/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/220404.mbx T R O U B L E D C O M P A N Y R E P O R T E R Monday, April 4, 2022, Vol. 26, No. 93 Headlines 1 BIG RED: $227K Sale of Kansas City Property to Vargas Denied 635 NORFOLK: Case Summary & One Unsecured Creditor AASTHA REAL ESTATE: Voluntary Chapter 11 Case Summary ADAMIS PHARMACEUTICALS: Issues Recall of Anaphylaxis Treatment AERO SHADE: Files Amendment to Disclosure Statement AIKIDO PHARMA: Incurs $7.2 Million Net Loss in 2021 ALPINE 4 HOLDINGS: All Four Proposals Passed at Annual Meeting ALPINE 4 HOLDINGS: Delays Filing of 2021 Annual Report ALTO MAIPO: Int'l Jurisdiction Fight Sparks Up in Hearing ANGEL'S SQUARE: $1.56M Loan from Starfund LLC Approved ARMATA PHARMACEUTICALS: Steve Martin to Retire as CFO in June ASP UNIFRAX: $250MM Incremental Loan No Impact on Moody's B3 CFR BOY SCOUTS: Chapter 11 Plan Strips Trial Rights, Says Atty. Bitar BRAINY APPS: April 25 Plan & Disclosure Statement Hearing Set BRAND INDUSTRIAL: Moody's Cuts CFR to Caa3, Outlook Stable BRENT S. HONORE: Sale of Baton Rouge Property for $63K Approved CANNABICS PHARMACEUTICALS: Changes Name to CNBX Pharmaceuticals CBAC GAMING: Moody's Hikes CFR & Senior Secured Loans to Caa1 CCX INC: Braeburn Alloy Steel Seeks Chapter 11 Bankruptcy CE ELECTRICAL: Unsecureds Will be Paid 5% of Claims in 68 Months CENTER CITY: Gets Court Okay to Lend $5.6M for Property Upkeep CENTRO NGD HOLDINGS: Taps Compass Florida as Real Estate Broker DCIJ BEE HIVE: Seeks Cash Collateral Access Thru July 2022 DUPONT STREET: Confirmation Hearing May 3; Files Amended Plan DYNASTY ACQUISITION: Moody's Hikes CFR to B3, Outlook Stable EAST/ALEXANDER: Case Summary & 20 Largest Unsecured Creditors EDWARD A. DAWSON: Almonts Buying Spokane Property for $$295K Cash EISNER ADVISORY: Moody's Assigns B2 CFR, Outlook Stable EXTRUSION GROUP: Taps Foley & Lardner as Special Counsel FOUNTAINS OF ST. AUGUSTINE: Hearing on Property Sale Set for May 26 GATA III: $1.4MM Sale of Henderson Asset Free & Clear of Liens OK'd GORDIAN MEDICAL: Moody's Lowers CFR to B3 & Sr. Secured Debt to B2 HARRY'S HOT DOGS: Unsecureds to Get Share of Asset Sale Proceeds HEALTHE INC: Trustee's Bid Procedures for All Assets Sale Approved HEILUX LLC: Continued Operations to Fund Plan Payments HERTZ CORP: U.S. Senators Call for Stolen Vehicle Reports HOLMDEL FINANCIAL: Seeks Cash Collateral Access HOME REALTY: Trustee's $55K Cash Sale of Breckenwood Property OK'd HTP INC: Exclusivity Period Extended to June 22 JEFFERSON-11TH STREET: Case Summary & 20 Top Unsecured Creditors JPA NO. 111: Sale of Airbus Aircrafts to Flicker & Coot Approved KC PANORAMA: $14MM Sale of Boston Property to Harbinger Approved KC PANORAMA: Sale of Boston Property to Harbinger for $14M Approved LARSON VALLEY: Case Summary & 17 Unsecured Creditors LINDA W. WOMAC: Tennessee Court Approves Sale of Englewood Home MALLINCKRODT PLC: Exclusivity Period Extended to April 12 MD HELICOPTERS: Gets Access $60 Million Bankruptcy Loan MGM RESORTS: Moody's Lowers CFR to B1, Outlook Stable MONITRONICS INTERNATIONAL: S&P Cuts ICR to 'CCC+', Outlook Neg. MURPHY OIL: Moody's Upgrades CFR & Senior Unsecured Notes to Ba2 NORDIC AVIATION: Judge Approves $15 Million DIP Financing O'CONNOR CONSTRUCTION: Taps Benchmark Tax Group as Consultant O'CONNOR CONSTRUCTION: Taps Chuck Blanton as Tax Accountant O'CONNOR CONSTRUCTION: Taps Stephanie Shaner as Accountant OLIN CORP: S&P Alters Outlook to Positive, Affirms 'BB+' ICR OUTSIDE CAPITAL: Seeks Cash Collateral Access PARALLAX HEALTH: Unveils Changes to Board, Management Team PB-6 LLC: Unsecureds to be Paid From Remaining Balance PETROCHOICE HOLDINGS: S&P Lowers ICR to 'CCC-', Outlook Negative PHOENIX PROPERTIES: $140K Sale of San Anton Drive Asset Confirmed PHOENIX PROPERTIES: $160K Cash Sale of Savannah Property Confirmed PHOENIX PROPERTIES: $170K Sale of Savannah Property to Sampson OK'd PHOENIX PROPERTIES: $189K Cash Sale of Savannah Property Confirmed PHOENIX PROPERTIES: Sale of W. Hawthorne Drive Property Confirmed PLANTRONICS INC: Moody's Puts 'Ba3' CFR Under Review for Upgrade POINT INVESTMENTS: IRS Temporarily Blocked or Seizing Money Q'MAX AMERICA: Trustee Proposes Private Sale of Van Buren Property RADNET MANAGEMENT: Moody's Alters Outlook on B2 CFR to Positive REGIONAL HEALTH: Ben Waites Ceases to Serve as CFO RENAISSANCE FINANCIAL: S&P Keeps 'CCC-/C' ICRs on Watch Negative RENTZEL PUMP: Files Emergency Bid to Use Cash Collateral RIVER MILL: Exclusivity Period Extended to May 11 RKJ HOTEL: Debtor Will Amend Disclosure to Address Issues ROCKING M MEDIA: Files Emergency Bid to Use Cash Collateral ROSIE'S LLC: Jaegar Buying CJ Frank Farm & Pivonka Ranch for $2.86M RSP PITTSBURGH: Disclosure Inadequate, U.S. Trustee Says RSP PITTSBURGH: Plan Disclosures Inadequate, United States Says RUBY PIPELINE: Case Summary & 17 Unsecured Creditors RUBY PIPELINE: Seeks Bankruptcy Protection SAMARCO MINERACAO: Creditors Fail to Reach $10B Restructuring Deal SIGNTEXT 2: Wins Interim Cash Collateral Access SOO HOTELS: May 5 Plan & Disclosure Hearing Set SOUTHERN ROCK: May 26 Hearing on Amended Disclosure Statement STL HOLDING: Moody's Upgrades CFR & Senior Unsecured Notes to B2 SUPERCUTS INC: Owner Regis Taps Jefferies to Help Debt Maturity TALEN ENERGY: Unsecured Creditors United Despite Debt Worries TALON MANAGEMENT: $2.1-Mil. Sale of Ormond Beach Property Approved TEAM SYSTEMS: Court Converts Case to Chapter 7 Liquidation TEREX CORP: Moody's Alters Outlook on 'B1' CFR to Positive TG TURNKEY: Seeks Cash Collateral Access or Obtain Credit TGP HOLDINGS III: Moody's Cuts CFR & Secured First Lien Debt to B3 TOMMIE BROADWATER, JR.: $330K Sale of Glenarden Property Approved VENUS CONCEPT: Incurs $22.1 Million Net Loss in 2021 VIPER PRODUCTS: $50K Sale of 2021 Dodge Ram 2500 to Sundown OK'd VOLUNTEER ENERGY: Seeks Cash Collateral Access, $5MM DIP Loan [^] BOND PRICING: For the Week from March 28 to April 1, 2022 ********* 1 BIG RED: $227K Sale of Kansas City Property to Vargas Denied -------------------------------------------------------------- Judge Robert D. Berger of the U.S. Bankruptcy Court for the District of Kansas denied 1 Big Red, LLC's private sale of the real property located at 7410 Sni-A-Bar Road, in Kansas City, Missouri, to Vargas Roofing and Construction for $227,000, free and clear of all liens, interests, and encumbrances. PS Funding, Inc. objected to the proposed sale on several grounds, arguing that (1) PS Funding already has a pending stay-relief motion as to the property; (2) 1 Big Red did not file its motion in good faith; and (3)(a) PS Funding did not consent to the proposed sale, (b) the liens on 7410 Sni A Bar exceed $227,000, and (c) the proposed sale would produce no benefit for the bankruptcy estate. As to lack of equity, the evidence before the Court demonstrates that (1) the current value of 7410 Sni A Bar is less than $780,000; and (2) the liens on 7410 Sni A Bar equal or exceed $780,000. This satisfies PS Funding's burden of proof. PS Funding has presented strong evidence that the liens on 7410 Sni A Bar exceed its value. As to whether 7410 Sni A Bar is necessary to an effective reorganization, 1 Big Red intends -- and is currently attempting -- to sell it. Because 1 Big Red intends to sell the property, it cannot be necessary to an effective reorganization. Because PS Funding has satisfied its burden of proving that 1 Big Red lacks equity in 7410 Sni A Bar, and because such property (which 1 Big Red intends to sell) is not necessary to an effective reorganization, Judge Berger will grant PS Funding's motion for stay relief under Section 362(d)(2). For all of the foregoing reasons, Judge Berger granted PS Funding's motion for stay relief and denied 1 Big Red's motion to sell. However, to the extent that the mortgagee sells 7410 Sni A Bar for less than $227,000, PS Funding's claim versus 1 Big Red and any guarantors will be disallowed in an equal amount. About 1 Big Red LLC 1 Big Red, LLC, a Kansas City, Mo.-based company engaged in activities related to real estate, filed a petition for Chapter 11 protection (Bankr. D. Kan. Case No. 21-20044) on Jan. 15, 2021, listing total assets at $2.5 million and $3,094,099 in liabilities. Judge Robert D. Berger oversees the case. The Debtor tapped Colin Gotham, Esq., at Evans & Mullinix, P.A., as legal counsel. 635 NORFOLK: Case Summary & One Unsecured Creditor -------------------------------------------------- Debtor: 635 Norfolk LLC 635 Norfolk Street Teaneck, NJ 07666 Business Description: 635 Norfolk is a Single Asset Real Estate Debtor (as defined in 11 U.S.C. Section 101(51B)). The Debtor is the fee simple owner of a real property located at 635 Norfolk Street, Teaneck, New Jersey, having a current value of $1 million. Chapter 11 Petition Date: April 1, 2022 Court: United States Bankruptcy Court District of New Jersey Case No.: 22-12643 Debtor's Counsel: Karina Lucid, Esq. KARINA PIA LUCID, ESQ. LLC 1065 Rte 22 West Suire 2B Bridgewater, NJ 08807 Tel: 908-377-0615 E-mail: klucid@karinalucidlaw.com Total Assets: $1,000,000 Total Liabilities: $3,518,200 The petition was signed by David Sadek as authorized representative. Chase Bank is listed as the Debtor's only unsecured creditor holding a claim of $1,259,301. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/I3WMCUY/635_Norfolk_LLC__njbke-22-12643__0001.0.pdf?mcid=tGE4TAMA AASTHA REAL ESTATE: Voluntary Chapter 11 Case Summary ----------------------------------------------------- Debtor: Aastha Real Estate Investments LLC 658 Rt. 940 Lake Harmony, PA 18624 Business Description: The Debtor is primarily engaged in activities related to real estate. Chapter 11 Petition Date: March 31, 2022 Court: United States Bankruptcy Court Middle District of Pennsylvania Case No.: 22-00577 Judge: Hon. Mark J. Conway Debtor's Counsel: Philip W. Stock, Esq. LAW OFFICE OF PHILIP W. STOCK 706 Monroe Street Stroudsburg, PA 18360 Tel: (570) 420-05000 Email: pwstock@ptd.net Estimated Assets: $1 million to $10 million Estimated Liabilities: $500,000 to $1 million The petition was signed by Shatrughan Sinha as sole member. The Debtor failed to include in the petition a list of its 20 largest unsecured creditors. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/VNWNEWY/Aastha_Real_Estate_Investments__pambke-22-00577__0001.0.pdf?mcid=tGE4TAMA ADAMIS PHARMACEUTICALS: Issues Recall of Anaphylaxis Treatment -------------------------------------------------------------- Adamis Pharmaceuticals Corporation is voluntarily recalling certain lots of SYMJEPI (epinephrine) Injection 0.15 mg (0.15 mg/0.3 mL) and 0.3 mg (0.3 mg/0.3 mL) Pre-Filled Single-Dose Syringes to the consumer level. The batches in the table below are being recalled due to the potential clogging of the needle preventing the dispensing of epinephrine. US WorldMeds (USWM) exclusively markets and distributes SYMJEPI in the United States, under license from Adamis, the NDA holder. USWM will handle the entire recall process for Adamis, with Adamis oversight. SYMJEPI is manufactured and tested for Adamis by Catalent Belgium S.A. Risk Statement: If a person is experiencing an allergic reaction and/or anaphylaxis and is unable to access life-saving epinephrine due to the syringe malfunction, it can lead to life threatening consequences including death. Although not confirmed to be related to the recall, there have been two different customer complaints on three syringes, regarding difficulty in dispensing the product, to date. However, neither US WorldMeds nor Adamis Pharmaceuticals has received, or is aware of, any adverse events related to this recall. The recall encompasses all of the following batches, within expiry: Product Strength NDC Lot Expiration ------- ------------- ----------- ---------- -------- SYMJEPI .15 mg/0.3 mL 78670-131-02 21101Y 11/30/22 21041W 08/31/22 (epinephrine) 21081W 11/30/22 Injection 0.3 mg/0.3 mL 78670-130-02 21102W 02/28/23 SYMJEPI is indicated in the emergency treatment of allergic reactions (Type I) including anaphylaxis to stinging insects (e.g., order Hymenoptera, which include bees, wasps, hornets, yellow jackets, and fire ants) and biting insects (e.g., triatoma, mosquitoes), allergen immunotherapy, foods, drugs, diagnostic testing substances (e.g., radiocontrast media) and other allergens, as well as idiopathic anaphylaxis or exercise-induced anaphylaxis. The products are packaged in 2-count Pre-Filled Single-Dose Syringes per carton and were distributed nationwide in the USA and directly to customers and/or medical facilities. The products can be identified by the label containing the US WorldMeds name and logo pictured on the cartons. US WorldMeds is notifying its customers by email, FDA alerts, and direct outreach. Consumers and institutions that have products that are subject to this recall should stop using the products immediately and may either return or discard the recalled lots. Consumers with questions regarding this recall can call (888) 900-8796 or e-mail questions at medinfo@usworldmeds.com Monday-Friday from 8:00 am to 4:00 pm ET. Adverse reactions or quality problems experienced with the use of this product may be reported to the FDA's MedWatch Adverse Event Reporting program either online, by regular mail or by fax. * Complete and submit the report Online * Regular Mail or Fax: Download form or call 1-800-332-1088 to request a reporting form, then complete and return to the address on the pre-addressed form, or submit by fax to 1-800-FDA-0178 This recall is being conducted with the knowledge of the U.S. Food and Drug Administration. Adamis Contacts: Quality Compliance Craig Stenland Quality Compliance Partners 858-361-6456 craigs@qualpartners.com Investor Relations Robert Uhl Managing Director ICR Westwicke 619.228.5886 robert.uhl@westwicke.com About Adamis Pharmaceuticals Adamis Pharmaceuticals Corporation -- http://www.adamispharmaceuticals.com-- is a specialty biopharmaceutical company primarily focused on developing and commercializing products in various therapeutic areas, including allergy, opioid overdose, respiratory and inflammatory disease. Adamis reported a net loss of $49.39 million for the year ended Dec. 31, 2020, compared to a net loss of $27.51 million for the year ended Dec. 31, 2019. As of Dec. 31, 2020, the Company had $30.87 million in total assets, $27.37 million in total liabilities, and $3.50 million in total stockholders' equity. San Diego, California-based BDO USA, LLP, the Company's auditor since 2020, issued a "going concern" qualification in its report dated April 15, 2021, citing that the Company has suffered recurring losses from operations and has a net capital deficiency that raise substantial doubt about its ability to continue as a going concern. AERO SHADE: Files Amendment to Disclosure Statement --------------------------------------------------- Aero Shade Technologies, Inc., submitted an Amended Disclosure Statement describing Plan of Reorganization dated March 28, 2022. The Debtor and St. Lucie County (the "County") entered into a lease agreement in 2009 for the lease of a facility owned by St. Lucie County ("Leased Premises"). The County filed a commercial eviction action against the Debtor on or about July 15, 2019, taking the position that improvements were made to the Leased Premises that were not approved. Unfortunately, summary judgment was entered against the Debtor. After judgment was entered, the parties attended mediation that resulted in the Settlement Agreement. From the Debtor's perspective, the Settlement Agreement was unduly burdensome because it failed to provide adequate assurance that the County will issue permits and other approvals on a timely basis. After the filing of the case, the Debtor's President and 100% shareholder appointed his son, Jean Francois ("Jeff") Manchec as Vice-President of the Debtor. During this case, Jeff Manchec managed the day-to-day operations of the Debtor. Jeff Manchec lives out of state; however, he has been traveling to Florida to be present in the office to manage the Debtor's operations, as well as over the logistics with meeting the requirements of St. Lucie County. Since the filing of the case, Jeff Manchec has not sought to receive a salary from the Debtor; however, on March 9, 2022, the Debtor filed a Motion for Authorization to Pay Officer Compensation requesting $2,000.00 per week beginning January 1, 2022. The Amended Disclosure Statement does not alter the proposed treatment for unsecured creditors and the equity holder: * Class Two consists of General Unsecured Claims. The General Unsecured claims include all other allowed claims of Unsecured Creditors of the Debtor, subject to any Objections that are filed and sustained by the Court. The general unsecured claims after the filing of the objections total the amount of $24,322.54. These claims shall be paid in full at the rate of $4,053.76 per month for 6 months. In the event the objections filed by the Debtor are overruled, the payment to this class will be revised to ensure all General Unsecured Claims are paid in full. The payments to this Class will commence on the Effective Date of the Plan. These claims are unimpaired. * Class Three (Equity): There shall be no distribution to the equity holders of the Debtors under the confirmed Plan and no dividends to this class of claimants. The equity shareholders shall retain their currently held equity interest in the Debtors. This claim is impaired. A full-text copy of the Amended Disclosure Statement dated March 28, 2022, is available at https://bit.ly/3ITl44M from PacerMonitor.com at no charge. Attorneys for the Debtor: Craig I. Kelley, Esq. KELLEY, FULTON & KAPLAN, P.L. 1665 Palm Beach Lakes Blvd., The Forum - Suite 1000 West Palm Beach, Florida 33401 Telephone: (561) 491-1200 Facsimile: (561) 684-3773 About Aero Shade Technologies Aero Shade Technologies, Inc., designs and manufactures sun protection and light shades for the aerospace industry. It entered into a lease agreement in 2009 for the lease of a facility owned by St. Lucie County. Aero Shade Technologies sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 21-13573) on April 15, 2021, disclosing up to $50,000 in both assets and liabilities. Judge Mindy A. Mora oversees the case. Kelley Fulton & Kaplan, P.L. and Ackerman Rodgers, CPA, PLLC serve as the Debtor's legal counsel and accountant, respectively. AIKIDO PHARMA: Incurs $7.2 Million Net Loss in 2021 --------------------------------------------------- Aikido Pharma Inc. filed with the Securities and Exchange Commission its Annual Report on Form 10-K disclosing a net loss of $7.17 million for the year ended Dec. 31, 2021, compared to a net loss of $12.34 million for the year ended Dec. 31, 2020. As of Dec. 31, 2021, the Company had $102.66 million in total assets, $1.06 million in total liabilities, and $101.60 million in total stockholders' equity. Aikido stated, "Our ultimate success is dependent on our ability to obtain additional financing and generate sufficient cash flow to meet our obligations on a timely basis. Our business will require significant amounts of capital to sustain operations and make the investments it needs to execute its longer-term business plan to support new technologies and help advance innovation. Our working capital amounted to approximately $89.8 million at December 31, 2021. We will need to obtain additional debt or equity financing, especially if we experience downturns in our business that are more severe or longer than anticipated, or if we experience significant increases in expense levels resulting from being a publicly-traded company or operations. If we attempt to obtain additional debt or equity financing, we cannot assume that such financing will be available to the Company on favorable terms, or at all. "The Company plans to pursue its plans regarding research and development of our two pre-clinical products which will require resources beyond those currently, ultimately requiring third party capital. During this time, the Company does not expect to generate revenue and there is substantial doubt about the Company's ability to continue as a going concern within one year from the date of this filing." A full-text copy of the Form 10-K is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/12239/000121390022015575/f10k2021_aikidopharma.htm About AIkido Pharma Headquartered in New York, NY, AIkido Pharma Inc. fka Spherix Incorporated -- http://www.spherix.com-- was initially formed in 1967 and is currently a biotechnology company seeking to develop small-molecule anti-cancer therapeutics. The Company's activities generally include the acquisition and development of technology through internal or external research and development. In addition, the Company seeks to acquire existing rights to intellectual property through the acquisition of already issued patents and pending patent applications, both in the United States and abroad. The Company may alone, or in conjunction with others, develop products and processes associated with technology development. Recently, the Company has invested in and helped develop technology with Hoth Therapeutics, Inc., DatChat, Inc. and with its recent asset acquisition with CBM BioPharma, Inc. in December 2019. ALPINE 4 HOLDINGS: All Four Proposals Passed at Annual Meeting -------------------------------------------------------------- Alpine 4 Holdings, Inc. held its 2021 Annual Meeting of Shareholders at which the stockholders: (a) elected Kent B. Wilson, Charles Winters, Ian Kantrowitz, Gerry Garcia, Edmond Lew, Christophe Jeunot, Jonathan Withem, and Mike Loyd as directors, each to hold office until the 2022 Annual Meeting and until their successors are duly elected and qualified; (b) ratified the appointment of Malone Bailey LLP as the Company's independent public accounting firm; (c) approved a proposal to authorize the Board of Directors to file an Amendment to the Company's Certificate of Incorporation, as amended to date, to authorize an increase in the authorized shares of Class A Common Stock of the Company; and (d) approved the Company's proposed Alpine 4 Holdings, Inc., 2021 Equity Incentive Plan. Mr. Loyd was nominated and included in the proxy statement but resigned from the Company's Board of Directors prior to the date of the Annual Meeting. About Alpine 4 Alpine 4 Holdings, Inc (formerly Alpine 4 Technologies, Ltd) is a publicly traded conglomerate that is acquiring businesses that fit into its disruptive DSF business model of drivers, stabilizers, and facilitators. As of April 14, 2021, the Company was a holding company that owned nine operating subsidiaries: ALTIA, LLC; Quality Circuit Assembly, Inc.; Morris Sheet Metal, Corp; JTD Spiral, Inc.; Deluxe Sheet Metal, Inc.; Excel Construction Services, LLC; SPECTRUMebos, Inc.; Impossible Aerospace, Inc.; and Vayu (US), Inc. Alpine 4 Holdings reported a net loss of $8.05 million for the year ended Dec. 31, 2020, compared to a net loss of $3.13 for the year ended Dec. 31, 2019, and a net loss of $7.91 million for the year ended Dec. 31, 2018. As of June 30, 2021, the Company had $94.03 million in total assets, $47.12 million in total liabilities, and $46.91 million in total stockholders' equity. ALPINE 4 HOLDINGS: Delays Filing of 2021 Annual Report ------------------------------------------------------ Alpine 4 Holdings, Inc. filed a Form 12b-25 with the Securities and Exchange Commission notifying the delay in the filing of its Annual Report on Form 10-K for the period ended Dec. 31, 2021. The Company said the Annual Report could not be filed without unreasonable effort or expense within the prescribed time period because management requires additional time to compile and verify the data required to be included in the report. The report will be filed within 15 days of the date the original report was due. About Alpine 4 Alpine 4 Holdings, Inc (formerly Alpine 4 Technologies, Ltd) is a publicly traded conglomerate that is acquiring businesses that fit into its disruptive DSF business model of drivers, stabilizers, and facilitators. As of April 14, 2021, the Company was a holding company that owned nine operating subsidiaries: ALTIA, LLC; Quality Circuit Assembly, Inc.; Morris Sheet Metal, Corp; JTD Spiral, Inc.; Deluxe Sheet Metal, Inc.; Excel Construction Services, LLC; SPECTRUMebos, Inc.; Impossible Aerospace, Inc.; and Vayu (US), Inc. Alpine 4 Holdings reported a net loss of $8.05 million for the year ended Dec. 31, 2020, compared to a net loss of $3.13 for the year ended Dec. 31, 2019, and a net loss of $7.91 million for the year ended Dec. 31, 2018. As of June 30, 2021, the Company had $94.03 million in total assets, $47.12 million in total liabilities, and $46.91 million in total stockholders' equity. ALTO MAIPO: Int'l Jurisdiction Fight Sparks Up in Hearing --------------------------------------------------------- Jeff Montgomery of Law360 reports that an international jurisdiction dispute kicked up sparks Thursday, March 31, 2022, during a Delaware bankruptcy court hearing on next steps in Chilean hydropower project Alto Maipo SpA's Chapter 11, with the venture's largest proposed customer questioning the court's reach and potentially the bankruptcy plan's feasibility. During what was otherwise a scheduling hearing, U.S. Bankruptcy Judge Karen B. Owens ordered briefing and argument next month on the court's ability to enforce bankruptcy's automatic stay and declare void a bid by Chile's Minera Los Pelambres mine to terminate its power purchase contract without first determining if the U. S. court has jurisdiction over the Chilean customer. About Alto Maipo Alto Maipo owns the Alto Maipo Hydroelectric Project, outside Santiago, Chile, which is currently under construction. The project comprises two run-of-the-river plants with a combined installed capacity of 531 megawatts. The run-of-the-river project is a joint venture between U.S. utility subsidiary AES Gener and Chilean mining company Antofagasta Minerals (AMSA). Alto Maipo Delaware LLC and Alto Maipo SpA sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 21-11507) on Nov. 17, 2021. Javier Dib, board president and chief restructuring officer, signed the petitions. At the time of the filing, Alto Maipo Delaware LLC estimated between $1 billion and $10 billion in both assets and liabilities. The cases are handled by Judge Karen B. Owens. The Debtors tapped Young Conaway Stargatt & Taylor, LLP and Cleary Gottlieb Steen & Hamilton LLP as legal counsel; Nelson Contador Abogados & Consultores SpA as local Chilean counsel; AlixPartners, LLP as financial advisor; and Lazard Freres & Co. LLC and Lazard Chile SpA as investment banker. Prime Clerk, LLC is the claims, noticing and administrative agent. ANGEL'S SQUARE: $1.56M Loan from Starfund LLC Approved ------------------------------------------------------ Angel's Square, Inc., submitted a Second Amended Disclosure Statement and Second Amended Plan of Reorganization dated March 28, 2022. The Debtor owns and operates a small commercial strip mall, with a street address of 5630 N. Federal Highway, Ft. Lauderdale, FL 33308, ("Property"). Currently, there are three tenants that operate out of the Property. One of the tenants, Las Americas Bakery of Coral Ridge d/b/a Las Orquideas Restaurant, is a Florida company, wholly owned by Gill. Gill has determined that the best way to exit this chapter 11, is to borrow funds from Starfund, LLC, or its assigns, (the "Funder"), in sufficient amounts necessary to satisfy in full the professional administrative claims, priority tax claims, the Broward real estate tax claims, the first mortgage held by City National Bank, and the second mortgage held by Lighthouse Global Investments, Inc. The Plan contemplates that funding for the distribution to the secured creditors and the general unsecured creditors holding an allowed claim in this case will be derived from proceeds received by the Debtor in its operations, as well as from a post confirmation loan to be secured by the Debtor from the Funder, and guarantees of distribution payments from personal funding to be provided by Fernando Gill, ("Gill"), the principal of the Debtor, or one of his other business entities (referred to as the "Personal Funding"). Such funding from the Debtor will be from rental proceeds from the Property. The loan from the Funder will be secured by a first and only mortgage on the Debtor's Property, with a guarantee from Gill. All administrative expenses as incurred by the professionals retained in this Chapter 11 Bankruptcy proceeding are subject to Bankruptcy Court approval upon proper application and notice to creditors. To the extent that same are allowed by the Bankruptcy Court, the Debtor shall pay these expenses, in full, in cash, on the later of the Effective Date of the Plan, 3 days after such claim is allowed, or within such terms and conditions as may be agreed upon between the Debtor and each such creditors. To the extent that the Debtor's cash is insufficient to pay the allowed professional fees and costs from funds derived from the loan to be secured by the Funder,then Gill has agreed to pay those fees. Gill has also agreed to guarantee payment of these fees, if necessary, from Las Americas Bakery of Coral Ridge d/b/a Las Orquideas Restaurant, ("Bakery"), a company that Gill owns. Class 1 consists of the secured claim held by City National, which is in the approximate amount of $1.071,479.33. The Debtor will pay and satisfy the Class 1 allowed claim in full within 10 days of the Effective Date of the Plan. The source of the funding to satisfy the Class 1 claim will be from funds from a loan to be secured by the Debtor from Starfund, LLC or its assigns, (the "Funder"). Within 30 days after receipt by City National of the payment contemplated under the Plan, City National will prepare and record a satisfaction of mortgage. Further, within the same 30 day period, City National will return to Debtor's counsel the original promissary note, marked "canceled, satisfied and discharged", and return, within the same time period, to Debtor's counsel any original personal guaranties of the Class 1 claim, likewise marked "canceled, satisfied and discharged". Class 2 consists of the secured claim held by Lighthouse, which is in the approximate amount of $187,663.74. This claim is secured by a second mortgage position on the Property. Through the Plan, the Debtor will pay and satisfy the Class 2 allowed claim in full within 10 days of the Effective Date of the Plan. The source of the funding to satisfy the Class 2 claim will be from funds from the loan to be secured by the Debtor from the Funder. Within 30 days after receipt by Lighthouse of the payment contemplated under the Plan, Lighthouse will prepare and record a satisfaction of mortgage. Further, within the same 30 day period, Lighthouse will return to Debtor's counsel the original promissary note, marked "canceled, satisfied and discharged", and return, within the same time period, to Debtor's counsel any original personal guaranties of the class 2 claim, likewise marked "canceled, satisfied and discharged". Like in the prior iteration of the Plan, he Debtor will cause a payment representing a 80% distribution to the holders of Allowed General Unsecured Claims. There exists only one creditor that holds an Allowed General Unsecured Claim, namely The Strauss Law Firm, P.A., which holds an Allowed General Unsecured Claim in the amount of $1,250.00. The source of funding for the distribution will be derived from funds of the Debtor, or by the Personal Funding. The Plan contemplates that funding the distributions set forth in the Plan will be derived from a post confirmation loan to be provided by the Lender, the operations of the Debtor's business, as well as the Personal Funding. The Debtor submits that the Personal Funding represents the new value provided by Gill in order for Gill to maintain his interest in the Debtor. A Loan Commitment letter, dated March 28, 2022, from StarFund LLC, indicates that the Debtor has been approved for a loan in the amount of $1,560,000.00. The Debtor will use the loan from the Funder to pay and satisfy the allowed administrative professional fees, and the Class 1, 2 and 3 claims. Gill has agreed to provide the Personal Funding, where needed as guarantee of those professional fees and claims. A full-text copy of the Second Amended Disclosure Statement dated March 28, 2022, is available at https://bit.ly/3DvsOZD from PacerMonitor.com at no charge. Attorney for Debtor: Brian S. Behar, Esq. Behar Gutt & Glazer, P.A. 1855 Griffin Road, Suite A-350 Fort Lauderdale, FL 33004 Tel: (305) 931-3771 Email: bsb@bgglaw.com About Angel's Square Fort Lauderdale, Fla.-based Angel's Square, Inc. is a single asset real estate debtor (as defined in 11 U.S.C. Section 101(51B)). Angel's Square sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 21-13576) on April 15, 2021. Fernando D. Gill, registered agent, signed the petition. In its petition, the Debtor disclosed total assets of up to $10 million and total liabilities of up to $1 million. Judge Peter D. Russin oversees the case. Behar Gutt & Glazer, P.A. is the Debtor's legal counsel. ARMATA PHARMACEUTICALS: Steve Martin to Retire as CFO in June ------------------------------------------------------------- Steve R. Martin notified Armata Pharmaceuticals, Inc. that he intends to retire as chief financial officer and senior vice president (and principal financial and accounting officer) of the Company effective as of June 30, 2022. Mr. Martin has agreed to continue his employment with the Company as an advisor to his successor in the principal financial and accounting officer role from June 30, 2022 through Dec. 31, 2022 (the "Transition Period"). In exchange for these transition services, the Company's Board of Directors approved an advisory agreement for Mr. Martin that provides the following payments and benefits during the Transition Period: (i) continued payment of his annual base salary at his current rate; (ii) continued participation in the Company's employee welfare, benefit, retirement and fringe benefit plans, as amended from time to time, on the same terms as applicable to members of the Company's executive team; provided that (x) he shall not be eligible to receive grants of equity awards or to participate in the annual bonus program for the 2022 fiscal year, and (y) he shall cease to accrue paid time off during the Transition Period; and (iii) one half of the outstanding and unvested Company stock options held by Mr. Martin as of the last day of the Transition Period shall become fully vested, and all vested stock options held by Mr. Martin as of that date shall remain exercisable in full for their remaining 10-year term. The Advisory Agreement replaces and supersedes the offer letter agreement between Mr. Martin and the Company dated as of Jan. 18, 2016, as amended as of April 1, 2017. On March 25, 2022, the Board appointed Erin Butler to serve as (i) vice president of Finance and Administration of the Company, effective April 1, 2022, and (ii) principal financial and accounting officer of the Company, effective July 1, 2022. In connection with her appointment as vice president of Finance and Administration, the Company entered into an employment agreement with Ms. Butler that provides the following payments and benefits: (i) an annual base salary at the rate of $290,000, effective April 1, 2022; (ii) a target annual bonus award opportunity equal to 30% of her annual base salary, subject to achievement of certain milestones established by the Board; (iii) a stock option to purchase 50,000 shares of the Company's common stock, subject to approval by the Compensation Committee of the Board; (iv) subject to her continuing compliance with a customary propriety information and invention agreement and execution of a release in favor of the Company, a severance benefit equal to 6-months of continued base salary in the event her employment is involuntarily terminated without "cause" (and other than due to death or disability), or she terminates her employment for "good reason"; and (v) if the Involuntary Termination occurs within one month prior to, or twelve months following, a "change in control", full vesting of all of her outstanding equity awards that are subject to time-based vesting requirements. Prior to her appointment as vice president of Finance and Administration, Ms. Butler served as the Company's Sr. director, corporate controller since September 2017. From June 2016 to September 2017, Ms. Butler served as assistant controller of Inovio, Inc., a publicly traded biotechnology company focused on developing and commercializing DNA medicines for protection from infectious diseases and treatment of various cancers and HPV-associated diseases. Ms. Butler's previous experience includes serving as Assistant Controller of Apricus Biosciences, Inc. a publicly traded pharmaceutical company, and as an auditor for Deloitte and Touche, LLP, a public accounting firm. About Armata Pharmaceuticals Marina del Rey, CA-based Armata is a clinical-stage biotechnology company focused on the development of pathogen-specific bacteriophage therapeutics for the treatment of antibiotic-resistant and difficult-to-treat bacterial infections using its proprietary bacteriophage-based technology. Armata is developing and advancing a broad pipeline of natural and synthetic phage candidates, including clinical candidates for Pseudomonas aeruginosa, Staphylococcus aureus, and other pathogens. In addition, in collaboration with Merck, known as MSD outside of the United States and Canada, Armata is developing proprietary synthetic phage candidates to target an undisclosed infectious disease agent. Armata is committed to advancing phage with drug development expertise that spans bench to clinic including in-house phage specific GMP manufacturing. Armata reported a net loss of $23.16 million for the year ended Dec. 31, 2021, compared to a net loss of $22.18 million for the year ended Dec. 31, 2020. As of Dec. 31, 2021, the Company had $69.77 million in total assets, $44.37 million in total liabilities, and $25.40 million in total stockholders' equity. San Diego, California-based Ernst & Young LLP, the Company's auditor since 2019, issued a "going concern" qualification in its report dated March 17, 2022, citing that the Company has suffered recurring losses and negative cash flows from operations and has stated that substantial doubt exists about the Company's ability to continue as a going concern. ASP UNIFRAX: $250MM Incremental Loan No Impact on Moody's B3 CFR ---------------------------------------------------------------- Moody's Investors Service noted that ASP Unifrax Holdings, Inc.'s (Unifrax/Alkegen) $250 million incremental first lien term loan will not impact the company's ratings including its B3 corporate family rating or its stable ratings outlook. The proceeds from the term loan will be used to repay revolver borrowings, cover fees and expenses and for general corporate purposes. Unifrax's B3 corporate family rating reflects its high financial leverage and history of debt financed acquisitions along with its exposure to the cyclical automotive, industrial and chemical end markets. It also reflects its product and end-market diversity and exposure to the growing electric vehicle and specialty filtration markets which are capitalizing on the regulatory push to reduce carbon emissions and enhance indoor and industrial air quality. The rating also benefits from the company's leading global market positions in thermal management, battery materials, filtration and emissions control and its longstanding relationships with many blue-chip customers. Unifrax's good liquidity and its ongoing initiatives to drive additional growth via technology innovation also support its rating. Moody's anticipates that Unifrax's stand-alone operating and financial performance will continue to evidence improvement in 2022 resulting from the acquisition of Lydall and the continued global economic recovery and strong demand from the end-markets it serves. Unifrax will continue to grow supported by strength in industrial end-markets and the rebound in global automotive production, notwithstanding that semiconductor shortages could continue to dampen the projected recovery. Longer term sales are likely to get a boost from tightening carbon regulations, growth in battery and filtration markets, and new product development. Unifrax's profit margins are expected to be lower as compared to the LTM period ended September 2021, given Lydall's lower margins. However, expected revenue growth driven by volume gains, price increases and cross-selling opportunities, along with the recurring nature of its sales combined with its focus on higher margin products, cost synergies and supply chain optimization should lead to earnings growth and expanding margins on a pro forma basis. The relatively low sustaining capital investment requirements of the business should also lead to consistent free cash flow generation. Moody's estimates that Unifrax's pro forma adjusted leverage ratio (debt/EBITDA) was around 8.5x in December 2021, but could decline in 2022 as earnings grow depending on the use of the incremental term loan proceeds. Any strengthening of the company's credit profile will likely be driven by earnings growth since debt reduction is not anticipated in the near term. The company's financial flexibility is limited within its current rating considering the recent mostly debt financed acquisition of Lydall, and it does not have the capacity for additional aggressive debt financed deals. Unifrax has a good liquidity profile supported by about $50 million in cash around $150 million of availability under its $200 million revolving credit facility as of December 2021. The company is pursuing an amendment to extend the maturity of the revolver from 2023 to 90 days prior to the maturity of its term loan (December 2025) or March 2027 if the term loan maturity is extended beyond that date. Its 28% equity stake in Luyang, which is a publicly listed ceramic fiber producer in China, provides a potential alternative source of liquidity. Unifrax's ratings could be considered for an upgrade if adjusted debt/EBITDA declines below 6.0x driven by both EBITDA growth and debt reduction, if RCF/Debt is sustained above 8% and the company consistently generates positive free cash flow. An upgrade would also require the execution of more conservative financial policies from the sponsor and management. Moody's could downgrade Unifrax's ratings if its adjusted leverage is sustained above 7.5x or if the company undertakes a significant debt-financed acquisition or dividend recapitalization. Moody's could also downgrade the ratings if liquidity deteriorates and the company's operations consistently consume cash. Headquartered in Tonawanda, N.Y., ASP Unifrax Holdings, Inc. produces heat-resistant ceramic fiber products, specialty filtration, advanced materials solutions and specialty glass microfiber materials for a variety of industrial applications. The company has been a portfolio company of Clearlake Capital Group since late 2018. Unifrax generated revenues of approximately $600 million for the twelve months ended September 30, 2021 prior to the acquisition of Lydall. Revenues are expected to increase to about $1.6 billion in 2022. BOY SCOUTS: Chapter 11 Plan Strips Trial Rights, Says Atty. Bitar ----------------------------------------------------------------- Vince Sullivan of Law360 reports that an expert in sexual abuse claim litigation testified Thursday, March 31, 2021, in the Chapter 11 plan confirmation hearing of the Boy Scouts of America that the Debtor's proposed plan would strip sex abuse claim defendants of rights they would have in the tort system. During the 14th day of the plan confirmation proceedings, attorney Karen Y. Bitar of Seyfarth Shaw LLP took the stand to discuss the differences between the distribution procedures governing disbursements of a $2.7 billion settlement trust to claimants alleging sexual abuse in the case and the procedural rules of the tort system. About Boy Scouts of America The Boy Scouts of America -- https://www.scouting.org/ -- is a federally chartered non-profit corporation under title 36 of the United States Code. Founded in 1910 and chartered by an act of Congress in 1916, the BSA's mission is to train youth in responsible citizenship, character development, and self-reliance through participation in a wide range of outdoor activities, educational programs, and, at older age levels, career-oriented programs in partnership with community organizations. Its national headquarters is located in Irving, Texas. The Boy Scouts of America and affiliate Delaware BSA, LLC, sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 20-10343) on Feb. 18, 2020, to deal with sexual abuse claims. Boy Scouts of America was estimated to have $1 billion to $10 billion in assets and at least $500 million in liabilities as of the bankruptcy filing. The Debtors have tapped Sidley Austin LLP as their bankruptcy counsel, Morris, Nichols, Arsht & Tunnell LLP as Delaware counsel, and Alvarez & Marsal North America, LLC, as financial advisor. Omni Agent Solutions is the claims agent. The U.S. Trustee for Region 3 appointed a tort claimants' committee and an unsecured creditors' committee on March 5, 2020. The tort claimants' committee is represented by Pachulski Stang Ziehl & Jones, LLP, while the unsecured creditors' committee is represented by Kramer Levin Naftalis & Frankel, LLP. BRAINY APPS: April 25 Plan & Disclosure Statement Hearing Set ------------------------------------------------------------- On March 14, 2022, debtor Brainy Apps, LLC, filed with the U.S. Bankruptcy Court for the Southern District of Florida a Combined Disclosure Statement and Chapter 11 Plan of Reorganization for Small Business (the "CDP"). On March 28, 2022, Judge Laurel M. Isicoff ordered that: * April 25, 2022 at 1:30 p.m. is the hearing on approval of the disclosure statement and confirmation of the plan. * April 20, 2022 is fixed as the last day for filing and serving written objections to the disclosure statement and confirmation of the plan. * April 14, 2022 is fixed as the last day for filing written acceptances or rejections of the plan. * April 11, 2022 is fixed as the last day for filing and serving objections to claims. * April 4, 2022 is fixed as the last day for filing and serving fee applications. A full-text copy of the order dated March 28, 2022, is available at https://bit.ly/3JYgSC2 from PacerMonitor.com at no charge. Attorney for the Debtor: Chad T. Van Horn, Esq. Van Horn Law Group, PA 330 N. Andrews Ave., Suite 450 Fort Lauderdale, FL 33301 Telephone: (954) 765-3166 Email: Chad@cvhlwgroup.com About Brainy Apps LLC Brainy Apps, LLC sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 21-19692) on Oct. 7, 2021, listing up to $50,000 in assets and up to $500,000 in liabilities. Judge Laurel M. Isicoff presides over the case. Chad Van Horn, Esq., at Van Horn Law Group, P.A. represents the Debtor as legal counsel. BRAND INDUSTRIAL: Moody's Cuts CFR to Caa3, Outlook Stable ---------------------------------------------------------- Moody's Investors Service downgraded Brand Industrial Services, Inc.'s Corporate Family Rating to Caa1 from B3, Probability of Default Rating to Caa1-PD from B3-PD and the rating on the company's senior unsecured notes to Caa3 from Caa2. In addition, Moody's affirmed Brand's B3 senior secured rating. The outlook was changed to stable from negative. The downgrade reflects Moody's expectation that leverage, over the next 12 to 18 months will remain very elevated significantly restricting the company's operating, strategic and financial flexibility. Despite Moody's expectation for solid revenue and EBITDA growth during 2022 and 2023, Moody's projects total debt-to-EBITDA (including Moody's adjustments) will be 7.1x at year-end 2023. In addition, Moody's considers the company's governance risk as high given its aggressive financial policy. The B3 rating on the company's senior secured debt is one notch higher than Brand's CFR, reflecting their priority position and collateral to the company's senior unsecured notes. The Caa3 rating to the company's senior unsecured notes is two notches below the CFR and results from their junior position in Brand's capital structure. "Given current market volatility, economic and geopolitical uncertainty, higher inflation and expected continued increases in interest rates, we believe the financial risks for Brand have increased including the risk of having an untenable capital structure by year-end 2023," said Emile El Nems, a Moody's VP-Senior Credit Officer. "Although these risks are partially mitigated by sequentially improving operating fundamentals, we believe the very high leverage and lack of free cash flow generation to help reduce leverage will limit Brand's financial flexibility and increase financial risks over the next 12 to 18 months." Downgrades: Issuer: Brand Industrial Services, Inc. Corporate Family Rating, Downgraded to Caa1 from B3 Probability of Default Rating, Downgraded to Caa1-PD from B3-PD Senior Unsecured Regular Bond/Debenture, Downgraded to Caa3 (LGD5) from Caa2 (LGD5) Affirmations: Issuer: Brand Industrial Services, Inc. Senior Secured First Lien Revolving Credit Facility, Affirmed B3 (LGD3) Senior Secured First Lien Term Loan B, Affirmed B3 (LGD3) Outlook Actions: Issuer: Brand Industrial Services, Inc. Outlook, Changed To Stable From Negative RATINGS RATIONALE Moody's Caa1 Corporate Family Rating reflects the company's very high leverage, low profitability and lack of material free cash generation to help reduce leverage over the next 18 months. In June 2024, the company's $2.7 billion term loan becomes due and the revolving credit facility could expire as early as December 2023 if the outstanding amount under the term loan is greater than $300 million at such time. In addition, the rating reflects the company's exposure to cyclical end markets and the risk associated with increased geopolitical events. At the same time, Moody's rating also considers the company's adequate liquidity, a diversified revenue stream, a broad customer base of more than 35,000 customers and high levels of recurring revenues. Moody's expects Brand to have adequate liquidity over the next 12 to 18 months. At December 31, 2021, Brand had about $114 million in cash and around $687 million in availability under its first lien undrawn revolving credit facility due February 2025 (and $705 million if one counts both maturities of the revolving tranches). The revolver has a springing leverage covenant of net secured debt-to-EBITDA (which excludes outstanding borrowing under the AR facility) of 7.0x as defined under the credit agreement, which gets triggered if over 35% of the revolver is drawn. Furthermore, the company's liquidity is supported by a $700 million AR facility (unrated) maturing in 2024, under which about $550 million in borrowings were outstanding at December 31, 2021. The stable outlook reflects Moody's expectations that Brand will steadily grow revenue organically and maintain stable operating performance. This is largely driven by Moody's view that the US economy will expand in 2022 and remain supportive of the company's underlying growth drivers. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The rating could be upgraded if: Adjusted debt-to-EBITDA approaches 6.5x, EBITA-to-interest expense is sustained above 2.0x, the company improves free cash flow and liquidity, and the company extend its debt maturities. The rating could be downgraded if: Adjusted debt-to-EBITDA remains above 7.5x for a sustained period of time, adjusted EBITA-to-interest expense is sustained below 1.0x, the company's liquidity deteriorates, and the company's refinancing risk increases. The principal methodology used in these ratings was Business and Consumer Services published in November 2021. Headquartered in Kennesaw, GA, Brand Industrial Services, Inc. is the largest provider of scaffolding, insulation, coatings and other industrial services within the following market segments in North America: upstream, midstream, and downstream oil & gas, power generation, industrial and infrastructure. The company is majority owned by Clayton, Dubilier & Rice and Brookfield Business Partners. BRENT S. HONORE: Sale of Baton Rouge Property for $63K Approved --------------------------------------------------------------- Judge Douglas D. Dodd of the U.S. Bankruptcy Court for the Middle District of Louisiana authorized Brent S. Honore to sell any interest he may own in 202 Woodstone Court East, in Baton Rouge, Louisiana 70808, Lot 48 Woodstone Estates, for the estimated net sale price of $63,072.01. The closing attorney is directed to make said net sale proceeds payable to Brent S. Honore and transmit said funds together with the sales settlement accounting statement to James M. Herpin, the counsel for the Debtors. Brent S. Honore and Rhonda P. Honore sought Chapter 11 protection (Bankr. M.D. La. Case No. 21-10516) on Nov. 2, 2021. The Debtors tapped James Herpin, Esq., as counsel. CANNABICS PHARMACEUTICALS: Changes Name to CNBX Pharmaceuticals --------------------------------------------------------------- Cannabics Pharmaceuticals Inc. has changed its corporate name to "CNBX Pharmaceuticals Inc." The Company's new brand identity reflects the significant transformation that has already taken place across the Company's platform, as well as the team's forward-looking approach to molecule-based drug development for the treatment of colorectal cancer, and in preparation of a Phase I/II (a) clinical validation study for its proprietary RCC-33 drug candidate. The Company is in the process of developing a new corporate website -- www.cnbxpharma.com -- and updated social media accounts reflecting the new corporate company name. The Company's stock will continue trading under the ticker OTCQB: CNBX. The corporate name change to CNBX Pharmaceuticals Inc. does not affect the rights of the company's stockholders and no action is required by stockholders with respect to the name change. Outstanding stock certificates are not affected by the name change and will not need to be exchanged. About CNBX Pharmaceuticals: CNBX Pharmaceuticals Inc. is a U.S. public company and a global developer of cancer related cannabinoid-based medicine. The Company's R&D is based in Israel, where it is licensed by the Ministry of Health to conduct scientific and clinical research on cannabinoid formulations and cancer. For more information, please visit www.cannabics.com. Cannabics reported a net loss of $3.19 million on zero revenue for the year ended Aug. 31, 2021, compared to a net loss of $7.47 million on $7,157 of net revenue for the year ended Aug. 31, 2020. As of Nov. 30, 2021, the Company had $2.12 million in total assets, $1.49 million in total current liabilities, and $627,421 in total stockholders' equity. Tel-Aviv, Israel-based Weinstein International. C.P.A., the Company's auditor since 2019, issued a "going concern" qualification in its report dated Nov. 25, 2021, citing that the Company has incurred significant losses and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. CBAC GAMING: Moody's Hikes CFR & Senior Secured Loans to Caa1 ------------------------------------------------------------- Moody's Investors Service upgraded CBAC Gaming, LLC's ("CBAC" or "Horseshoe Baltimore") Corporate Family Rating to Caa1 from Caa2 and Probability of Default Rating to Caa1-PD from Caa2-PD. The company's senior secured revolver and term loan were upgraded to Caa1 from Caa2. The outlook is stable. The upgrade of CBAC's CFR to Caa1 considers the improvement in operating performance since the company's Horseshoe Baltimore casino reopened following the 2020 closure. The company's improved EBITDA margin since reopening including performance year to date in 2021, positive free cash flow and adequate liquidity, coupled with some debt reduction, have reduced leverage levels from the peaks hit during the coronavirus. Moody's expects debt-to-EBITDA leverage will be sustained below 7.5x. Moody's took the following rating actions: Upgrades: Issuer: CBAC Gaming, LLC Corporate Family Rating, Upgraded to Caa1 from Caa2 Probability of Default Rating, Upgraded to Caa1-PD from Caa2-PD Senior Secured Term Loan, Upgraded to Caa1(LGD3) from Caa2 (LGD3) Senior Secured Revolving Credit Facility, Upgraded to Caa1 (LGD3) from Caa2 (LGD3) Outlook Actions: Issuer: CBAC Gaming, LLC Outlook, Changed To Stable From Negative RATINGS RATIONALE CBAC's Caa1 CFR reflects the company's small, single property, geographically concentrated gaming operations, high debt-to-EBITDA leverage relative to its scale of operations and continued competition from Live!, its closest competitor, and MGM's National Harbor casino. CBAC's gaming revenue was pressured due to competition in the market even before the coronavirus outbreak. As a casino operator, social risk is elevated, as evolving consumer preferences related to entertainment choices and population demographics may drive a change in demand away from traditional casino-style gaming. Positive credit consideration is given to a recovery in the business with improved margins, although revenue remains below pre-pandemic levels. Additional positive considerations include the population density of the Washington D.C. to Baltimore area that should enable the market to eventually absorb the supply and 76% ownership and management by Caesars Entertainment, Inc. and access to its rewards program. The coronavirus outbreak and the government measures put in place to contain it continue to disrupt economies and credit markets across sectors and regions. Although an economic recovery is underway, continuation will be closely tied to containment of the virus. As a result, a degree of uncertainty around Moody's forecasts remains. Moody's regards the coronavirus outbreak as a social risk under Moody's ESG framework, given the substantial implications for public health and safety. The gaming sector has been one of the sectors most significantly affected by the shock given its sensitivity to consumer demand and sentiment. More specifically, CBAC remains vulnerable to a renewed spread of the outbreak. CBAC also remains exposed to discretionary consumer spending that leave it vulnerable to shifts in market sentiment in these unprecedented operating conditions. Additional social risk for gaming companies includes evolving consumer preferences related to entertainment choices and population demographics that may drive a change in demand away from traditional casino-style gaming. Younger generations may not spend as much time playing casino-style games (particularly slot machines) as previous generations. Data security and customer privacy risk is elevated given the large amount of data collected on customer behavior. In the event of data breaches, the company could face higher operational costs to secure processes and limit reputational damage. Governance risk is somewhat offset by the 76% ownership by Caesars Entertainment, Inc. The management agreement provides access to the over 60 million Caesars Rewards program members, which allows for more direct and effective marketing spend. The rewards program also entices local customers to choose Horseshoe Baltimore, as rewards points earned at this location can be used for other destination locations, such as Atlantic City or Las Vegas. Financial policy has been conservative since opening, with the first dividend taken in 2017 to cover the tax obligations of owners. Moody's expects dividends to fund partnership taxes will continue. Leverage is elevated and includes an adjustment for leases, which includes the company's 40-year ground lease with the city of Baltimore. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The stable outlook considers the recovery in the company's business and margin improvement exhibited since reopening. The stable outlook also incorporates the company's adequate liquidity which incorporates near $50 million in cash and positive projected free cash flow that includes limited sizable capital spending needs for the next few years. CBAC remains vulnerable to unfavorable sudden shifts in discretionary consumer spending and the uncertainty regarding the sustainable EBITDA margin and the pace at which consumer spending at its casino will continue. Moody's assumes in the stable outlook the CBAC will refinance its revolver expiring in July 2022, but the revolver is undrawn with no usage expected given the sizable cash balance. Ratings could be downgraded if there is a decline in EBITDA performance from factors such as volume pressures, higher operating costs or competition, liquidity deteriorates, or the company is unable to sustain debt-to-EBITDA on an LTM basis below 8x. Ratings could be upgraded if the company generates consistent positive free cash flow, debt-to-EBITDA is sustained below 6.0x, and the company successfully addresses its upcoming revolver maturity and maintains adequate liquidity. The principal methodology used in these ratings was Gaming published in June 2021. CBAC developed and opened the Horseshoe Baltimore casino in Baltimore, MD on August 26, 2014. The company is 76% owned by Caesars Entertainment, Inc. and is managed by Caesars. Horseshoe Baltimore features more than 2,200 slot machines, including more than 150 video poker machines, a 25-table WSOP Poker Room and over 150 table games. CBAC is a private company. Revenue for the 12 months ended September 2021 was approximately $217 million. CCX INC: Braeburn Alloy Steel Seeks Chapter 11 Bankruptcy --------------------------------------------------------- Brian C. Rittmeyer of TRIB Live reports that Braeburn Alloy Steel filed for bankruptcy with the intent of being acquired by an affiliate of its largest customer and keeping the 125-year-old Lower Burrell business in operation. CCX, which acquired Braeburn in 1944 and operates under its name, filed for Chapter 11 bankruptcy in Delaware on Sunday. Chapter 11 allows a business to reorganize. Forty-one employees work at Braeburn, a specialist in metal conversion. Electralloy, an affiliate of G.O. Carlson in Oil City, is named as the proposed buyer. "We have enjoyed an excellent relationship with Braeburn for many years and, when the opportunity to acquire the business presented itself, we felt it was a great match," Tracy Rudolph, president and chief operating officer of G.O. Carlson, said in a statement. "We look forward to continuing to provide employment for the skilled workers at Braeburn and serve its clients and vendors with the same level of satisfaction it has for decades." Braeburn's owners have been looking to sell for some time, general manager Felix Zaffina said. "Braeburn Alloy Steel division is proud of our long, rich history achieving our customer's expectations and goals, business relationships with our suppliers and to our skilled workforce from our Alle-Kiski Lower Burrell location," Zaffina said. "We, the Braeburn family, are looking forward to the opportunities G.O. Carlson has offered to continue this tradition. We hope that that this ownership change will facilitate our growth potential within the metal forging industry and ensure rewarding career opportunities to our workforce in the future." Braeburn will continue operating through Chapter 11 and serving its customers and suppliers without interruption, according to a statement from SC&H Capital, an investment banker CCX retained to provide consulting and advisory services for its restructuring. "It will be business as usual at Braeburn while we complete the proposed sale to G.O. Carlson," SC&H Capital principal Matt LoCascio said. "We are hopeful it will be approved on an expedient basis given the marketing process we ran to identify potential acquirers. The team at G.O. Carlson … have been great to work with, and everyone is motivated to complete the sale as quickly as possible." Eric Monzo, an attorney representing CCX in the bankruptcy filing, said they will file bidding procedures and a sale motion in the coming days. They have a tentative sale hearing scheduled for May 9. 2022. CCX's bankruptcy statement was made by Francis Feeney, vice president of finance and chief financial officer for CCX since 1989. According to Feeney's declaration, the covid-19 pandemic and the Russian invasion of Ukraine have impacted Braeburn's business. Losses in sales volume and expenses associated with its main processing equipment and loss of experienced personnel were cited as reasons for the voluntary bankruptcy filing. Located along the Allegheny River in Lower Burrell's Braeburn section, Braeburn’s multi-building plant totals 220,000 square feet on about 9 acres of 43 acres owned by the company. It has 35 employees represented by the United Steelworkers, whose contract expires June 30, 2022 and six nonunion workers. Tony Montana, a Steelworkers spokesman, declined to comment. Braeburn was founded in 1897 as a producer of ball bearing steel for its parent, Standard Steel & Bearings. It was acquired by Continental Copper and Steel (CCX) in 1944 and operated as a steel mill until 1987. The company now specializes in converting customer-owned raw material into forged and rolled products, receiving steel billets of various alloys weighing 5,000 to 30,000 pounds. It processes metal alloys including titanium, refractory metals, high-end nickel alloys and stainless steel, tool steel, carbon steel and alloy steels for customers in Pennsylvania and Ohio. In the declaration, Feeney said the business filed for bankruptcy because of “a combination of significant liquidity constraints and weaker than expected sales and performance during the covid-19 pandemic and more recently in the wake of the Russian-Ukrainian conflict.” He said major customers notified Braeburn in early 2020 to expect a drop-off in volume caused by the pandemic and its effect on the worldwide economy. Braeburn received a roughly $600,000 Paycheck Protection Program loan in May 2020, which the U.S. Small Business Administration forgave in July 2021. The company used the loan to pay employees when it was closed for two weeks in 2020 because of covid. Braeburn applied for a second loan but did not get it, which Feeney's declaration states "had a significant adverse effect on the continual funding of the operations." The company faced more covid difficulties in December 2021, when four plant employees were infected, forcing it close until January. That closure, ahead of a routine shutdown the last week of the year, "further exacerbated a cash-strapped operation," Feeney's declaration states. The Russian invasion of Ukraine and corresponding sanctions have contributed to fluctuations in the market for metals, nickel in particular, and has impacted the price and availability of metals around the world, Feeney said. About CCX Inc. CCX, Inc., doing business as Braeburn Alloy Steel and Braeburn Alloy Steel Division CCX, Inc., and its operations are located in Lower Burrell, Pennsylvania. It processes metal alloys, including titanium, refractory metals, high-end nickel alloys, and stainless, tool steel, carbon steel, and alloy steels. CCX Inc. sought Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 22-10252) on March 27, 2022. In the petition signed by Francis X. Feeney, as vice president, CCX Inc. listed total assets of $1,735,342 and total liabilities of $2,200,793 as of Feb. 26, 2022. Eric J. Monzo, of MORRIS JAMES LLP, is the Debtor's counsel. SC&H GROUP is the financial adviser, and STRETTO is the claims agent. CE ELECTRICAL: Unsecureds Will be Paid 5% of Claims in 68 Months ---------------------------------------------------------------- CE Electrical Contractors, LLC, submitted a Fifth Amended Plan of Reorganization. The Debtor will operate its business and pay secured creditors and priority tax claims in full over time. The Debtor will pay a distribution to unsecured creditors. Its principal, will infuse new value monies into the Debtor to purchase the equity in the Reorganized Debtor. Under the Plan, holders of Class 9 Allowed Unsecured Claims will be paid a 5% dividend of the allowed amounts of their Claims over 68 months beginning in month 5 of the Plan. In year 1, beginning in month 5, the monthly payment will be $2,400, the monthly payment amount in year 2 will be $3,999.66, the monthly payment amount in year 3 will be $5,999, the monthly payment amount in year 4 will be $5,999, the monthly payment amount in year 5 will be $10,479, and the monthly payment amount in year 6 will be $17,198 with $640 added to the final payment in month 72. Total payments to this class will be $543,942. The dividend of 5% is estimated and the actual dividend may be higher or lower depending on the allowance of Class 9 claims. If the Court approves the proposed temporary injunction and Paul Calafiore obtains the sole membership interest in the Debtor, then at month 36 he will contribute an additional $50,000 from his own funds and not from the Debtor in new value monies to the Debtor with the $50,000 to be distributed by the Debtor to members of Class 9 in month 36. Class 9 is impaired. The Debtor intends to reorganize its business and to pay dividends to its creditors. A copy of the Plan dated March 23, 2022, is available at https://bit.ly/3JDKTH6 from PacerMonitor.com. About CE Electrical Contractors CE Electrical Contractors LLC filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Conn. Case No. 21-20211) on March 5, 2021. Paul Calafiore, the managing member, signed the petition. In the petition, the Debtor disclosed total assets of $1,625,485 and total liabilities of $8,648,831. Judge James J. Tancredi oversees the case. The Debtor tapped The Fox Law Corporation, Inc., as lead bankruptcy counsel, and Boatman Law LLC as local bankruptcy counsel. CENTER CITY: Gets Court Okay to Lend $5.6M for Property Upkeep -------------------------------------------------------------- Leslie A. Pappas of Law360 reports that Center City Healthcare LLC, the bankrupt former owner of a shuttered downtown Philadelphia hospital, got the go-ahead Thursday, March 31, 2022, to lend $5.6 million to the nonbankrupt owners of the hospital's real estate so the properties can be maintained while the parties work to resolve their ongoing disputes. U.S. Bankruptcy Judge Mary F. Walrath's interim approval to release $2 million of the term loan comes about four months after she denied the property owners' request to borrow $17.5 million from elsewhere to refinance the properties. "The debtors appreciate that this is an unusual motion" but the loan is "critically important" because the debtors. . . About Center City Healthcare Center City Healthcare, LLC, is a Delaware limited liability company that operates Hahnemann University Hospital. Its parent company is Philadelphia Academic Health System, LLC, which is also the parent company of St. Christopher's Healthcare, LLC and its affiliated physician groups. Center City Healthcare and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 19-11466) on June 30, 2019. At the time of the filing, the Debtors estimated assets of between $100 million and $500 million and liabilities of the same range. The cases are assigned to Judge Kevin Gross. The Debtors tapped Saul Ewing Arnstein & Lehr LLP as legal counsel; EisnerAmper LLP as restructuring advisor; SSG Advisors, LLC as investment banker; and Omni Management Group, Inc. as claims and noticing agent. CENTRO NGD HOLDINGS: Taps Compass Florida as Real Estate Broker --------------------------------------------------------------- Centro NGD Holdings, LLC received approval from the U.S. Bankruptcy Court for the Southern District of Florida to employ Compass Florida, LLC to market and sell its real properties in Miami. The firm will be paid a commission of 6 percent of the sales price. Carlos Morean, a partner at Compass Florida, disclosed in a court filing that his firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Carlos Morean Compass Florida LLC 2550 South Bayshore Dr., Suite 106 Miami, FL 33131 Tel: (305) 281-2581 Email: carlos.morean@compass.com About Centro NGD Holdings Centro NGD Holdings, LLC is a Miami-based company engaged in activities related to real estate. Centro NGD Holdings filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. 22-10961) on Feb. 6, 2022, listing as much as $10 million in both assets and liabilities. Harvey Hernandez, managing member, signed the petition. Judge Robert A. Mark oversees the case. Catherine D. Kretzschmar, Esq., at Akerman, LLP serves as the Debtor's legal counsel. DCIJ BEE HIVE: Seeks Cash Collateral Access Thru July 2022 ---------------------------------------------------------- DCIJ Bee Hive, LLC asks the U.S. Bankruptcy Court for the Western District of Wisconsin for authority to use cash collateral in accordance with the proposed budget and provide adequate protection through July 2022. The Debtor requires the use of cash collateral to maintain ongoing business operations, specifically providing for payment of prepetition employee wages that remain outstanding, allow the Debtor to generate continuing and additional cash flow and provide the Debtor with an opportunity to propose a meaningful plan of reorganization. The proposed budget includes ordinary and customary expenses including estimated gross employee payroll expenses both prepetition and post petition. Citizens Community Federal, N. A. is the Debtor's main secured creditor through various security agreements, specifically a General Business Security Agreement giving it a lien on virtually all of the Debtor's assets. CCF's claim is also cross-collateralized with mortgage security interest(s) in Pekol Holding Company, LLC assets. To the best of the Debtor's knowledge, as of the Petition Date, the aggregate outstanding balance of the CCF loan is $4,860,680. The Debtor's prepetition assets, namely its prepetition bank account accounts for a very small portion of the collateral securing the CCF notes. By the Debtor's estimation, the real estate owned by Pekol Holding provides a majority, if not all of the security for the CCF note and believes the value is equal to or possibly greater than the total debt owed to CCF (the values provided are subject to final determination). The CCF security agreements, to the best of the Debtor's attorney's knowledge, have been properly perfected by virtue of a UCC-Financing Statement filed with the State of Wisconsin Department of Financial Institutions. The Debtor and its attorney have reviewed various UCC financing statements filed with WDOF which disclosed a financing statement that was recorded by First Corporate Solutions, Inc. on January 7, 2020. This UCC financing statement was filed prior to CCF's. The Debtor, through its managing member Daniel Pekol, is not aware of any remaining balance owed to First Corporate Solutions, Inc. and, as a result, believes the security agreement is no longer enforceable. The Debtor believes CCF has a first lien secured interest in all of its assets. The Debtor also believes various other creditors who provided operational loans to the Debtor may have security interests in the Debtor's personal property, including but not limited to depository accounts held in the name of the Debtor. It is the Debtor's position that any valid secured claims as mentioned are subordinate to CCF's claim. To best of the Debtor's knowledge, the names of the subordinate secured creditors are Velocity Group USA, Inc., Corporation Service Company, LLC, and Advantage Platform Services. As adequate protection for the use of cash collateral, the Debtor proposes to offer as adequate protection: a. Citizens Community Federal, N.A. 1.Monthly adequate protection payment in the approximate amount of $18,227.50 (Interest Only); 2. Replacement lien in the same conformity as held prepetition; 3. The Debtor will maintain adequate insurance coverage on all personal property assets and adequately insure against any potential loss; and 4. Bi-weekly cash flow statements related to the budget b. Velocity Group USA, Inc. 1. Replacement lien in the same conformity as held prepetition c. Corporation Service Company 1. Replacement lien in the same conformity as held prepetition d. Advantage Platform Services, Inc. 1. Replacement lien in the same conformity as held prepetition About DCIJ Bee Hive, LLC DCIJ Bee Hive, LLC provides assisted service to clients. The facility in which it operates out of is owned by a related but distinct real estate holding company, Pekol Holding Company, LLC. DCIJ Bee Hive sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Wis. Case No. 22-10427) on March 25, 2022. In the petition signed by Daniel Peko, managing member, the Debtor disclosed up to $50,000 in assets and up to $10 million in liabilities. Evan M. Swenson, Esq., at Swenson Law Group, LLC is the Debtor's counsel. DUPONT STREET: Confirmation Hearing May 3; Files Amended Plan ------------------------------------------------------------- Dupont Street Developers, LLC, submitted a Disclosure Statement for Second Amended Plan of Liquidation, as modified, dated March 28, 2022. The Plan provides for a transfer of the Property and the Purchased Assets to the Dupont Lender in satisfaction of the Dupont Lender Claim and DIP Claim. As part of the Sale, DuPont Lender will provide sufficient Available Cash to fund distributions under the Plan and the necessary capital to complete the remediation and development of the Property. Class 5 consists of General Unsecured Claims. Each holder of an Allowed Class 5 General Unsecured Claim will receive from the Available Cash on account of such claim payment in full of their Allowed Class 5 General Unsecured Claim, and simple interest at the Federal Judgment Rate as to Class 5 per annum from the Petition Date, with principal being paid in full prior to any payments being made on account of such interest, within seven days of the Effective Date. The allowed unsecured claims total $732,473.69. Holders of Allowed Class 6 Interests shall continue to retain and maintain such Interests in the Debtor and the Post-Confirmation Debtor following Confirmation of the Plan in the same percentages as existed as of the Petition Date. Such Interests may be cancelled by the Debtor upon a dissolution of the Debtor. The Property and Purchased Assets shall be transferred free and clear of all liens, claims and encumbrances to the Dupont Lender (subject to subject to the Dupont Lender's mortgage, which, at the discretion of the Dupont Lender, may be assigned to a lender to the Dupont Lender), except that the Dupont Lender shall sign any administrative agreement necessary to become subject an administrative order on consent with the DEC that governs the environmental remediation of the Property, as amended by the DEC as may be necessary to add the Dupont Lender as a party to a "Consent Order" with respect to the Property. All payments required to be made under this Plan shall be made by the Disbursing Agent in accordance with the terms of this Plan from Available Cash. In a chapter 7 liquidation, there would be insufficient funds to satisfy the Dupont Lender Claim in full, resulting in no other funds available to pay any junior classes of claims. Additionally, under a Plan, Dupont Lender will fund sufficient Available Cash to pay Administrative Creditors and General Unsecured Claims. The United States Bankruptcy Court for the Eastern District of New York has scheduled a hearing to consider confirmation of the Plan on May 3, 2022 at 11:30 a.m., which hearing shall be held telephonically, unless stated otherwise (the "Confirmation Hearing"). Objections, if any, to confirmation of the Plan shall be filed and served on or before April 26, 2022 at 5:00 p.m. (the "Objection Deadline"). A full-text copy of the Disclosure Statement dated March 28, 2022, is available at https://bit.ly/377b6Qa from PacerMonitor.com at no charge. Attorneys for the DuPont Street Developers LLC: Robert M. Sasloff, Esq. ROBINSON BROG LEINWAND GREENE GENOVESE & GLUCK P.C. 875 Third Avenue New York, New York 10022 Telephone: (212) 603 6300 E-mail: rms@robinsonbrog.com About Dupont Street Developers Brooklyn, N.Y.-based Dupont Street Developers, LLC, is engaged in activities related to real estate. It owns premises at 49-55 Dupont St., Brooklyn, N.Y., having a current value of $57.12 million. Dupont Street Developers filed for Chapter 11 protection (Bankr. E.D.N.Y. Case No. 21-40664) on March 17, 2021. Bo Jin Zhu, manager, signed the petition. In the petition, the Debtor disclosed $57,125,000 in assets and $58,925,731 in liabilities. Judge Nancy Hershey Lord oversees the case. Robinson Brog Leinwand Greene Genovese & Gluck P.C., led by Mitchell A. Greene, Esq., is the Debtor's legal counsel. DYNASTY ACQUISITION: Moody's Hikes CFR to B3, Outlook Stable ------------------------------------------------------------ Moody's Investors Service upgraded its ratings for Dynasty Acquisition Co., Inc. ("StandardAero," or the company), including the corporate family rating to B3 from Caa1, the probability of default rating to B3-PD from Caa1-PD, and the ratings on the senior secured bank credit facility to B3 from Caa1. Concurrently, Moody's upgraded the ratings on the senior secured bank credit facility at the Canadian borrower, 1199169 B.C. Unlimited Liability Company to B3 from Caa1. The ratings outlook is stable. The upgrades reflect Moody's expectations of gradual but sustained earnings growth and strengthening of credit metrics over the next 18 months. The stable outlook is underpinned by Moody's expectation for a steady increase in demand for aircraft engine maintenance, repair, overhaul (MRO) work in commercial markets, as well as a continuation of healthy demand in military, components/helicopters, and business aviation. This will result in a steady, albeit gradual, reduction in StandardAero's high financial leverage. The following summarizes the rating actions: Upgrades: Issuer: Dynasty Acquisition Co., Inc. Corporate Family Rating, Upgraded to B3 from Caa1 Probability of Default Rating, Upgraded to B3-PD from Caa1-PD Senior Secured Bank Credit Facility, Upgraded to B3 (LGD3) from Caa1 (LGD3) Issuer: 1199169 B.C. Unlimited Liability Company Senior Secured Bank Credit Facility, Upgraded to B3 (LGD3) from Caa1 (LGD3) Outlook Actions: Issuer: Dynasty Acquisition Co., Inc. Outlook, Remains Stable RATINGS RATIONALE The B3 CFR reflects high financial leverage and Moody's expectations of limited free cash generation over the next 12 months. With debt-to-EBITDA of around 8.1x as of December 2021, StandardAero has limited near-term financial flexibility. That said, the on-going recovery in commercial aerospace MRO markets will continue over the next few years and Moody's believes StandardAero will have enough liquidity to absorb higher working capital as demand normalizes. The rating also considers the diversity and scale of StandardAero's engine MRO network which operates across a broad set of end markets and engine platforms. StandardAero benefits from the longer-term revenue visibility that exists in the aircraft engine MRO segment as well as its position as a servicer of key engine platforms in commercial, military, and business aviation markets. As passenger aircraft flight activity gradually return to normal levels, so too should StandardAero's profitability. The stable outlook reflects Moody's expectations of a gradual recovery in demand for commercial engine MRO work which will translate to earnings growth and a gradual improvement in credit metrics. Moody's views StandardAero's liquidity to be adequate. The company has two revolving credit facilities, including a $400 million ABL facility due 2024 and a $150 million revolver due 2024. Both facilities were undrawn as of September 2021. Maintenance covenants only apply when borrowing availability thresholds under the revolvers are crossed and test activation seem improbable near term. Moody's anticipates moderate levels of free cash flow during 2022. The B3 rating on the first lien credit facility is the same as the CFR, reflecting the presence of the effectively senior asset-based revolving credit facility and the effectively junior unsecured notes. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Ratings could be upgraded if leverage was expected to be sustained below 6x with free cash flow-to-debt approaching the mid-single digits. Ratings could be downgraded due to an inability to grow earnings such that debt-to-EBITDA remains above 8x. Sustained negative free cash flow or weakening liquidity could also result in a downgrade. Dynasty Acquisition Co., Inc. is the acquisition vehicle through which entities of The Carlyle Group acquired StandardAero Aviation Holdings, Inc. in 2019. StandardAero, headquartered in Scottsdale, Arizona, is a leading provider of aircraft engine MRO and aircraft completion and modification services to the commercial, business, military and general aviation industries. Reported revenues for the twelve months ended December 2021 were almost $3.5 billion. The principal methodology used in these ratings was Aerospace and Defense published in October 2021. EAST/ALEXANDER: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: East/Alexander Holdings, LLC 785 Williams Street Suite 352 Longmeadow, MA 01106 Business Description: The Debtor is a Single Asset Real Estate (as defined in 11 U.S.C. Section 101(51B)). Chapter 11 Petition Date: April 1, 2022 Court: United States Bankruptcy Court Western District of New York Case No.: 22-20151 Debtor's Counsel: David H. Ealy, Esq. CRISTO LAW GROUP LLC d/b/a Trevett Cristo Two State Street, Suite 1000 Rochester, NY 14614 Tel: (585) 454-2181 Fax: (585) 454-4026 E-mail: dealy@trevettcristo.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $10 million to $50 million The petition was signed by Louis R. Masaschi as managing member. A full-text copy of the petition containing, among other items, a list of the Debtor's 20 largest unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/4TY6GYA/EastAlexander_HoldingsLLC__nywbke-22-20151__0001.0.pdf?mcid=tGE4TAMA EDWARD A. DAWSON: Almonts Buying Spokane Property for $$295K Cash ----------------------------------------------------------------- Edward A. Dawson and Marcia A. Meade ask the U.S. Bankruptcy Court for the Eastern District of Washington to authorize the sale of the real property commonly known as 1304 W. Dean Avenue, in Spokane, Washington, and legally described as Lot 10, Block 3, JENKIN’S SECOND ADDITION, according to plat thereof, recorded in Volume "D" of Plats, Page 63, records of Spokane County; Situate in the City of Spokane, County of Spokane, State of Washington ("Dean Home"), to Craig Almont and Merari Almont, husband and wife, for $295,000 cash at closing. The Debtors further move the Court for an Order approving the sale free and clear of liens and interests, including, but not limited to, the following: Liens, Judgments, Claims, and Warrants identified as numbers 2 and 5 through 12 on Exhibit "1." Such Liens will attach to the proceeds of sale, except the lien of Origin Forensics, LLC filed July 17, 2019 in amount of $11,665 ("Origin Lien"), in the same manner and with the same priority as they attach to Dean Home, subject to the reasonable costs of administration of the Chapter 11 estate and subject to the disbursement provisions following. At closing, the Debtors propose that the following disbursements will be made to the extent net sales proceeds are available: 1. The reasonable costs and expenses of sale and closing, including closing and recording fees. 2. Real estate sales commission in the amount of 6% to Spencer Millsap and/or Keller Williams (1/2) and Lacey Evans and/or Buck Real Estate (1/2). 3. General real estate taxes shown as number 2 on Exhibit "1" attached, until paid in full; To the extent valid, unavoidable, and non-duplicated, warrants listed as numbers 5, 6, 7, 8, 9, 10, and 12 on Exhibit "1" until paid in full. The Debtors further move the Court for an Order dispensing with prior notice of sale. A copy of the Exhibit 1 is available at https://tinyurl.com/5bff8wau from PacerMonitor.com free of charge. Edward A. Dawson and Marcia A. Meade sought Chapter 11 protection (Bankr. E.D. Wash. Case No. 18-01857) on June 29, 2018. The Debtors tapped Dan ORourke, Esq., at Southwell & ORourke as counsel. EISNER ADVISORY: Moody's Assigns B2 CFR, Outlook Stable ------------------------------------------------------- Moody's Investors Service assigned to Eisner Advisory Group LLC ("Eisner" or "the company") a B2 corporate family rating and a B2-PD probability of default rating. Concurrently, Moody's assigned a Ba2 rating to the company's $40 million super-priority revolver expiring July 2026 and a B2 rating to the company's $440 million term loan B (which includes a $40 million delayed draw term loan that was drawn down in December 2021) maturing July 2028. The outlook is stable. In August 2021, proceeds from the term loan, along with new equity from TowerBrook Capital Partners ("TowerBrook") and co-investors and rollover equity, were used to fund the acquisition of Eisner by TowerBrook, add cash to the balance sheet and pay transaction-related fees and expenses. In December 2021, Eisner drew down its $40 million delayed draw term loan to fund three acquisitions that closed shortly thereafter. Eisner's private equity ownership points to an aggressive financial policy, therefore governance considerations are a driver of this rating action. The following ratings/assessments are affected by the action: New Assignments: Issuer: Eisner Advisory Group LLC Corporate Family Rating, Assigned B2 Probability of Default Rating, Assigned B2-PD Senior Secured 1st Lien Term Loan B, Assigned B2 (LGD4) Senior Secured 1st Lien Super Priority Revolving Credit Facility, Assigned Ba2 (LGD1) Outlook Actions: Issuer: Eisner Advisory Group LLC Outlook, Assigned Stable RATINGS RATIONALE Eisner's B2 CFR is constrained by high debt-to-EBITDA leverage of 6x (pro-forma for acquisitions, post-coronavirus run-rate adjustments and potential diligence adjustments), small scale relative to global business service companies and the highly competitive characteristics of the mature audit and tax industry. The rating is also constrained by an aggressive financial policy under private equity ownership with potential for shareholder-friendly transactions. Moody's expects Eisner will continue pursuing debt-funded acquisitions, likely limiting the company from meaningfully reducing leverage over the next 2 years. The rating benefits from Eisner's balanced business profile and strong name recognition, diversified client base with top 10 clients representing less than 10% of total revenue, and a highly recurring revenue model supported by strong client retention rates. The rating also benefits from good liquidity supported by low capital intensity and free cash flow-to-debt expected to remain above 7% and a track record of solid revenue and earnings growth demonstrated over the recent years. The rating also considers Eisner's relatively strong partner retention rates, which is a key factor in the revenue earning ability of the company. As long as the employment and macro-economic environment in the United States continues to be favorable, employee turnover risks persist. However, continued high levels of incentives and retention tools partially mitigate risk of partner turnover. All financial metrics cited reflect Moody's standard adjustments unless otherwise noted. The company's good liquidity profile reflects Moody's expectation of positive free cash flow over the next 12 to 18 months and access to a $40 million revolver. Moody's expectation of positive free cash flow during the next 12 months and $46 million cash on hand as of January 31, 2022 should cover the $4.4 million of mandatory annual debt amortization. The $40 million revolver expiring in 2026 had $24 million of availability as of January 31, 2022. Moody's expects the revolver may be drawn on occasion to fund some acquisitions, but Moody's does not expect the revolver to be utilized for the ordinary course of business, including any unexpected working capital swings. As defined by the credit agreement, the revolver contains a springing maximum first lien net leverage ratio covenant that cannot exceed 7.7x, which is tested when the revolver draw is 35% ($14 million) or greater. Moody's expects Eisner to maintain ample cushion under its financial covenant. Alternate liquidity is limited as the company's credit facilities are secured by a first-priority lien on substantially all tangible and intangible assets. The Ba2 rating on Eisner's $40 million super-priority revolver expiring July 2026 reflects the collateral package, and while it shares a first lien on assets with the secured term loan B, in a default scenario, this revolver would receive payment in full before any distributions to the term loan. The B2 rating assigned to the $440 million term loan B, maturing in July 2028, is the same as the CFR. The stable outlook reflects Moody's expectation for moderate revenue growth over the next two years, no dividend distributions and continued strong free cash flow generation. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded if Eisner increases its scale through organic growth or acquisitions, demonstrates a commitment to more conservative financial policies, sustains financial leverage below 4.5x and sustains free cash flow-to-debt above 10%. The ratings could be downgraded if Eisner experiences declining revenues and operating margins or high employee turnover rates. The ratings could also be downgraded if the company exhibits financial policies that include debt-financed dividends or acquisitions increasing financial leverage to be sustained above 6.5x or free cash flow-to-debt below 5%. Material weakening in liquidity could also pressure the ratings. The principal methodology used in these ratings was Business and Consumer Services published in November 2021. Eisner Advisory Group LLC, domiciled in New York, is a middle-market U.S. professional services firm with a national platform and global presence, offering accounting, tax, and advisory services to over 12,700 clients. The company is majority-owned by private equity sponsor TowerBrook. EXTRUSION GROUP: Taps Foley & Lardner as Special Counsel -------------------------------------------------------- Extrusion Group, LLC and its affiliates seek approval from the U.S. Bankruptcy Court for the Northern District of Georgia to employ Foley & Lardner, LLP as special counsel. The Debtors require the assistance of a special counsel in connection with patent applications pending in patent offices in the U.S. and in foreign countries such as China, India, Japan and Hong Kong. The firm will be paid at hourly rates ranging from $200 to $800 and will be reimbursed for out-of-pocket expenses. Mark Wolfson, Esq., a partner at Foley & Lardner, disclosed in a court filing that his firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Mark J. Wolfson, Esq. Foley & Lardner, LLP 100 North Tampa Street, Suite 2700 Tampa, FL 33602 Tel: (813) 335-4119 Email: mwolfson@foley.com About Extrusion Group Alpharetta, Ga.-based Extrusion Group, LLC and its affiliates filed voluntary petitions for Chapter 11 protection (Bankr. N.D. Ga. Lead Case No. 21-21053) on Oct. 5, 2021. Micheal T. Houston, chief executive officer of Extrusion Group, signed the petitions. In its petition, Extrusion Group listed up to $100,000 in assets and up to $10 million in liabilities. Judge James R. Sacca oversees the cases. Rountree Leitman & Klein, LLC and Foley & Lardner, LLP serve as the Debtors' bankruptcy counsel and special counsel, respectively. FOUNTAINS OF ST. AUGUSTINE: Hearing on Property Sale Set for May 26 ------------------------------------------------------------------- Judge Jacob A. Brown of the U.S. Bankruptcy Court for the Middle District of Florida granted the Joint Motion to Continue Trial filed by The Fountains of St. Augustine LLC and its Creditors, Steven W. Conner, as Trustee of the ConnerHubbard 410k Plan, and EWR Properties, LLC. The Trial set for April 12, 2022, at 10:00 a.m. is continued. The Court will hold a continued Trial and hearing on the Motions to Dismiss, the Motion to Sell Property Free and Clear of Liens, and the Application to Employ Thomas and Nancy Hammond as Real Estate Brokers on May 26, 2022, at 10:00 a.m. The Debtor proposed a private sale of the real property of the estate commonly identified as 3960 Inman Road, St. Augustine, Florida, to Tony Rahimi or Assigns for $4,085,000 pursuant to the terms of the Vacant Land Purchase and Sale Agreement dated May 15, 2021 and Extension Addendum to Contract. About The Fountains of St. Augustine LLC The Fountains of St. Augustine is a Single Asset Real Estate debtor. The Fountains of St. Augustine Chapter 11 protection (Bankr. M.D. Fla., Case No. 22-00090) on Jan. 13, 2022. The Debtor estimated assets and debt in the range of $1 million to $10 million. The Debtor tapped Thomas C. Adam, Esq., at The Adam law Group P.A. as counsel. The petition was signed by Curt Geisler, manager. GATA III: $1.4MM Sale of Henderson Asset Free & Clear of Liens OK'd ------------------------------------------------------------------- Judge Natalie M. Cox of the U.S. Bankruptcy Court for the District of Nevada authorized Gata III, LLC's sale of the real property commonly known as 375 N. Stephanie Street, Building 3, in Henderson, Clark County, Nevada 89014, APN 178-09-520-007, to Seung Hyuk MA and Sun K. Ma for $1.4 million, free and clear of liens and other interests. A hearing on the Motion was held on March 17, 2022, at 11:30 a.m. The Purchase Agreement, and all extensions or amended thereto, and all of the terms and conditions thereof, are approved. The sale is free and clear of (a) any and all Liens, (b) any and all liabilities, and (c) any and all Claims including, without limitation, any and all claims pursuant to any successor or successor in interest liability theory. All Liens and/or Claims will attach solely to the proceeds of the Sale. Notwithstanding the provisions of Bankruptcy Rule 6004 and Bankruptcy Rule 6006 or any applicable provisions of the Local Rules, the Order will not be stayed for 14 days after the entry thereof, but will be effective and enforceable immediately upon entry, and the 14-day stay provided in such rules is expressly waived and will not apply. Time is of the essence in approving the sale, and the Debtor and the Purchaser intend to, and are authorized to, close the sale as soon as practicable. All time periods set forth in the Order will be calculated in accordance with Bankruptcy Rule 9006(a). The escrow and title company handling the escrow and closing of the sale is authorized and directed to administer the proceeds of sale to pay any and all seller side fees and costs, including escrow and closing costs, real property taxes, real estate commissions as allowed by the Bankruptcy Court's Order Approving the Employment of Kevin Ghafouria of Life Realty as Real Estate Broker for the Debtor, and the Galleria Corporate Centre Maintenance District pursuant to the terms of the Stipulation Between the Debtor and Galleria Corporate Centre Maintenance District Regarding the Allowance and Payment of Claims as approved by the order entered thereon on March 17, 2022, and with any remaining net proceeds to be paid to the attorney trust account of the Debtor's counsel, the law firm of Larson & Zirzow, LLC (IOLTA account) with Pacific Premier Bank, which remaining funds will be held in trust for the sole and exclusive benefit of the Secured Creditors arranged by NV Capital, whose liens will remain and continue in such proceeds of sale until paid. For the avoidance of doubt, no distribution of these funds will be made from the counsel's trust account absent further order of the Court. The counsel will provide an inspection and accounting of all funds immediately upon demand to any creditor or party in interest. About Gata III Gata III, LLC is a Las Vegas-based company primarily engaged in renting and leasing real estate properties. Gata III filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D. Nev. Case No. 21-10690) on Feb. 15, 2021, listing as much as $10 million in both assets and liabilities. Brian Shapiro serves as the Subchapter V trustee. Judge Natalie M. Cox oversees the case. Larson & Zirzow, LLC, led by Zachariah Larson, Esq., serves as the Debtor's legal counsel. GORDIAN MEDICAL: Moody's Lowers CFR to B3 & Sr. Secured Debt to B2 ------------------------------------------------------------------ Moody's Investors Service downgraded Gordian Medical, Inc.'s Corporate Family Rating to B3 from B2 and the Probability of Default Rating to B3-PD from B2-PD. Moody's also downgraded the ratings on the senior secured credit facilities to B2 from B1. The outlook is stable. The downgrade of the CFR reflects a material deterioration in Gordian's operating performance and weakened liquidity. This was due to higher operating costs, notably labor costs, and a change of the company's product selection practices in response to Targeted Probe and Educate (TPE) audits performed by the Centers for Medicare and Medicaid Services (CMS). As a result, Moody's expects adjusted Debt/EBITDA to increase to 6.6x in 2022, up from 5.4x in 2021 (Moody's estimate). The downgrade also reflects weakened liquidity due to Moody's expectation that Gordian will not generate positive free cash flow in 2022 due in part to increased tax payments in 2022. Social risk considerations are material to the rating action. Gordian faces high social risk reflecting the high reliance on Medicare and the need to maintain proper controls and compliance procedures. The recent changes in its product selection practices had a negative impact on the company's operating performance. Downgrades: Issuer: Gordian Medical, Inc. Corporate Family Rating, Downgraded to B3 from B2 Probability of Default Rating, Downgraded to B3-PD from B2-PD Senior Secured Revolving Credit Facility, Downgraded to B2 (LGD3) from B1 (LGD3) Senior Secured Term Loan, Downgraded to B2 (LGD3) from B1 (LGD3) Outlook Actions: Issuer: Gordian Medical, Inc. Outlook, Remains Stable RATINGS RATIONALE Gordian Medical's B3 CFR reflects the company's high leverage and modest scale with revenue of approximately $260 million. It also reflects its narrow business focus on wound care treatment in two primary settings, Skilled Nursing Facilities ("SNFs") and wound clinics. Gordian has some payor concentration with Medicare accounting for approximately one-third of revenue. The rating is also constrained by a recent deterioration in operating profitability due to higher costs and changes in its product selection practices which has reduced the volume of products it ships with each order. Moody's expects adjusted debt/EBITDA will increase to 6.6x in 2022 and Gordian will not generate positive free cash flow in 2022. The rating is supported by favorable fundamentals for the wound care industry including ageing population, growing incidence of chronic illnesses, and a stable reimbursement environment. Moody's expects Gordian to grow earnings in 2023. Given Gordian's profit margins and modest capital requirements (mostly IT and systems investments), Moody's expects the company to generate positive free cash flow in 2023. Moody's expects Gordian to maintain adequate liquidity over the next 12-18 months, with no near-term debt maturities. Liquidity is supported by $10 million of cash as of December 31, 2021. However, Moody's expects that Gordian will not generate any positive free cash flow in 2022, which may require it to rely on its $40 million revolving credit facility. This facility, which was undrawn as of December 31, 2021, matures in 2026 and has a springing First Lien Net Leverage Covenant of 4.75x when 40% drawn. Alternative sources of liquidity are limited as substantially all assets are pledged. There is no financial covenant on the term loan. The B2 rating of the senior secured credit facilities reflects their first lien position on substantially all assets of the borrowers and the level of junior capital in the company's capital structure comprised of an unrated $32 million Unsecured Seller Note and a $73 million unrated Subordinated Seller Deferred Consideration. ESG considerations are material to Gordian's credit profile. Gordian faces high social risk in that its profitability has been adversely affected by the coronavirus pandemic. Social risk also arises from Gordian's high reliance on Medicare and the need to maintain proper controls and compliance procedures which was evidenced when, under previous management and owner, Gordian filed for bankruptcy in February 2012 due to a reimbursement dispute with Medicare over billing separately for dressings related to gastronomy tubes, a practice that Gordian has since discontinued. More recently, is the increase CMS TPE audits, is another example of the company's heightened social risk. Among governance considerations, Gordian's financial policies under private equity ownership are aggressive, reflected in high debt levels following the acquisition of RestorixHealth in 2021. The stable outlook reflects Moody's expectation that Gordian's liquidity will remain adequate while the company is working on improving operating performance. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Ratings could be downgraded if the company fails to improve operating performance, or if liquidity deteriorates. The rating could also be downgraded if the company's financial policies become more aggressive. Ratings could be upgraded if Gordian successfully manages to grow earnings, improves liquidity and reduces leverage. An upgrade would also be supported by demonstration of conservative financial policies including debt reduction. Specifically, the ratings could be upgraded if adjusted debt to EBITDA was sustained below 5 times. Gordian Medical is a leading provider of specialized wound care supplies and related clinical education services in the United States. The Company operates in the post-acute care space as a clinically oriented provider of wound care management and ostomy, urology and tracheostomy supplies and services. Gordian generates revenue of approximately $260 million. The principal methodology used in these ratings was Business and Consumer Services published in November 2021. HARRY'S HOT DOGS: Unsecureds to Get Share of Asset Sale Proceeds ---------------------------------------------------------------- Harry's Hot Dogs of Bay Plaza, LLC filed with the U.S. Bankruptcy Court for the Southern District of New York a Small Business Subchapter V Plan dated March 28, 2022. The Debtor is a limited liability company engaged in the business of owning and operating a Nathan's Famous restaurant in the food court at The Mall at Bay Plaza, 200 Baychester Avenue, Bronx, New York 10475-4574 (the "Mall"). On or around January 7, 2015, the Debtor entered into a lease agreement with Landlord for the Premises (the "Lease") with a term of ten years. In connection with the Lease, the Debtor's member, Michael Tulchiner, entered into a Guaranty of the Lease. The Debtor's rent is currently over $15,000.00 per month. The Debtor's willingness and ability to pay such a high level of rent was based entirely on the desirable location of and the potential business generated from the Mall. Since the Chapter 11 filing, the Debtor has continued in the management of his property as a debtor-in-possession pursuant to Sections 1107 and 1108 of the Bankruptcy Code. Nat Wasserstein has been appointed as Subchapter V Trustee. On January 21, 2022, the Bankruptcy Court entered an Order Establishing Bar Dates for Filing Claims, and Approving the Form and Manner of Notice Thereof. In this order, the Bankruptcy Court set March 25, 2021, as the last date for the filing of creditor proofs of claim against the Debtor and August 31, 2021 as the last date for governmental units to file proofs of claim against the Debtor. Subsequent to the Petition Date, the Debtor made a proposal to the Landlord for partial repayment of the arrears owed on the Lease during the remaining term of the Lease. The Landlord rejected the Debtor's proposal and made a counteroffer that was unaffordable for the Debtor. Therefore, the Debtor has decided to sell the Debtor's assets and assume and assign its assets pursuant to section 363 and 365 of the Bankruptcy Code. Each holder of an allowed Class 4 General Unsecured Claim shall receive the following treatment: on the Effective Date, or as soon as possible after such Claims become Allowed Claims, each holder of a Class 4 General Unsecured Claim shall receive from the Disbursing Agent, unless otherwise agreed in writing between the Debtor and the holder of such Claim, its Pro Rata share of and the remaining Cash from the Sale Proceeds after payment of Statutory Fees, administrative Claims, Professional Fee Claims, Non Tax Priority Claims, Priority Tax Claims, Class 1 Claims, Class 2 Claims, and Class 3 Claims. Class 4 Claims are Impaired, and the holders of General Unsecured Claims are entitled to vote to accept or reject the Plan. On the Effective Date, all Equity Interest Holders shall retain the value of their Interests that may exist as to any remaining balance of Cash, if any, after payment in full of all Allowed Claims and Classes of Claims against the Debtor. Interests of Equity shall be extinguished, and the Debtor shall remain responsible for either managing or winding down its own affairs without interfering with the Disbursing Agent's performance under the Plan. Class 5 Equity Interests are not receiving any distribution under the Plan, and Interest Holders are deemed to reject the Plan. Payments under the Plan will be paid from the Sale Proceeds and/or Cash of the Debtor, and/or the LIC Contribution. The Sale Transaction will be implemented pursuant to the Bid Procedures. Prior to or on or about the Effective Date, the Property shall be sold to the Purchaser, free and clear of all Liens, Claims and encumbrances, with any such Liens, Claims and encumbrances to attach to the Sale Proceeds and disbursed in accordance with the provisions of the Plan. All distributions to be made on the Effective Date shall be transferred to the escrow account of the Disbursing Agent at the closing of the Sale Transaction. The Debtor shall rely on the proceeds of the Sale Transaction to make distributions. A full-text copy of the Subchapter V Plan dated March 28, 2022, is available at https://bit.ly/3wSeE3w from PacerMonitor.com at no charge. Attorney for Debtor: Joel M. Shafferman, Esq. Shafferman & Feldman, LLP 137 Fifth Avenue, 9th Floor New York, NY 10010 Tel: (212) 509-1802 Fax: (212) 509-1831 Email: shaffermanjoel@gmail.com About Harry's Hot Dogs of Bay Plaza Harry's Hot Dogs of Bay Plaza, LLC, a company based in Bronx, N.Y., filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 21-12141) on Dec. 29, 2021, listing $76,269 in assets and $1,363,048 in liabilities. Michael Tulchiner, managing member of Harry's, signed the petition. Joel M. Shafferman, Esq., at Shafferman & Feldman, LLP, is the Debtor's legal counsel. HEALTHE INC: Trustee's Bid Procedures for All Assets Sale Approved ------------------------------------------------------------------ Judge Mary F. Walrath of the U.S. Bankruptcy Court for the District of Delaware authorized the bidding procedures proposed by David W. Carickhoff, the Chapter 7 trustee of the estate of Healthe, Inc., in connection with the sale of substantially all of the Debtor's assets, free and clear of all Liens. The salient terms of the Bidding Procedures are: a. Bid Deadline: April 8, 2022, at 5:00 p.m. (ET) b. Initial Bid: A Bid must identify with particularity any and all of the Assets that the Bidder proposes to purchase and must allocate the purchase price per lot of Assets identified. c. Deposit: 10% of the purchase price contained in the Asset Purchase Agreement d. Auction: All parties are advised that the Trustee does not intend to conduct a live auction for the Assets after the Preliminary Bid Deadline set forth below. Accordingly, any party interested in submitting an offer to purchase the Assets should submit its highest and best offer by the Preliminary Bid Deadline. e. Sale Hearing: April 20, 2022, at 2:00 p.m. (ET) f. Sale Objection Deadline: April 8, 2022, at 4:00 p.m. (ET) g. Closing: April 30, 2022 A copy of the Order, the Bid Procedures and the Sale Notice will be served within two business days following the entry of the Order or as soon as reasonably practicable thereafter, for those parties who have consented to receive notice, upon the Sale Notice Parties. No later than 30 days after the Sale Hearing, the Trustee will file with the Court and serve on each party to an Assigned Contract the Cure Notice identifying each Assigned Contract and setting forth the amount, if any, of cure owed thereunder according to the Debtor's books and records. The Cure/Assumption Objection Deadline will be 4:00 p.m. (ET) 14 days after the filing and service of the Cure Notice. Notwithstanding any applicability of Rules 6004(h), 6006(d), 7062 or 9014 of the Bankruptcy Rules, the terms and conditions of the Order will be immediately effective and enforceable upon its entry. A copy of the Bidding Procedures is available at https://tinyurl.com/4vertxw8 from PacerMonitor.com free of charge. About Healthe Inc. Healthe, Inc., UVC technology company Healthe, Inc., filed a chapter 7 petition (Bankr. D. Del. Case No. 21-11567) on Dec. 10, 2021. David W. Carickhoff serves as the Chapter 7 Trustee and is represented by Bryan J. Hall and Alan M. Root at ARCHER & GREINER, P.C., in Wilmington. The Debtor disclosed $12.2 million in assets (including nearly 100 UV technology patents) and $15 million in unsecured claims, of which more than half is owed to an insider. HEILUX LLC: Continued Operations to Fund Plan Payments ------------------------------------------------------ Heilux, LLC, filed with the U.S. Bankruptcy Court for the District of Minnesota a Plan of Reorganization under Subchapter V dated March 28, 2022. The Debtor is a Minnesota limited liability company that is an innovator of flexible LED lighting solutions. The Debtor currently has two distinct product lines. LumaFilm, which is a flexible LED lighting solution for architecture, design and backlighting applications and GrowFilm, which is a rigid LED lighting solution for indoor farming and controlled environment agriculture. At this time, the controlled environment agriculture industry continues to be growing at a significant pace. The Debtor's new rigid lighting solution continues to outperform the competition based on several key unit economics. Due to the Debtor's significantly reduced operational footprint and reduction in costs beginning in early 2022, the Debtor believes it is well situated to take advantage of numerous market opportunities and realize significant growth over the next several years, which will allow it to repay all outstanding claims over the next 3-4 years. This Chapter 11 plan of reorganization proposes to pay creditors of the Debtor 100% of their claims with 50% of projected disposable income of the Debtor for a period of 3-4 years, via biannual payments on September 30 and March 30, beginning on September 30, 2022. The Plan has a total of 3 secured classes, 1 unsecured class, and 1 class of equity interests. This Plan also provides for full payment of administrative and priority claims. The Debtor strongly encourages all creditors to vote in favor of the Plan. The Plan is in the best interest of creditors because Debtor's continued operations will generate cash flow for distributions to creditors well in excess of what similarly situated creditors would receive in the event of a liquidation. The alternative to confirm of the Plan is a chapter 7 liquidation. The March 28, 2022 Liquidation Analysis indicates that unsecured creditors will receive approximately $195,944.65, or 4.35% of their claims, in the event of liquidation. Class 4 consists of Unsecured Claims. As of the date of this Plan, the Debtor estimates the total pool of unsecured claims is approximately $4,500,000. In full satisfaction of Class 4 claims, each Holder of a Class 4 claim shall receive 100% of its claim over the length of this Plan, on the following payment schedule. The payments are based on 50% the Debtor's net cash projections. The proposed payments are subject to increase or decrease based on the actual performance of the Debtor. No less than 50% of net cash will be distributed to unsecured creditors through each payment. Class 4 is impaired and entitled to vote to accept or reject the Plan. Equity interest holders are parties who hold an ownership interest in the Debtor. All members shall retain his/her/its equity interests in the Debtor on the Effective Date. The Plan does not provide for any payments to Class 5. Class 5 is impaired and entitled to vote to accept or reject the Plan. The Debtor's cash flow projections show that the Debtor will generate sufficient cash flow to fund the payments due under the Plan, and provide full payment to all unsecured creditors over the duration of the Plan. On the Effective Date, all of the Debtor's respective rights, title, and interest in and to all assets shall vest in the reorganized Debtor, and in accordance with section 1141 of the Bankruptcy Code. A full-text copy of the Subchapter V Plan dated March 28, 2022, is available at https://bit.ly/3tZWKKc from PacerMonitor.com at no charge. Debtor's Counsel: Michael A. Stephani (#390262) Best & Flanagan, LLC 60 South Sixth Street, Suite 2700 Minneapolis, MN 55402 Telephone: 612-310-3452 Fax: 612-339-5897 mstephani@bestlaw.com About Heilux, LLC Heilux, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Minn. Case No. 21-42334) on December 28, 2021. In the petition signed by Michelle Bonahoom, acting CEO, the Debtor disclosed up to $1 million in assets and up to $10 million in liabilities. Judge Katherine A. Constantine oversees the case. Michael A. Stephani, Esq. at Best and Flanagan LLLP is the Debtor's counsel. HERTZ CORP: U.S. Senators Call for Stolen Vehicle Reports --------------------------------------------------------- Kyle Hyatt of Road Show reports that U.S. Senators are calling for investigation of Hertz Global's stolen vehicle reports. Renting a car isn't usually a lot of fun. It involves a bunch of paperwork, and it's almost always more expensive than it feels like it should be and then, of course, there's the part where you get arrested because the rental company reported your car stolen. Or at least that last part has been a problem for a surprising number of Hertz customers, judging by a CBS News report Thursday. The issue, which is being investigated by several US senators, including Democratic senators Elizabeth Warren of Massachusetts and Richard Blumenthal of Connecticut, came to light during Hertz's bankruptcy proceedings in Delaware courts. Documents allege that the company has filed police reports for approximately 3,300 vehicles per year for four years, though it's unclear how many of those could be considered to have resulted in improper arrests. Hertz says that for many of these police reports the vehicles in question were kept for weeks and months past their return dates and that the person on the loan agreement was either unreachable or belligerent, but it seems that hasn't been the case every time. CBS spoke to a lawyer in the Hertz bankruptcy proceedings who also represented a client, James Tofen, who in 2020 was stopped in a rented Hertz pickup and nearly arrested at gunpoint before convincing the Houston police to look at his vehicle loan agreement. Reportedly, other people spent time in jail or faced professional repercussions due to similar incidents. Hertz has tried to have the records of these reports sealed, but a Delaware bankruptcy court judge denied the request. It's unclear at this time what kind of remuneration any improperly reported individuals can expect to see, if any, given Hertz's financial situation and restructuring. Still, with the government getting involved, we don't see how it can end well for the rental car giant. About Hertz Corp. Hertz Corp. and its subsidiaries -- http://www.hertz.com/-- operate a worldwide vehicle rental business under the Hertz, Dollar, and Thrifty brands, with car rental locations in North America, Europe, Latin America, Africa, Asia, Australia, the Caribbean, the Middle East, and New Zealand. They also operate a vehicle leasing and fleet management solutions business. On May 22, 2020, The Hertz Corporation and certain of its U.S. and Canadian subsidiaries and affiliates filed voluntary petitions for reorganization under Chapter 11 in the U.S. Bankruptcy Court for the District of Delaware (Bankr. D. Del. Case No. 20-11218). Judge Mary F. Walrath oversees the cases. The Debtors have tapped White & Case LLP as their bankruptcy counsel, Richards, Layton & Finger, P.A., as local counsel, Moelis & Co. as investment banker, and FTI Consulting as financial advisor. The Debtors also retained the services of Boston Consulting Group to assist the Debtors in the development of their business plan. Prime Clerk LLC is the claims agent. The U.S. Trustee for Regions 3 and 9 appointed a Committee to represent unsecured creditors in Debtors' Chapter 11 cases. The Committee has tapped Kramer Levin Naftalis & Frankel LLP as its bankruptcy counsel, Benesch Friedlander Coplan & Aronoff LLP as Delaware counsel, UBS Securities LLC as investment banker, and Berkeley Research Group, LLC, as financial advisor. Ernst & Young LLP provides audit and tax services to the Committee. * * * Hertz Global and its subsidiaries emerged from Chapter 11 bankruptcy at the end of June 2021. Hertz won approval of a Plan of Reorganization that unimpaired all classes of creditors (who are legally deemed to have accepted it) and was approved by more than 97% of voting shareholders. The Plan provided for the existing shareholders to receive more than $1 billion of value. Recovery by shareholders of close to $8 a share was made possible after a fierce competition among bidders for control in the company. Initial offers from potential bidders for Hertz in its bankruptcy offered nothing for equity. Hertz in May 2021 selected investment firms Knighthead Capital Management LLC and Certares Management LLC, joined by joined by other investors including Apollo Global Management Inc. and a group of existing shareholders, as the winning bidders for control of the bankrupt company. A rival group that included Centerbridge Partners LP, Warburg Pincus LLC and Dundon Capital Partners LLC was outbid at auction. Hertz's Plan eliminated over $5 billion of debt, including all of Hertz Europe's corporate debt, and will provide more than $2.2 billion of global liquidity to the reorganized Company. Hertz also emerged with (i) a new $2.8 billion exit credit facility consisting of at least $1.3 billion of term loans and a revolving loan facility, and (ii) an $7 billion of asset-backed vehicle financing facility, each on favorable terms. HOLMDEL FINANCIAL: Seeks Cash Collateral Access ----------------------------------------------- Holmdel Financial Services, Inc. asks the U.S. Bankruptcy Court for the District of New Jersey for authority to use cash collateral and provide adequate protection. The Debtor needs access to its cash to continue operating its business and pay ordinary operating expenses inclusive of salaries, wages, insurance, utilities and other necessary operating expenses. The Debtor has experienced a decline in gross revenues over the past several years. This was due in large part to a commission dispute with the Debtor's largest agent, which began in 2014 and resulted with the loss of that agent in the summer of 2015. This agent's leaving the employ of the Debtor negatively impacted the Debtor's revenue by approximately $500,000 to $1 million per year. Ultimately, a lawsuit was filed by the agent and a judgment was eventually entered against the Debtor, which coupled with accumulated counsel fees to defend the action, created a substantial liability for the Debtor. On the revenue front, the Debtor has worked at reestablishing relationships with agents that had left during the turmoil caused by the loss of the Debtor's top agent and subsequent lawsuit. The Debtor has been largely successful in this endeavor and has also brought in several new substantial agents. These new and returning agents have helped increase the Debtor's gross revenue. The Debtor's intention is to reorganize its business. Through management's efforts, the Debtor returned to profitability in 2021. The Debtor is continuing its efforts to bring back agents that had left during the tumultuous times and has offered an aggressive bonus structure to entice the agents to return. The strategy has been successful so far and the Debtor anticipates its efforts will continue to add agents to its sales force and drive revenue, which will result in increased profits, especially towards the second half of 2022, when the bonus incentive ends. The Debtor and related entities took out a loan with Lakeland Bank, successor in interest to Shore Community Bank, in February 2017 in the face amount of $2,031,541. The Debtor believes it owes approximately $806,031 on the Note. The Debtor has granted a security interest to Lakeland to collateralize the loan. The collateral partially consists of all of the Debtor's personal property consisting of inventory, accounts receivable, equipment, furniture, machinery, rents, profits and cash collateral. The Debtor and Lakeland have reached a consensual agreement for the use of cash collateral for a period of 30 days consistent with the budget annexed to the Nalbandian Certification. As adequate protection for the use of cash collateral, the Debtor is proposing to make periodic interest only payments, at the rate of interest set forth in the Note of 5.2%, to Lakeland, in the monthly amount of $3,609, as well as to provide them with a replacement lien to the extent that such use of cash collateral results in a decrease in the value of Lakeland's interest in cash collateral. The Debtor believes Lakeland is adequately protected at the present time as the Debtor believes that the business, at the time of filing, has assets, inclusive of residual contracts, furnishings and equipment of approximately $208,620. Additionally, upon information and belief Lakeland continues to maintain a second mortgage on former partner of the Debtor, Michael Frenville's, residence. Lakeland is owed an approximate total of $806,031. Therefore, the Debtor believes Lakeland is "under secured" and that a replacement lien to the extent of any diminution as well as periodic interest payments in accordance with the interest rate set forth in the loan documents is sufficient to provide adequate protection to Lakeland in its collateral. A copy of the motion is available at https://bit.ly/3JRogza from PacerMonitor.com. About Holmdel Financial Services, Inc. Holmdel Financial Services, Inc. is a life insurance brokerage general agency, operating since 1994. It is a small business and has its offices located at 1 Bethany Road, Suite 96, Hazlet, New Jersey. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. N.J. Case No. 22-12393) on March 25, 2022. In the petition signed by Christopher Nalbandian, president, the Debtor disclosed $210,298 in assets and $3,448,207 in liabilities. Judge Christine M. Gravelle oversees the case. Marc C. Capone, Esq., at Gillman, Bruton, and Capone, LLC is the Debtor's counsel. HOME REALTY: Trustee's $55K Cash Sale of Breckenwood Property OK'd ------------------------------------------------------------------ Judge M. Ruthie Hagan of the U.S. Bankruptcy Court for Western District of Tennessee authorized Bettye Bedwell, Chapter 11 liquidating trustee for Home Realty Company of Memphis, Inc., to sell the parcel of real property known as 5344 Breckenwood, in Memphis, Shelby County, Tennessee 38127, Parcel No. D0134W0D000380, to Terry Harris for $55,000, cash in "as is" condition. The Trustee is authorized to execute such documents and do such things as may be necessary to effectuate and consummate the transfer of the property to the Purchaser. The provisions of Fed. R. Bankr. P. 6004(h) are waived. About Home Realty Company of Memphis Home Realty Company of Memphis, Inc. filed a Chapter 11 bankruptcy petition (Bankr. W.D. Tenn. Case No. 13-31959) on Nov. 4, 2013, listing under $1 million in both assets and liabilities. Judge M. Ruthie Hagan oversees the case. Russell W. Savory, Esq., at Gotten, Wilson, Savory and Beard, PLLC served as the Debtor's legal counsel. L. Allen Exelbierd, CPA was provisionally appointed as liquidating trustee in the Debtor's Chapter 11 case. Bettye S. Bedwell was later appointed to serve as the successor trustee on June 14, 2018. HTP INC: Exclusivity Period Extended to June 22 ----------------------------------------------- Judge Timothy Dore of the U.S. Bankruptcy Court for the Western District of Washington extended the exclusivity period for HTP, Inc. to file a Chapter 11 plan to June 22 and to obtain confirmation of the plan to Aug. 26. About HTP Inc. HTP, Inc.'s assets and operations consist of holding 48% of Hytech, LLC and pursuing certain litigation against parties that have, among other things, misappropriated technology and usurped business opportunities. The company is based in Sammamish, Wash. HTP filed its voluntary petition for Chapter 11 protection (Bankr. W.D. Wash. Case No. 21-11611) on Aug. 24, 2021, listing $772 million in total assets and $10.45 million in liabilities. Judge Timothy W. Dore presides oversees the case. Bush Kornfeld, LLP and Western Washington Law Group, PLLC serve as the Debtor's bankruptcy counsel and special counsel, respectively. The U.S. Trustee for Region 18 appointed an official committee of unsecured creditors on Sept. 17, 2021. The committee is represented by Alan J. Wenokur, Esq., at Wenokur Riordan, PLLC. JEFFERSON-11TH STREET: Case Summary & 20 Top Unsecured Creditors ---------------------------------------------------------------- Debtor: Jefferson-11th Street, LLC 213 16th St, NE Washington, DC 20002 Business Description: The Debtor is primarily engaged in renting and leasing real estate properties. The Debtor is the fee simple owner of a real property located at 2724, 11th Street, NW, Washington, DC, valued at $5 million. Chapter 11 Petition Date: March 31, 2022 Court: United States Bankruptcy Court District of Columbia Case No.: 22-00059 Judge: Hon. Elizabeth L. Gunn Debtor's Counsel: Justin P. Fasano, Esq. MCNAMEE HOSEA, P.A. 6411 Ivy Lane, Ste. 200 Greenbelt, MD 20770 Tel: 301-441-2420 Fax: 301-982-9450 Email: jfasano@mhlawyers.com Total Assets: $5,531,267 Total Liabilities: $1,931,368 The petition was signed by Francis Hill Parker as managing member. A full-text copy of the petition containing, among other items, a list of the Debtor's 20 largest unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/XTAQ3WQ/Jefferson-11th_Street_LLC__dcbke-22-00059__0001.0.pdf?mcid=tGE4TAMA JPA NO. 111: Sale of Airbus Aircrafts to Flicker & Coot Approved ---------------------------------------------------------------- Judge David S. Jones of the U.S. Bankruptcy Court for the Southern District of New York authorized JPA No. 111 Co., Ltd., and JPA No. 49 Co., Ltd.'s sale of Airbus A350-941 aircraft bearing MSN 067 to Flicker Ltd. or its designee, and Airbus A350-941 aircraft bearing MSN173 to Coot Ltd. or its designee. The Sale Hearing was held on March 14, 2022. The Stalking Horse Purchase Agreements, and all ancillary documents filed therewith or described therein are approved. The Sale will provide for the payment in full of the Secured Obligations. The Secured Obligations will include only outstanding principal and accrued and unpaid interest (including default interest), and reasonable and allowed fees and out of pocket expenses in accordance with the Sale Transaction Documents. Not less than three business days prior to the Closing, the Security Agent and each Lender will deliver to the Debtors and the Purchasers payoff letters or other customary form of payoff or redemption documentation, in each case, in forms satisfactory to the Purchasers and the Debtors. In accordance with Section 3.03(c) of the Stalking Horse Purchase Agreements, the Purchasers are authorized to pay directly each Senior Finance Party and Junior Finance Party, as applicable, as set forth in the respective Payoff Letter. The Security Agent is hereby directed to reasonably cooperate with the terms of the Payoff Letter that are consistent with the terms of the Sale Order and will release (and will be deemed to have released) all Obligors of Secured Obligations under the Transaction Documents. The Debtors are authorized, but not directed, to provide in the Payoff Letters general releases of claims and causes of action arising prior to or after the Petition Date to the benefit of the applicable Senior Finance Party or Junior Finance Party providing such Payoff Letter as is usual and customary in such debt payoff transactions. The sale is free and clear of all Encumbrances (including liens) (other than those items permitted under the Stalking Horse Purchase Agreements), with any and all claims in favor of holders of Encumbrances (if any) that represent interests in the Purchased Assets to attach to the net proceeds of the Sale held by the Debtors. Pursuant to 11 U.S.C. Sections 105(a), 363, and 365, and subject to and conditioned upon the Closing, each Debtor's assumption and assignment to its respective Purchaser, and such Purchaser's assumption on the terms set forth in its Stalking Horse Purchase Agreements, of its Assigned Contracts is approved. As part of the resolution and settlement of the objections of FitzWalter and its affiliates to the Sale, the Settlement Parties have entered into the Settlement Addendum, dated March 25, 2022. The Settlement Addendum is approved pursuant to Bankruptcy Rule 9019 and will be binding and enforceable on the partiers thereto and in these Chapter 11 Cases in accordance with the terms thereof. The automatic stay pursuant to section 362 of the Bankruptcy Code is modified with respect to the Debtors to the extent necessary, without further order of the Court, to allow the Parties to deliver any notice under or in connection with the Stalking Horse Purchase Agreements, and allow the Parties to take any and all actions permitted or required under the Stalking Horse Purchase Agreements in accordance with the terms and conditions thereof. The Parties will not be required to seek or obtain any further relief from the automatic stay under section 362 of the Bankruptcy Code to enforce any of their remedies under the Stalking Horse Purchase Agreements. Notwithstanding Bankruptcy Rules 6004(h), 6006(d), and 7062 or any other Bankruptcy Rules or Local Bankruptcy Rules, the Sale Order will be effective and enforceable immediately upon entry and its provisions will be self-executing. Any party objecting to the Sale Order must exercise due diligence in filing an appeal and obtaining a stay prior to the sale of the Purchased Assets or risk its appeal being foreclosed as moot. About JPA No. 111 and JPA No. 49 Tokyo-based JPA No. 111 Co., Ltd., and its subsidiary JPA No. 49 Co., Ltd., filed a Chapter 11 Petition (Bankr. S.D.N.Y., Case No. 21-12075) on December 17, 2021. The Debtors are special purpose vehicles wholly owned by JP Lease Products & Services Co. Ltd., which offers financial services based on a financial scheme combining the borrowings from financial institutions and funds to manage valuable assets including aircraft, ships, containers for maritime transportation, and solar power generation equipment, which is a direct wholly owned subsidiary of JIA. JIA, in turn, creates and sells unique financial instruments to investors that consist of small and medium enterprises in Japan through a network of financial institutions, including banks and securities companies, and tax and accounting firms. The case is assigned to Hon. David S. Jones. The Debtor's counsel is Kyle J. Ortiz, Esq., Bryan M. Kotliar, Esq., Amy M. Oden, Esq., and Amanda C. Glaubach, Esq., at Togut, Segal & Segal LLP, in New York. The Debtors had estimated liabilities of $100 million to $500 million. The petition was signed by Teiji Ishikawa, representative director. KC PANORAMA: $14MM Sale of Boston Property to Harbinger Approved ---------------------------------------------------------------- Judge Frank J. Bailey of U.S. Bankruptcy Court for the District of Massachusetts authorized KC Panorama, LLC, and its affiliates to sell the real estate located at and known as 13-15 and 19-21 Congress Street, in Boston, Massachusetts, to Harbinger Development, LLC, for $14 million. A telephonic hearing on the Motion was held on March 24, 2022. The sale is free and clear of liens. KHRE SMA Funding, LLC, the holder of first-priority secured claims, filed a response to the Motion. Although they did not object to the sale, KHRE provided that it would consent to the sale so long as all net proceeds, apart from certain closing costs, are paid to KHRE and the Debtor agreed to do so on the record. Accordingly, the Court found that consent existed pursuant to 11 U.S.C. sect. 363(f)(2). Further, for the reasons stated on the record, the Court determines Harbinger is a good faith purchaser within the meaning of Section 363(m) and finds good cause to waive the stay under Fed. R. Bankr. P. 6004. About KC Panorama KC Panorama LLC, a Waltham, Mass.-based company engaged in renting and leasing real estate properties, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Mass Case No. 21-10827) on June 4, 2021, listing total assets of $11,703,396 and total liabilities of $23,507,162. KC Panorama President Kai Zhao signed the petition. Judge Frank J. Bailey oversees the case. Ravosa Law Offices, P.C. is the Debtor's legal counsel. KC PANORAMA: Sale of Boston Property to Harbinger for $14M Approved ------------------------------------------------------------------- Judge Frank J. Bailey of U.S. Bankruptcy Court for the District of Massachusetts authorized KC Panorama, LLC and its affiliates to sell the real estate located at and known as 13-15 and 19-21 Congress Street, in Boston, Massachusetts, to Harbinger Development, LLC, for $14 million. A telephonic hearing on the Motion was held on March 24, 2022. The sale is free and clear of liens. The sale is free and clear of any and all Encumbrances, which Encumbrances, if any (including those asserted by KHRE SMA Funding, LLC, to the extent valid), will attach to the proceeds of the sale. In furtherance but not in limitation of the foregoing, all amounts required to be paid from the proceeds of the sale for to the Debtor’s broker, and any applicable transfer taxes (also called "stamp taxes"), and recording fees, will be paid at the Closing directly to the parties entitled to such amounts. At the Closing, the net proceeds from the sale of the Property, less the amounts referenced in the immediately preceding sentence, will be paid to KHRE in satisfaction of its claim on the Property. The automatic stay provisions of section 362 of the Bankruptcy Code are lifted and modified to the extent necessary to implement the terms and conditions of the Purchase Agreement and the provisions of the Order. The provision of Bankruptcy Rule 6004(h) staying the effectiveness of the Order for 14 days is waived and the Order will be effective, and the parties may consummate the transactions contemplated by the Purchase Agreement, immediately upon entry. Kai Zhao, as the sole Member and manager of the Debtor, and/or his duly authorized designee, is authorized to execute and deliver to the Buyer a deed and any other instruments in connection with the sale of the Property to the Buyer. About KC Panorama KC Panorama LLC, a Waltham, Mass.-based company engaged in renting and leasing real estate properties, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Mass Case No. 21-10827) on June 4, 2021, listing total assets of $11,703,396 and total liabilities of $23,507,162. KC Panorama President Kai Zhao signed the petition. Judge Frank J. Bailey oversees the case. Ravosa Law Offices, P.C. is the Debtor's legal counsel. LARSON VALLEY: Case Summary & 17 Unsecured Creditors ---------------------------------------------------- Five affiliates that concurrently filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code: Debtor Case No. ------ -------- Larson Valley, Inc. 22-00326 21795 Mesquite Ave. Underwood, IA 51576 Larson Ridge, Inc. 22-00327 25440 Road L34 Underwood, IA 51576 Larson Logistics, LLC 22-00328 25440 Road L34 Underwood, IA 51576 Larson Farms Trucking, Inc. 22-00329 25440 Road L34 Underwood, IA 51576 KDB, LLC 22-00330 21795 Mesquite Avenue Underwood, IA 51576 Chapter 11 Petition Date: April 1, 2022 Court: United States Bankruptcy Court Southern District of Iowa Judge: Hon. Lee M. Jackwig Debtors' Counsel: Jeffrey D. Goetz, Esq. BRADSHAW, FOWLER, PROCTOR & FAIRGRAVE PC 801 Grand Avenue, Suite 3700 Des Moines, IA 50309-8004 Tel: (515) 246-5817 Fax: (515) 246-5808 E-mail: goetz.jeffrey@bradshawlaw.com Larson Valley's Total Assets: $15,548,204 Larson Valley's Total Liabilities: $21,846,166 Larson Ridge's Total Assets: $683,092 Larson Ridge's Total Liabilities: $22,137,974 Larson Logistics' Total Assets: $380,841 Larson Logistics' Total Liabilities: $21,568,660 Larson Farms' Total Assets: $2,653,453 Larson Farms' Total Liabilities: $22,342,438 KDB LLC's Total Assets: $431,570 KDB LLC's Total Liabilities: $21,766,870 The petitions were signed by Rick Larson as president. Full-text copies of the petitions containing, among other items, lists of the Debtors' 20 largest unsecured creditors are available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/6ULGXLQ/Larson_Valley_Inc__iasbke-22-00326__0001.0.pdf?mcid=tGE4TAMA https://www.pacermonitor.com/view/653SHAY/Larson_Ridge_Inc__iasbke-22-00327__0001.0.pdf?mcid=tGE4TAMA https://www.pacermonitor.com/view/7UI23UY/Larson_Logistics_LLC__iasbke-22-00328__0001.0.pdf?mcid=tGE4TAMA https://www.pacermonitor.com/view/75KRAQY/Larson_Farms_Trucking_Inc__iasbke-22-00329__0001.0.pdf?mcid=tGE4TAMA https://www.pacermonitor.com/view/7OGYPUA/KDB_LLC__iasbke-22-00330__0001.0.pdf?mcid=tGE4TAMA List of Larson Valley's 17 Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ 1. Syngenta Seed LLC $89,639 P.O. Box 772318 Detroit, MI 48277 Nick Frohart Tel: 712-330-3338 2. Pro Ag Insurance Crop Insurance $73,763 16011 College Blvd Premiums Ste 210 Lenexa, KS 66219 3. Farmers National Company Funds Subject $54,969 c/o Sean A. to a Lawsuit Minahan, Esq, Lamson Dugan & Murray, LLP 10306 Regency Parkway Dr. Omaha, NE 68114 4. SWIFBA $22,040 Box 244 Treynor, IA 51575 Doug Dillivan Tel: 712-487-3588 5. Agrivision Equipment Group $10,852 40459 Pioneer Trail Macedonia, IA 51549 Hunter Tel: 712-789-1717 6. Van Bruggen & $10,198 Vande Vegte PC 113 3rd Street, NE Orange City, IA 51041 Michael Ten Clay Tel: 712-737-2030 7. Agriland Insurance Agency $9,231 2352 Railroad Hwy Council Bluffs, IA 51503 John Dalton Tel: 712-325-0011 8. Midwest Mechanical $6,676 Industrial Svcs LLC 2602 Niagra Trail P.O. Box 164 Logan, IA 51546 Jeff Allen Tel: 712-216-0537 9. CRF Consulting LLC $6,473 75 Industrial Drive Dunlap, IA 51529 John Klein Tel: 712-592-3470 10. Chubb $3,376 P.O. Box 5600 Hartford, CT 06102 Nathan Hull Tel: 712-352-3270 11. YFI Group $2,184 P.O. Box 41 Neola, IA 51559 Rick Grote Tel: 402-690-4620 12. Klockgether Trucking $1,800 2170 120th St. Charter Oak, IA 51439 Todd Tel: 712-269-2348 13. Malloy Omaha $1,676 5822 F Street Omaha, NE 68117 Accounting Department 14. Verizon Wireless $1,428 PO Box 16810 Newark, NJ 07101-6810 Business Department Tel: 800-922-0204 15. Justine Pritchard Farm $933 12886 Co. Hwy L12 Hornick, IA 51026 Accounting Department Tel: 712-874-3245 16. Ultra Ova Services, Inc. $656 1408 110th St. Adair, IA 50002 Toby Tel: 515-971-6913 17. S&L Enterprises $267 PO Box 1514 Council Bluffs, IA 51502 Accounting Department Tel: 712-323-5064 LINDA W. WOMAC: Tennessee Court Approves Sale of Englewood Home --------------------------------------------------------------- Judge Shelley D. Rucker of the U.S. Bankruptcy Court for the Eastern District of Tennessee authorized Linda W. Womac to sell her home located at 264 County Road 576, in Englewood, Tennessee, and assigned a property tax ID number of 076 131.00. The contract for the sale of real property is approved. The sale is free and clear of liens. The Notice of Federal Tax Lien at LB 31/785 and the lien of First Volunteer Bank, at Book 994, Page 912 and Book 994, Page 929 attaching to the proceeds after the payment of the realtor's commission and normal expenses and charges as per the contract. Further, the 14-day stay period of FRBP 6004(h) is waived for cause. The title company is directed and Ordered to pay the net proceeds of the sale, after normal sale expenses and realtor commissions to First Volunteer Bank at the closing since it is agreed the lien of First Volunteer is superior to Federal tax lien and so said property is discharged from the effect of said Federal Tax Lien with the Bank to execute a partial release of its liens, however, being a full release of this property at the closing. Counsel for Debtor: James R. Moore, Esq. MOORE AND BROOKS 6223 Highland Place Way, Suite 102 Knoxville TN 37919 Telephone: (865) 450-5455 E-mail: jmoore@moore-brooks.com Linda W. Womac sought Chapter 11 protection (Bankr. E.D. Tenn. Case No. 20-32093) on Sept. 8, 2020. The Debtor tapped James Moore, Esq., as counsel. MALLINCKRODT PLC: Exclusivity Period Extended to April 12 --------------------------------------------------------- Judge John Dorsey of the U.S. Bankruptcy Court for the District of Delaware extended the exclusivity periods for Mallinckrodt plc and its affiliates to file a Chapter 11 plan to April 12 and to solicit acceptances for the plan to June 13. The extension will give the companies more time to complete the tasks necessary to implement their plan of reorganization, which will immediately put $450 million to work, almost entirely toward abatement of the opioid-addiction epidemic; provide $135 million in cash for other general unsecured creditors; and resolve numerous multi-pronged litigations. After these tasks are completed, the companies are expected to emerge from Chapter 11 as a healthier enterprise to continue providing critical care and necessary drugs to patients throughout the world, according to their attorney, Michael Merchant, Esq., at Richards, Layton & Finger P.A. Mallinckrodt filed the reorganization plan on April 20, 2021. Judge Dorsey confirmed the plan on March 2 this year after a 16-day trial. The plan will deleverage Mallinckrodt's balance sheet by approximately $1.3 billion and resolve thousands of lawsuits the company was facing prior to the Chapter 11 filing by channeling opioid claims and many other litigation and general unsecured claims to various creditor trusts. About Mallinckrodt PLC Mallinckrodt -- http://www.mallinckrodt.com/-- is a global business consisting of multiple wholly-owned subsidiaries that develop, manufacture, market and distribute specialty pharmaceutical products and therapies. The company's Specialty Brands reportable segment's areas of focus include autoimmune and rare diseases in specialty areas like neurology, rheumatology, nephrology, pulmonology and ophthalmology; immunotherapy and neonatal respiratory critical care therapies; analgesics; and gastrointestinal products. Its Specialty Generics reportable segment includes specialty generic drugs and active pharmaceutical ingredients. On Oct. 12, 2020, Mallinckrodt plc and certain of its affiliates sought Chapter 11 protection in Delaware (Bankr. D. Del. Lead Case No. 20-12522) to seek approval of a restructuring that would reduce total debt by $1.3 billion and resolve opioid-related claims against them. Mallinckrodt plc disclosed $9,584,626,122 in assets and $8,647,811,427 in liabilities as of Sept. 25, 2020. Judge John T. Dorsey oversees the cases. The Debtors tapped Latham & Watkins LLP and Richards, Layton & Finger P.A. as their bankruptcy counsel; Arthur Cox and Wachtell, Lipton, Rosen & Katz as corporate and finance counsel; Ropes & Gray LLP as litigation counsel; Torys LLP as CCAA counsel; Guggenheim Securities LLC as investment banker; and AlixPartners LLP as restructuring advisor. Prime Clerk, LLC, is the claims agent. The official committee of unsecured creditors retained Cooley LLP as its legal counsel, Robinson & Cole LLP as co-counsel, and Dundon Advisers LLC as its financial advisor. On Oct. 27, 2020, the U.S. Trustee for Region 3 appointed an official committee of opioid related claimants. The OCC tapped Akin Gump Strauss Hauer & Feld LLP as its lead counsel, Cole Schotz as Delaware co-counsel, Province Inc. as financial advisor, and Jefferies LLC as investment banker. On April 20, 2021, the Debtors jointly filed a Chapter 11 plan of reorganization and disclosure statement. Judge Dorsey confirmed the plan on March 2, 2022. MD HELICOPTERS: Gets Access $60 Million Bankruptcy Loan ------------------------------------------------------- Alex Wolf, of Bloomberg Law, reports that Lynn Tilton-backed helicopter maker, MD Helicopters Inc., gets bankruptcy loan access. MD Helicopters Inc., a bankrupt aircraft manufacturer previously led by distressed debt investor Lynn Tilton, beat an objection lodged by Tilton's investment vehicles to tap a $60 million Chapter 11 loan. The company, which was granted access to $12.5 million of the total financing package Friday, intends to use the money to continue operating the business and see its way through a bankruptcy sale process. Tilton, whose investment funds hold equity and a portion of MD Helicopters’ pre-bankruptcy debt, argues that the company's ultimate plan would transfer ownership to its senior lenders without her required consent. About MD Helicopters MD Helicopters, Inc. (MDHI), is a leading rotorcraft manufacturer of American Made commercial, military, law enforcement, and air-rescue helicopters. The MDHI family of rotorcraft is world renowned for its value, versatility, and performance. Commercial offerings include the MD 500E, MD 530F, MD 520N, MD 600N, and twin-engine MD 902 Explorer. The MD 530F Cayuse Warrior and MD 530G Attack Helicopter comprise the company's high-performance military offerings. A key feature of the MD 902, MD 600N, and MD 520N is the innovative NOTAR system for anti-torque control with no tail rotor – exclusively by MDHI to provide safer, quieter performance and confined-area access capability. MD Helicopters Inc. and affiliates Monterrey Aerospace, LLC, sought Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 22-10263) on March 30, 2021. In the petition signed by Barry Sullivan, as chief financial officer, MD Helicopters Inc. estimated liabilities between $100 million and $500 million. The case is assigned to Honorable Judge Karen B. Owens. The Debtors tapped LATHAM & WATKINS LLP as counsel; TROUTMAN PEPPER HAMILTON SANDERS LLP as local counsel; MOELIS & COMPANY LLC as investment banker; and ALIXPARTNERS, LLP as restructuring advisor. PRIME CLERK LLC is the claims agent. The Creditor Consortium is advised by seasoned aerospace executives Ed Dolanski and Brad Pedersen. MGM RESORTS: Moody's Lowers CFR to B1, Outlook Stable ----------------------------------------------------- Moody's Investors Service downgraded MGM Resorts International's ("MGM") Corporate Family Rating to B1 from Ba3 and Probability of Default Rating to B1-PD from Ba3-PD. The company's senior unsecured notes were downgraded to B1 from Ba3. MGM China Holdings Limited's ("MGM China") senior unsecured notes were also downgraded to B1 from Ba3. MGM China Holdings Limited is a 55.95% owned discretely financed publicly traded subsidiary of MGM Resorts International ("MGM"). MGM's Speculative-Grade Liquidity rating of SGL-2 is unchanged. The outlook for MGM is stable and the outlook for MGM China remains negative. The downgrade reflects the slow recovery in Macau and the high leverage level the company is expected to carry following a number of deals completed or to be completed soon, including the acquisition of 50% of CityCenter, transaction with VICI for the redemption of the company's MGM Growth Properties ("MGP") operating units (MGP will no longer be consolidated), as well as the announced acquisition of The Cosmopolitan of Las Vegas. The recovery in the company's regional and Las Vegas operations has been strong and Moody's expects good earnings at these operations will continue under Moody's baseline economic forecast. However, the earnings are not enough to offset Moody's view that the planned transactions are leveraging and that MGM will maintain leverage significantly above pre-pandemic levels. Leverage is expected to be maintained over 7x debt-to-EBITDA in 2023, above Moody's 6x downgrade threshold level. The following ratings/assessments are affected by the action: Ratings Downgraded: Issuer: MGM Resorts International Corporate Family Rating, Downgraded to B1 from Ba3 Probability of Default Rating, Downgraded to B1-PD from Ba3-PD Senior Unsecured Regular Bond/Debenture, Downgraded to B1 (LGD4) from Ba3 (LGD4) Issuer: MGM China Holdings Limited Senior Unsecured Regular Bond/Debenture, Downgraded to B1 (LGD4) from Ba3 (LGD4) Outlook Actions: Issuer: MGM Resorts International Outlook, Changed To Stable From Negative Issuer: MGM China Holdings Limited Outlook, Remains Negative RATINGS RATIONALE MGM's B1 CFR reflects the improvement in the company's regional and Las Vegas operations. The rating is supported by the company's large scale, a diversified presence on the Las Vegas Strip across multiple customer segments, a solid position within several regional markets that are leading the company's recovery, and its presence in the large Macau market with favorable long-term prospects. The rating is constrained by the company's high lease adjusted leverage which is expected to improve but remain high given the expected sizeable increase in leases associated with recent transactions and the pending divestiture of the company's stake in MGP. Continued weakness in Macau, including reduced visitation levels and gaming revenue, continues to weigh on the company. MGM's liquidity rating is SGL-2 reflecting good liquidity. As of December 31,2021, the company, excluding MGM China and MGM Growth Properties LLC, had $4.8 billion of cash and cash investment balances, and an undrawn $1.675 billion revolving credit facility due November 2026. As of December 31, 2021, MGM China had total liquidity of $1.689 billion, including $399 million of cash and $1.29 billion of revolver availability between its two MGM China revolvers. Moody's estimates the company will generate over $400 million of positive free cash flow for 2022. The expected EBITDA recovery has varied among the company's Las Vegas, Macau, and regional US properties, with regional and Las Vegas operations performing well, while Macau is still lagging in the recovery. The coronavirus outbreak and the government measures put in place to contain it continue to disrupt economies and credit markets across sectors and regions. Although an economic recovery is underway, continuation will be closely tied to containment of the virus. As a result, a degree of uncertainty around forecasts remains. Moody's regards the coronavirus outbreak as a social risk under Moody's ESG framework, given the substantial implications for public health and safety. The gaming sector has been one of the sectors most significantly affected by the shock given its sensitivity to consumer demand and sentiment. More specifically, MGM remains vulnerable to a renewed spread of the outbreak. MGM also remains exposed to discretionary consumer spending that leave it vulnerable to shifts in market sentiment in these unprecedented operating conditions. MGM has very highly negative (S-5) exposure to social risks driven by changing demographic and consumer preferences that do not favor traditional casino gaming and increasing competition from online gambling activities. MGM is also exposed to customer relation and responsible production risks because the gaming business is deemed to be attractive to criminals for money laundering activities and it is often associated to the cause of problem gambling. Responsible marketing is also necessary to minimize exposure to youth and the company needs to maintain effective practices to limit problem gaming risks. Gaming is a highly regulated industry, and compliance with regulations, including customer relations around anti-money laundering and know your customer initiatives, is paramount to maintain compliance and good licensing status. In many markets, gaming machine payouts are regulated, and significant state taxes are a precondition to licensure. Governance risks are moderately negative (G-3) and linked primarily to financial policy with some risk related to use of high leverage and shareholder distribution policies. These practices create risk by increasing vulnerability to reductions in cyclical discretionary consumer spending on gaming, and lead to development projects that are financed heavily with debt. There is moderate organization risk because the properties in Macau are not wholly owned (majority 56% ownership) and governed by a concessionaire that expires in 2022 though is expected to be renewed. MGM thus must manage the property in concert with local partners and distributions from the Macau properties are subject to cash leakage to minority partners. Debt issued at MGM China Holdings Limited has a structurally senior claim on the Macau assets relative to debt at MGM Resorts International. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The stable outlook for MGM Resorts International considers the recovery in the company's US regional and Las Vegas operations and margin improvement exhibited since reopening. The stable outlook also incorporates the company's good liquidity which incorporates substantial cash balances. MGM remains vulnerable to unfavorable sudden shifts in discretionary consumer spending and the uncertainty regarding the sustainable EBITDA margin and the pace at which consumer spending at its casinos will continue. The negative outlook on MGM China Holdings Limited reflects that prolonged and weaker recovery in Macau will keep leverage on the Macau operations elevated. MGM's ratings could be downgraded if there is a decline in EBITDA performance from factors such as volume pressures, higher operating costs or competition, liquidity deteriorates, or the company is unable to sustain debt-to-EBITDA on an LTM basis below 8x. MGM China Holdings Limited's rating could also be downgraded if the recovery in Macau continues to be weak and leverage at the entity remains elevated. MGM's ratings could be upgraded if the company generates consistent positive free cash flow, debt-to-EBITDA is sustained below 6.0x, and the company maintains a balanced financial policy with respect to shareholder returns, including share repurchases. The principal methodology used in these ratings was Gaming published in June 2021. MGM Resorts International owns and operates integrated casino resorts across the US and MGM Macau resort and casino and MGM Cotai, through its majority ownership stake of MGM China Holdings Limited. MGM also owns a 42% stake in MGM Growth Properties LLC (MGP), a real estate investment trust formed in April 2016, though the company is in the process of divesting its MGP stake. MGM has entered into a long-term triple net master lease with MGP pursuant to which the company leases and operates 14 properties. The company additionally leases the real estate assets of the Bellagio, Mandalay Bay and MGM Grand Las Vegas, as well as the real estate assets of Aria (including Vdara). Consolidated net revenue for the year ended December 31, 2021 was approximately $9.68 billion. MONITRONICS INTERNATIONAL: S&P Cuts ICR to 'CCC+', Outlook Neg. --------------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating on Farmers Branch, Texas-based U.S. alarm monitoring company Monitronics International Inc. (doing business as Brinks Home Security) to 'CCC+' from 'B-'. At the same time, S&P is lowering its issue-level rating on the company's $822.5 million takeback term loan to 'CCC+' from 'B-'. The recovery rating remains '3'. The negative outlook reflects the possibility it may fail to improve its credit measures, or its liquidity cushion deteriorates over the next 12 months. This also incorporates the uncertainty regarding the company's ability to leverage its subscriber base to increase its revenue and expand free cash flow generation such that it can grow into its capital structure. Brinks Home failed to execute a refinancing of its capital structure that would have alleviated covenant pressures. S&P considers Brinks Home's liquidity to be less than adequate in large part due to tight financial covenant headroom, notably its maximum senior secured debt to recurring monthly revenue (RMR), which could limit access to the revolving credit facility. This resulted in 7% covenant cushion following the step down of the covenant level from 32x in September 2021 to 31.75x as of December 2021. Brinks Home is subject to two financial maintenance covenants under its takeback term loan credit agreements. The senior secured debt to RMR covenant was 31.75x as of Dec. 31, 2021, with a step down to 31.25 as of March 31, 2022, 31x as of June 30, 2022, and 30.75x at September 2022 and thereafter. The total leverage test covenant was 5.5x as of Dec. 31, 2021, with a step down to 5.25 in March 31, 2022, 4.50x in June 30, 2022, 4.25x in Sept. 30, 2022, and 4x in December 2022 and thereafter. Despite encouraging operating trends, largely due to its recent partnership with AT&T Digital Life--a program to facilitate the transition of customers from 3G systems that will sunset over the next two years--allows Brinks Home the exclusive opportunity to convert 190,000 customers, S&P expects RMR growth to be offset by step downs in its debt to RMR covenant resulting in covenant cushion to remain tight in the mid- to high-single-digit range. As of year-end 2021, Brinks Home had $2.7 million of available cash on the balance sheet and $99.5 million of outstanding balances on its $145 million revolving facility due July 2024. S&P views Brinks Home's capital structure to be unsustainable and to be dependent on favorable business, financial, and economic conditions to meet its financial commitments in the long run. The company's debt consists of a $145 million super-priority revolving credit facility due July 2024 (not rated), a $150 million super-priority term loan due July 2024 (not rated), and an $822.5 million takeback senior secured term loan facility maturing in March 2024. The super-priority facility is subject to a springing maturity of 91 days prior to the maturity of the takeback senior secured term loan facility if the debt matures. Brinks Home needs to scale its customer base and capabilities to achieve capital structure sustainability. The evolving home security market and limited differentiation among industry participants has led to a heightened competitive landscape. S&P believes Brinks Home needs greater scale and improved subscriber economics to achieve sustained positive free cash flow generation which will allow it to support its debt structure. While the recent partnership with AT&T addresses the core issue the industry often faces--elevated subscriber acquisition costs--the business will need to maintain a lower blended creation multiple across its acquisition channels in the long term, to allow for sustained free cash flow generation. The negative outlook reflects the possibility it may fail to improve its credit measures or its liquidity cushion deteriorates over the next 12 months. This also incorporates the uncertainty regarding the company's ability to leverage its subscriber base to increase its revenue and expand free cash flow generation such that it can grow into its capital structure. S&P could lower its rating on Brinks Home if it expects a covenant violation, payment default, or distressed exchange in the subsequent six-12 months. S&P could raise its rating on Brinks Home if it no longer views the capital structure to be unsustainable, indicated by positive free operating cash flow (FOCF) to debt, ample covenant cushion of over 15% across its covenants, and a continuation of recent positive operating trends. MURPHY OIL: Moody's Upgrades CFR & Senior Unsecured Notes to Ba2 ---------------------------------------------------------------- Moody's Investors Service upgraded Murphy Oil Corporation's Corporate Family Rating to Ba2 from Ba3, Probability of Default Rating to Ba2-PD from Ba3-PD, and senior unsecured notes rating to Ba2 from Ba3. The Speculative Grade Liquidity rating was changed to SGL-1 from SGL-2. The outlook is stable. "The upgrade of Murphy's CFR to Ba2 reflects the improvement in credit metrics and Moody's expectation that production and free cash flow will improve further in 2022 as new projects in the US Gulf of Mexico come online," stated James Wilkins, Moody's Vice President. "We expect the company to continue to repay debt in 2022-2023, improving leverage metrics further, before significantly increasing shareholder remuneration." The following summarizes the rating actions. Upgrades: Issuer: Murphy Oil Corporation Corporate Family Rating, Upgraded to Ba2 from Ba3 Probability of Default Rating, Upgraded to Ba2-PD from Ba3-PD Speculative Grade Liquidity Rating, Upgraded to SGL-1 from SGL-2 Senior Unsecured Regular Bond/Debenture, Upgraded to Ba2 (LGD4) from Ba3 (LGD4) Outlook Actions: Issuer: Murphy Oil Corporation Outlook, Remains Stable RATINGS RATIONALE Murphy's Ba2 CFR reflects its improved credit metrics supportive of the rating following earnings growth and debt reduction in 2021, as well as Moody's expectation that credit metrics will improve further even if commodity prices decline from current high levels. The company reduced balance sheet debt by -$522 million in 2021 and ended the year with retained cash flow to debt of 33%. Its production volumes are expected to rise in 2022 with the start of projects in the US Gulf of Mexico, which will reverse year-over-year production declines experienced in 2020 and 2021, result in greater free cash flow generation and allow the company to achieve its debt reduction goals. Management has stated that it is targeting debt reduction of ~$625 million in 2022 and has the optionality for an additional -$950 million in 2023, which will materially improve its leverage and make the company more resilient to weaker commodity price environments. Free cash flow generation will benefit from a reduction in capital expenditures following completion of its major projects as well as only modest increases in the dividend. Murphy's hedging (approximately 50% of its expected 2022 oil production and ~60% of gas production) provides cash flow stability, but reduces potential upside in the current high commodity price environment. The strengthening Murphy financial profile will bolster its resilience to withstand the negative credit impacts from carbon transition risks. While financial performance of Murphy will continue to be influenced by industry cycles, compared to historical experience Moody's expects future profitability and cash flow in this sector to be less robust at the cycle peak and worse at the cycle trough because global initiatives to limit adverse impacts of climate change will constrain the use of hydrocarbons and accelerate the shift to less environmentally damaging energy sources. The company benefits from a diversified portfolio of onshore and offshore assets, significant scale and oil-weighted production. Its onshore production is sourced from the Eagle Ford shale and Canada, while its offshore production is predominately in the US Gulf of Mexico (GOM). Over 60 percent of production is liquids. There are higher exploration and regulatory risks associated with developing deep water US GOM assets compared to onshore Eagle Ford shale and Canadian onshore assets. The capital structure is comprised of the senior unsecured notes, which make up the majority of debt in the liability structure, and an unsecured revolving credit facility. Moody's notes that the company's revolving credit facility benefits from upstream guarantees from the operating companies, structurally subordinating the senior notes to the claims under the facility. Moody's does not expect Murphy to actively maintain material borrowings under the credit facility. In addition, the company's asset coverage of debt is strong. Accordingly, Moody's believes that the assigned Ba2 rating on the notes is more appropriate than the rating suggested by Moody's Loss Given Default for Speculative-Grade Companies Methodology. A higher use of the facility than expected could result in a downgrade of the notes. The SGL-1 Speculative Grade Liquidity Rating reflects Murphy's very good liquidity through mid-2023. The liquidity position is supported by funds from operations, cash balances ($521 million at year-end 2021) and an undrawn $1.6 billion unsecured revolving credit facility ($31 million of letters of credit outstanding). Moody's expect the company to remain well in compliance with its financial covenants – EBITDAX to interest expense of no less than 2.5x and debt to EBITDAX of less than 4.0x. Murphy's next notes maturities are $242 million of senior notes maturing in 2024 and $549 million of senior notes maturing in 2025. The revolving credit facility matures in November 2023 and Moody's expects the company to extend the credit facility before it becomes current in November 2022, and to reduce debt with free cash flow. The stable outlook reflects Moody's expectation that production will increase in 2022 and 2023 and remain flat or grow modestly thereafter, and the company will generate positive free cash flow, which will be applied towards debt reduction. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Murphy's ratings could be upgraded if the company sustains production greater than 200,000 boe/d while maintaining retained cash flow to debt above 40% and a leveraged full-cycle ratio (LFCR) of at least 2.0x. The ratings could be downgraded if production volumes decline meaningfully, retained cash flow to debt remains below 30% or the LFCR falls below 1.25x. Murphy Oil Corporation, headquartered in Houston, Texas, is an independent E&P company with producing and/or exploration activities in the US and Canada, as well as in Mexico, Brazil and Vietnam. The principal methodology used in these ratings was Independent Exploration and Production published in August 2021. NORDIC AVIATION: Judge Approves $15 Million DIP Financing --------------------------------------------------------- Rick Archer of Law360 reports that a Virginia bankruptcy judge on Thursday, March 31, 2022, approved a $15 million debtor-in-possession financing package for two affiliates of aircraft leasing company Nordic Aviation Capital that the company said are nearly out of cash to continue operations. Following a brief virtual hearing, U.S. Bankruptcy Judge Kevin Huennekens approved the DIP financing proposal that Nordic said was necessary to keep the two affiliates running past the next few weeks. Ireland-based Nordic and its affiliates filed for Chapter 11 in December with more than $6.3 billion in funded debt, saying it was facing massive losses as COVID-19 travel restrictions made it impossible for its customers. About Nordic Aviation Capital Nordic Aviation Capital is the leading regional aircraft lessor serving almost 70 airlines in approximately 45 countries. Its fleet of 475 aircraft includes ATR 42, ATR 72, De Havilland Dash 8, Mitsubishi CRJ900/1000, Airbus A220 and Embraer E-Jet family aircraft. On Dec. 17, 2021, Nordic Aviation Capital Pte. Ltd., NAC Aviation 17 Limited, NAC Aviation 20 Limited, and Nordic Aviation Capital A/S each filed petitions seeking relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Va.). On Dec. 19, 2021, Nordic Aviation Capital Designated Activity Company and 112 affiliated companies also filed petitions seeking Chapter 11 relief. The lead case is In re Nordic Aviation Capital Designated Activity Company (Bankr. E.D. Va. Lead Case No. 21-33693). Judge Kevin R. Huennekens oversees the cases. The Debtors tapped Kirkland & Ellis and Kutak Rock, LLP as bankruptcy counsels and the law firms of Clifford Chance, LLP, William Fry, LLP and Gorrissen Federspiel as corporate counsels. N.M. Rothschild & Sons Limited, Ernst & Young, LLP and PricewaterhouseCoopers, LLP serve as the Debtors' financial advisor, restructuring advisor and tax advisor, respectively. Epiq Corporate Restructuring, LLC, is the claims and noticing agent. O'CONNOR CONSTRUCTION: Taps Benchmark Tax Group as Consultant ------------------------------------------------------------- O'Connor Construction Group, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas to employ Benchmark Tax Group, LLC to provide sales tax audit consulting services. The firm's services include: a. assessing the Debtor's operation and developing the audit strategy; b. conducting a pre-audit review of records before meeting with the Debtor's auditor; c. assuming the lead in organizing and managing records or information; d. working directly with the auditor throughout the audit process; e. reviewing and challenging any proposed assessments with which the firm is not in agreement; f. providing entrance and exit conference representation; and g. making proactive suggestions to the Debtor to mitigate future sales and use tax costs. The firm will be paid a fixed fee of $3,900, plus contingency fee of 35 percent of any tax refunds or credits, and any unclaimed property. Todd Wilkerson, a partner at Benchmark Tax Group, disclosed in a court filing that his firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Todd Wilkerson Benchmark Tax Group, LLC 3900 S. Stonebridge Drive, Suite 1101 McKinney, TX 75070 Tel: (214) 452-8283 Fax: (214) 452-7774 About O'Connor Construction Group Based in Poolville, Texas, O'Connor Construction Group, LLC has over 30 years of experience as a commercial and industrial contractor specializing in food storage and processing facilities, and provides turnkey design, construction and construction management services for projects nationwide, but focusing primarily in the South and Southwest. O'Connor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Texas Case No. 22-40187) on Jan. 28, 2022. In the petition signed by Paul O'Connor, member and manager, the Debtor disclosed up to $10 million in assets and up to $50 million in liabilities. Judge Edward L. Morris oversees the case. The Debtor tapped the Law Offices of Joseph F. Postnikoff, PLLC as its bankruptcy counsel; Underwood Law Firm, PC as special counsel; Benchmark Tax Group, LLC as consultant; and Chuck Blanton, CPA, PLLC and Stephanie Shaner, CPA, PLLC as accountants. Union Funding Source, Inc., as secured creditor, is represented by Shanna M. Kaminski, Esq., at Kaminski Law, PLLC. O'CONNOR CONSTRUCTION: Taps Chuck Blanton as Tax Accountant ----------------------------------------------------------- O'Connor Construction Group, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas to employ Chuck Blanton, CPA, PLLC to prepare its annual federal and state income tax returns. The firm will charge $250 per hour and will seek reimbursement for out-of-pocket expenses. Chuck Blanton, CPA, a partner at Chuck Blanton, disclosed in a court filing that his firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Chuck Blanton, CPA Chuck Blanton, CPA, PLLC 100 Lakeside Drive Lipan, TX 76462-2909 Tel: (817) 229-6919 Email: chuck.blanton@lpl.com About O'Connor Construction Group Based in Poolville, Texas, O'Connor Construction Group, LLC has over 30 years of experience as a commercial and industrial contractor specializing in food storage and processing facilities, and provides turnkey design, construction and construction management services for projects nationwide, but focusing primarily in the South and Southwest. O'Connor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Texas Case No. 22-40187) on Jan. 28, 2022. In the petition signed by Paul O'Connor, member and manager, the Debtor disclosed up to $10 million in assets and up to $50 million in liabilities. Judge Edward L. Morris oversees the case. The Debtor tapped the Law Offices of Joseph F. Postnikoff, PLLC as its bankruptcy counsel; Underwood Law Firm, PC as special counsel; Benchmark Tax Group, LLC as consultant; and Chuck Blanton, CPA, PLLC and Stephanie Shaner, CPA, PLLC as accountants. Union Funding Source, Inc., as secured creditor, is represented by Shanna M. Kaminski, Esq., at Kaminski Law, PLLC. O'CONNOR CONSTRUCTION: Taps Stephanie Shaner as Accountant ---------------------------------------------------------- O'Connor Construction Group, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas to employ Stephanie Shaner, CPA, PLLC as its accountant. The firm's services include: a. assistance with filings for bankruptcy proceedings, including the Debtor's monthly operating reports; b. review of chart of accounts; c. assistance in clean-up of financial statements; and d. other necessary accounting and financial services requested by the Debtor. The firm will charge $200 per hour and will seek reimbursement for out-of-pocket expenses. Stephanie Shaner disclosed in a court filing that her firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Stephanie A. Shaner Stephanie Shaner, CPA, PLLC 10305 Holly Gove, Drive Fort Worth, TX 76108 About O'Connor Construction Group Based in Poolville, Texas, O'Connor Construction Group, LLC has over 30 years of experience as a commercial and industrial contractor specializing in food storage and processing facilities, and provides turnkey design, construction and construction management services for projects nationwide, but focusing primarily in the South and Southwest. O'Connor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Texas Case No. 22-40187) on Jan. 28, 2022. In the petition signed by Paul O'Connor, member and manager, the Debtor disclosed up to $10 million in assets and up to $50 million in liabilities. Judge Edward L. Morris oversees the case. The Debtor tapped the Law Offices of Joseph F. Postnikoff, PLLC as its bankruptcy counsel; Underwood Law Firm, PC as special counsel; Benchmark Tax Group, LLC as consultant; and Chuck Blanton, CPA, PLLC and Stephanie Shaner, CPA, PLLC as accountants. Union Funding Source, Inc., as secured creditor, is represented by Shanna M. Kaminski, Esq., at Kaminski Law, PLLC. OLIN CORP: S&P Alters Outlook to Positive, Affirms 'BB+' ICR ------------------------------------------------------------ S&P Global Ratings affirmed its 'BB+' issuer credit rating on Olin Corp. as well as its 'BB+' rating on the company's unsecured notes, term loan, and revolving credit facility (RCF). The term loan and RCF are unsecured and rank pari passu with the company's unsecured notes. The positive outlook reflects Olin's improved balance sheet and our view that the earnings power and volatility of the business have improved following management's strategic initiatives focused on maximizing value over volume. S&P now expects Olin to maintain weighted-average funds from operations (FFO) to debt of at least 20%-30% throughout a full economic/commodity cycle, which includes an FFO-to-debt ratio of roughly 60% in 2022. S&P said, "We believe Olin's financial policies, which prioritized debt reduction in 2021, will remain supportive of maintaining credit metrics at least in line with our 'BB+' rating, although we anticipate Olin will direct the majority of future free cash flow toward share repurchases and growth initiatives. "Olin reduced gross debt by about $1.1 billion in 2021, while lowering its annual cash interest expense considerably. The company paid about $300 million in cash interest in 2020, and we expect that 2022 interest expense will be closer to $135 million. As a result of debt repayment, and record earnings, S&P Global Ratings-adjusted debt to EBITDA improved to 1.4x in 2021, from over 7x in 2020, and FFO to debt rose to 56%. In our view, Olin's material deleveraging via debt repayment during a period of record earnings will provide the company with significantly more financial flexibility during future cyclical downturns. We consider this to be particularly important given the historical volatility in Olin's product pricing and earnings. Due to the company's stated gross debt target of about $2.5 billion, we contemplate only marginal future debt repayment, with most of the company's free cash flow generation directed toward shareholder rewards and growth initiatives. Olin's board of directors authorized a $1 billion share repurchase program in November 2021, and we expect the company will continue to return cash to shareholders, consistent with its target of distributing 40% of levered free cash flow via dividends and buybacks. We believe Olin will focus primarily on inorganic growth, as opposed to organic capacity expansion. While certain growth vectors, such as additional parlaying activity, would be capital light, other larger transactions could require significantly more capital, along with the possibility of debt financing. These prospective opportunities include the acquisition of additional ECU capacity, the addition of other chlorine derivatives, or a partnership with a PVC producer, which could leverage Olin's existing ethylene dichloride (EDC) capabilities. The potential for debt-funded growth, while supportive of our business risk assessment, remains a key credit risk. "Our positive rating action reflects the improved profitability of Olin's chlor alkali and epoxy businesses, as well as strong earnings in the company's Winchester segment. Caustic soda and chlorine are co-produced in a fixed ratio, which has resulted in relatively high earnings volatility for chlor alkali producers, since strong demand in one co-product can incentivize overproduction and create pricing weakness in the other. Olin has sought to mitigate this volatility by matching its participation according to the weaker market. Olin has stated that it will not supply additional volume into the relatively stronger market (currently chlorine) if this results in pricing weakness in the relatively weaker market (currently caustic). This strategy, supported by cyclical demand and supply side outages in the first half of 2021, has led to steadily increasing ECU profitability over the past year. EBITDA margins in the company's Chlor Alkali Products and Vinyls (CAPV) segment have improved into the mid-30% area and epoxy margins have risen above 20%. Management has also focused on matching output to demand in its derivative products and has stated its willingness to reduce volume--substantially if necessary--of key products, such as elemental chlorine, epichlorohydrin, and epoxy, to support pricing rather than maximize volume. Other profit-enhancing initiatives include directing chlorine downstream toward higher-value applications, sourcing global product liquidity in order to balance market supply/demand, and the movement of customer contracts off of industry price benchmarks. However, about 30% of the company's ECUs will remain under unfavorable contract pricing until 2025. S&P said, "Although we continue to view Olin's earnings as volatile, and do not expect current earnings to persist throughout a complete economic cycle, we believe management's proactive focus on pricing and supply/demand fundamentals would support a less dramatic EBITDA decline in a prospective downturn." The company's Winchester ammunition segment, which has benefited from strong commercial demand and pricing over the past 12 months, also contributes to our assumption for higher-trough EBITDA. S&P said, "We anticipate the business will be more stable and contribute a materially higher level of EBITDA than it has in past years, due to increasing gun ownership and industry dynamics that support the company's pricing power. Additionally, we expect the company's Lake City contract, which it was awarded in late 2020, will lead to a more balanced exposure across commercial, military, and law enforcement ammunition markets." However, the commercial portion of this segment will remain susceptible to the evolution of perceptions and potential regulations on weapons and ammunition producers, which could depress Olin's future earnings. S&P's assessment of the company's business risk reflects Olin's market position, with the largest chlor alkali capacity both in North America and globally, as well as its vertical integration and downstream epoxy capabilities. These favorable factors are partially offset by cyclical end-market demand, the commodity nature of Olin's products, and the company's volatile profitability. Olin is the largest global producer of chlorine, caustic soda, and chlorinated organics and the No. 1 global supplier of epoxy materials. S&P views the chlor alkali industry's medium- to long-term fundamentals as favorable, underpinned by expectations for limited ECU supply growth over the next several years. This could further tighten a market that has already seen relative underinvestment in capacity due to a prolonged period of weak pricing. Olin recently closed certain noneconomic facilities, and further closures this year will bring the company's total chlor alkali capacity reduction to 850,000 tons by the end of 2022. Additionally, even if pricing were to remain elevated at current levels for a sustained period, a new greenfield facility typically takes three to four years to complete and there are few such projects currently underway, particularly in North America and Europe. Olin also benefits from its position at the lower end of the global chlor alkali cost curve with access to relatively low-cost energy. The company secures a portion of its electricity under long-term power supply agreements and about 72% of its electricity needs are generated from natural gas or hydroelectric sources. Access to lower-cost electricity in North America has become particularly advantageous as spreads between U.S. and European/Asian energy/power costs have widened in 2022. S&P said, "Based on our assumptions for Henry Hub natural gas prices, which we expect will average between $3.00-$4.00 per million Btu (mmBtu), we anticipate U.S.-based chlor alkali producers will retain their low-cost advantage for at least the next two years." Olin also purchases a number of its other primary raw materials under long-term arrangements, including benzene, propylene, and ethylene for its EDC production, which it procures at producer economics through its supply agreement with Dow. These advantages are partially offset by the company's dependence on the highly cyclical end markets served by the chlor alkali industry, fluctuations in its commodity raw material costs, and the potential for increased costs related to regulatory scrutiny and emissions standards. In terms of end-market demand, caustic soda is a key input in the pulp and paper market, which is in structural decline. Additionally, alumina consumption is a key driver of caustic demand and is heavily tied to the cyclical automotive market. Expansion in the global housing market and increased industrial production are key drivers of demand for Olin's chlorine and caustic soda products, while its epoxy products are used in coatings, adhesives, and electronics. S&P said, "The positive outlook reflects Olin's capital structure following its significant debt reduction in 2021 and our view that the earnings power of the business has improved following the company's shift to an ECU value maximization strategy. We believe the company's $2.5 billion gross debt target and reduced cash interest burden will support a sustained improvement in credit metrics. Rising demand from an improving macroeconomic environment, combined with management's focus on pricing over volume, substantially increased the company's profitability in 2021. We anticipate these trends will persist into 2022 and forecast S&P Global Ratings-adjusted EBITDA in excess of $2.5 billion for the year, with weighted-average S&P Global Ratings-adjusted FFO to debt improving to 30%-45%. At the current rating, we would expect the company to maintain FFO to debt in the 20%-30% range after accounting for earnings volatility and a potential future downturn. The presence of activist investor Sachem Head Capital Management and the potential for debt-funded acquisitions impart some unpredictability to the company's future financial policy decisions. However, we consider Olin's financial policies, including the use of free cash flow for debt reduction in 2021, as supportive of its ability to maintain credit metrics we consider appropriate for the current rating. "We could revise our outlook on Olin to stable within the next year if we did not believe the company was committed to prudent financial policies that support investment-grade credit metrics. We would view the pursuit of large debt-funded growth initiatives as inconsistent with our current financial policy expectations. We could also consider an outlook revision if the prices for its key products, such as chlorine, caustic soda, or epoxy, declined significantly, which could occur if global economic growth was much weaker than our current expectations. In our downside case, we envision a scenario in which the company's strategy to sacrifice volume during a period of short-term demand weakness fails to support pricing, while energy and power costs continue to rise, further pressuring margins and free cash flow. Specifically, we could consider revising our outlook if Olin's revenue is significantly weaker than we project (greater than 10% below our base-case forecast) and EBITDA margins dropped to the mid-teen-percent levels realized during the 2018-2019 period. "We could upgrade Olin to investment grade in the next 12 months if we became more confident that the company was committed to maintaining financial policies that support investment grade credit metrics and ratings. This would include greater clarity with regard to the company's use of debt to finance potential growth initiatives. An upgrade would also be dependent on continued strong business performance. We could consider an upgrade if pricing remained elevated for an extended period, such that the company's revenue grew marginally, and segment EBITDA margins remained at or near current levels. Before raising our rating, we would expect Olin to improve its weighted-average FFO to debt to about 45% and maintain it near that level after accounting for potential pricing volatility." ESG credit indicators: E3/S3/G2 S&P said, "Environmental and social factors are moderately negative considerations in our credit analysis of Olin Corp. Olin is subject to ongoing risks regarding the storage, generation, transportation, and disposal of hazardous waste. The company has moderate environmental liabilities and must make annual cash outlays for environmental remediation, and for ongoing waste disposal and pollution control efforts, in order to maintain compliance with mandatory and voluntary environmental standards. We cite the company's Winchester segment, which is one of the world's largest manufacturers of small caliber ammunition serving both commercial and military customers, as a key social risk. Winchester only accounted for 18% of the company's sales in 2021; however, we believe ammunition manufacturing could leave the company vulnerable to greater regulatory and customer scrutiny in the future. Somewhat offsetting this risk is the company's exposure to contracted ammunition manufacturing for the U.S. government and ammunition sales to law enforcement, which we believe slightly reduces the regulatory and social risks incurred through the manufacturing of ammunition for commercial uses." OUTSIDE CAPITAL: Seeks Cash Collateral Access --------------------------------------------- Outside Capital, LLC asks the U.S. Bankruptcy Court for the District of Colorado for authority to use cash collateral in accordance with the budget and provide adequate protection to properly perfected secured creditors. The Debtor requires the use of cash collateral to pay necessary operating expenses of the Subway restaurants. The Debtor's bankruptcy filing is caused by several events. COVID-19 impacted the cash flow of six Subway restaurants. Three of the Subway restaurants are the subject of an owner carry back note to which the Debtor is a party. The holder of the owner carry back note has asserted there is a default under the note suing the three Subways and the Debtor. While the Debtor believes there are valid defenses to the litigation, the cost and risk associated with litigation also prompted the bankruptcy filing. The Debtor maintains two secured loans, which liens arising therefrom, could encumber the Debtor's "cash collateral" as the term is defined in Bankruptcy Code section 363. The two liens are generally described as follows: a. First Bank, pursuant to a loan agreement dated July 2015. On August 17, 2019, First Bank filed its UCC-1 asserting a lien on substantially all of the Debtor's assets. b. U.S. Small Business Administration, pursuant to a loan agreement dated May 2020. On June 6, 2020, SBA filed its UCC-1 asserting a lien on substantially all of the Debtor's assets. These parties have also filed UCC-1 financing statements: a. Credibly -- The Debtor says it has no loan or other financial obligation with Credibly. b. Great Western Bank -- The Debtor says this loan has been satisfied in full. The amount owing to First Bank, pursuant to the Debtor's books and records, is approximately $18,953. The amount owing to SBA, pursuant to the Debtor's books and records, is approximately $150,000. The Debtor says the First Bank and SBA may have a secured lien position on the Debtor's funds and revenues that constitute cash collateral as the term is defined in the Bankruptcy Code. The Debtor's total asset value as of the Petition Date is approximately $19,200, comprised of cash on hand. The Debtor receives cash from the Subway restaurants in which it holds an interest, which pays the obligations of the restaurants through a consolidated billing and payment process. As adequate protection for the use of cash collateral, the Debtor proposes to provide a replacement lien on all post-petition accounts and accounts receivable to the extent that the use of the cash collateral results in a decrease in the value of the collateral pursuant to 11 U.S.C. section 361(2). The Debtor will maintain adequate insurance coverage on all personal property assets and adequately insure against any potential loss. A copy of the motion and the Debtor's budget for the period from May to October 2022 is available at https://bit.ly/3IQJbRE from PacerMonitor.com. The Debtor projects $110,400 in net sales and $106,152 in total expenses for May 2022. About Outside Capital, LLC Outside Capital, LLC is a Colorado limited liability company. Outside Capital is a holding company that has an 86% ownership interest in six Subway restaurants. Of the six, three of the restaurants have filed companion bankruptcy cases under Chapter 11 Subchapter V of the Bankruptcy Code. Outside Capital sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Colo. Case No. 22-11004) on March 28, 2022. In the petition signed by Ryan Newcomb, manager, the Debtor disclosed up to $50,000 in assets and up to $10 million in liabilities. Aaron A. Garber, Esq., at Wadsworth Garber Warner Conrardy, P.C., is the Debtor's counsel. PARALLAX HEALTH: Unveils Changes to Board, Management Team ---------------------------------------------------------- Pursuant to an Action by Written Consent of Shareholders Holding a Majority in Interest in Parallax Health Sciences, Inc. dated March 23, 2022, the following individuals were elected to the Company's Board of Directors who will serve until the election of new directors by the shareholders of the Company or resignation or removal: * Dr. David L. Stark * Mr. John L. Ogden * Ms. Calli R. Bucci The following individuals were not re-elected as Board members: * Mr. Jorn Gorlach * Mr. Nathaniel T. Bradley Appointment of Chairman of the Board and Election of Officers: Effective March 25, 2022, Dr. David L. Stark was unanimously appointed as Chairman of the Board and elected to serve as president of the Company and its subsidiaries. Dr. Stark formerly served as the Company's president between March 1, 2020, until his resignation for personal reasons on Aug. 16, 2021. Termination of Officer: On March 26, 2022, Ms. Sonia Choi, the Company's interim chief executive officer since Sept. 14, 2021, was terminated in her role as interim CEO. Current Directors and Officers: The following represents the Company's Directors and Officers after the effects of the changes referenced above: Board of Directors ------------------ Dr. David L. Stark Chairman Mr. John L. Ogden Board Member Ms. Calli R. Bucci Board Member Officers -------- Dr. David L. Stark President Ms. Calli R. Bucci Chief Financial Officer Secretary, Treasurer About Parallax Headquartered in West Palm Beach, Florida, Parallax Health Sciences, Inc. -- http://www.parallaxcare.com-- is a healthcare company focused on developing products and services that can provide remote communication, diagnosis, treatment, and monitoring of patients on a proprietary platform. Through its innovative technologies, both patented and patent-pending, the Company's principal mission is to deliver solutions that empower patients, reduce costs, and improve the quality of care. Parallax reported a net loss of $12.87 million for the year ended Dec. 31, 2019. As of Dec. 31, 2019, the Company had $1.36 million in total assets, $11.61 million in total liabilities, and a total stockholders' deficit of $10.25 million. Farmington Hills, Michigan-based Freedman & Goldberg CPAs, the Company's auditor since 2016, issued a "going concern" qualification in its report dated May 15, 2020, citing that the Company has suffered recurring losses from operations, has a net capital deficiency and has significant contingencies that raise substantial doubt about its ability to continue as a going concern. PB-6 LLC: Unsecureds to be Paid From Remaining Balance ------------------------------------------------------ PB-6 LLC, a California limited liability company, submitted a Third Amended Disclosure Statement. The Plan may provide for the Debtor to reorganize by continuing to operate, to liquidate by selling assets of the estate, or a combination of both. This is a liquidating plan. The Proponent seeks to accomplish payments under the Plan by marketing and selling its real property asset. The Effective Date of the proposed Plan is 30 days after the Bankruptcy Court enters the Order approving the Debtor’s chapter 11 plan. Under the Plan, Class 3 General Unsecured Claims totaling $85,426 will be paid the later of 90 days after close of sale of Colfax Villas or a determination of the amount of the Fundrise class 2 claim in the amount remaining after payment of administrative, class 1 and class 2 claims, on a pro-rata basis, after payment in full of non-insider claim, the remaining balance will be paid to insider claim of Peterberg Construction, Inc. Class 3 is impaired. The Plan will be funded by the sale of Colfax Villas. A Disclosure Statement hearing will be held on May 11, 2022, at 10:30 a.m. in courtroom 302. Attorneys for the Debtor: Jeffrey S. Shinbrot, Esq. JEFFREY S. SHINBROT, APLC 15260 Ventura Blvd., Suite 1200 Sherman Oaks, CA 91403 Tel: (310) 659-5444 Fax: (310) 878-8304 E-mail: jeffrey@shinbrotfirm.com A copy of the Disclosure Statement dated March 23, 2022, is available at https://bit.ly/3JHvYvw from PacerMonitor.com. About PB 6 LLC PB 6, LLC, a privately held company in Newbury Park, Calif., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 21-10293) on Feb. 23, 2021. At the time of the filing, the Debtor disclosed assets of between $1 million and $10 million and liabilities of the same range. Judge Maureen Tighe oversees the case. Jeffrey S. Shinbrot, APLC is the Debtor's counsel. PETROCHOICE HOLDINGS: S&P Lowers ICR to 'CCC-', Outlook Negative ---------------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating on U.S.-based lubricant distributor PetroChoice Holdings Inc. to 'CCC-' from 'CCC'. At the same time, S&P lowered its issue-level ratings on its first-lien credit facility and second-lien term loan to 'CCC' and 'C' from 'CCC+' and 'CC', respectively. S&P's '2' recovery rating on the first-lien facility and '6' recovery rating on the second-lien loan are unchanged. The negative outlook reflects the increased risk that PetroChoice will undertake a distressed exchange over the next six months absent unanticipated and significantly favorable changes in its circumstances. S&P said, "In the next six months, PetroChoice will likely undertake a transaction that we view as a distressed debt restructuring. We understand the company has engaged advisors to address its large upcoming first-lien debt maturities. These include its $40 million revolving credit facility (undrawn as of Sept. 30, 2021, but has likely since been tapped to fund working capital needs) and a $293.4 million outstanding first-lien term loan, both of which mature on Aug. 21, 2022. In addition, PetroChoice's $144 million second-lien term loan matures on Aug. 21, 2023. "As its maturities approach, the company will become increasingly reliant on favorable credit and equity market conditions to complete a refinancing. Our ratings reflect PetroChoice's declining flexibility and negotiating leverage, which increase the likelihood it will engage in a transaction that we would view as distressed and tantamount to a default. "We would view a refinancing transaction as distressed if the company's lenders receive less value than they were promised under the original securities without adequate offsetting compensation. This could include a below-par exchange, maturity extension, reduction in interest rate, slowed timing of payments, or a shift to a more junior ranking in its capital structure. Examples of adequate offsetting compensation include fees or an increased interest rate. A going-concern opinion in PetroChoice's 2021 audited financial statements, which we expect it will release on or about April 30, 2022, would not constitute a breach of its covenants based on the terms of the credit agreement. "The company's performance remains pressured, which has led to narrow covenant compliance and tight liquidity. We forecast PetroChoice's credit agreement-defined EBITDA will remain 20%-25% below its 2019 levels through the first half of 2022. In addition, we expect its working capital investment needs will require it to make a significant draw on its revolving credit facility as it rebuilds its inventory levels amid supply constraints and raw material price inflation. Therefore, we forecast the company's covenant headroom will remain below 10%, which will limit any material expansion in its total liquidity position. The key risks limiting the recovery in its earnings and operating cash flows in our base-case forecast include the modest recovery in the demand for lubricants across both passenger vehicle and commercial and industrial end markets, modest customer attrition, elevated fuel costs, and supply constraints. Nevertheless, we project that PetroChoice will likely adequately cover its fixed charges through the first half of 2022." The negative outlook on PetroChoice reflects the increased risk of a distressed exchange in the next six months absent unanticipated and significantly favorable changes in its circumstances. S&P said, "We could lower our ratings on PetroChoice if it is unable to execute a refinancing such that we come to view a default or distressed exchange as a virtual certainty. "We could raise our ratings on PetroChoice if it successfully extends the maturity of its credit facilities well beyond 12 months without undertaking a debt exchange that we view as a selective default." PHOENIX PROPERTIES: $140K Sale of San Anton Drive Asset Confirmed ----------------------------------------------------------------- Judge Edward J. Coleman, III, of the U.S. Bankruptcy Court for the Southern District of Georgia, Savannah Division, confirmed Phoenix Properties of Savannah, LLC's sale of the real property commonly known as 308 San Anton Drive, in Savannah, Georgia 31419, Parcel Identification Number 20753 01023, to April Lovin-Cain and Scott Cain for $140,000, cash, free and clear of liens, with valid liens only to attach to the proceeds of the sale. A hearing on the Motion was held on March 21, 2022. Any funds owing to The Tax Commissioner of Chatham County, Georgia, and any funds owing to the Georgetown Community Services Association, Inc., related to the property will be paid in full at closing. At closing, there will be paid to Julie Brawn of Seaport Real Estate Group, a real estate sales commission in the amount of $7,000 (5% x $140,000). The Order will be final upon entry and any provision in the Bankruptcy Code or Rules otherwise staying the Order is waived. About Phoenix Properties of Savannah Phoenix Properties of Savannah, LLC is a Savannah, Ga.-based company engaged in renting and leasing real estate properties. Phoenix Properties of Savannah filed a petition for Chapter 11 protection (Bankr. S.D. Ga. Case No. 21-40785) on Dec. 2, 2021, listing as much as $10 million in both assets and liabilities. Judge Edward J. Coleman, III oversees the case. James L. Drake, Jr., PC serves as the Debtor's legal counsel. PHOENIX PROPERTIES: $160K Cash Sale of Savannah Property Confirmed ------------------------------------------------------------------ Judge Edward J. Coleman, III, of the U.S. Bankruptcy Court for the Southern District of Georgia, Savannah Division, confirmed Phoenix Properties of Savannah, LLC's sale of the real property commonly known as 18 Barksdale Drive, in Savannah, Georgia 31419, Parcel Identification Number 11004B04010, to Erika C. Brooks for $160,000, cash, free and clear of liens, with valid liens only to attach to the proceeds of the sale. A hearing on the Motion was held on March 21, 2022. Any funds owing to The Tax Commissioner of Chatham County, Georgia, and any funds owing to the Georgetown Community Services Association, Inc., related to the property will be paid in full at closing. At closing, there will be paid to Julie Brawn of Seaport Real Estate Group, a real estate sales commission in the amount of $8,000 (5% x $160,000). The Order will be final upon entry and any provision in the Bankruptcy Code or Rules otherwise staying the Order is waived. About Phoenix Properties of Savannah Phoenix Properties of Savannah, LLC is a Savannah, Ga.-based company engaged in renting and leasing real estate properties. Phoenix Properties of Savannah filed a petition for Chapter 11 protection (Bankr. S.D. Ga. Case No. 21-40785) on Dec. 2, 2021, listing as much as $10 million in both assets and liabilities. Judge Edward J. Coleman, III oversees the case. James L. Drake, Jr., PC serves as the Debtor's legal counsel. PHOENIX PROPERTIES: $170K Sale of Savannah Property to Sampson OK'd ------------------------------------------------------------------- Judge Edward J. Coleman, III, of the U.S. Bankruptcy Court for the Southern District of Georgia, Savannah Division, authorized Phoenix Properties of Savannah, LLC's sale of the real property commonly known as 26 Oxford Court, in Savannah, Georgia 31419, Parcel Identification Number 20761 01015, to Sampson Wealth Initiative, LLC, for $170,000, cash, free and clear of liens, with valid liens only to attach to the proceeds of the sale. A hearing on the Motion was held on March 21, 2022. Any funds owing to The Tax Commissioner of Chatham County, Georgia, and any funds owing to the Georgetown Community Services Association, Inc., related to the property will be paid in full at closing. At closing, there will be paid to Julie Brawn of Seaport Real Estate Group, a real estate sales commission in the amount of $8,500 (5% x $170,000). The Order will be final upon entry and any provision in the Bankruptcy Code or Rules otherwise staying the Order is waived. About Phoenix Properties of Savannah Phoenix Properties of Savannah, LLC is a Savannah, Ga.-based company engaged in renting and leasing real estate properties. Phoenix Properties of Savannah filed a petition for Chapter 11 protection (Bankr. S.D. Ga. Case No. 21-40785) on Dec. 2, 2021, listing as much as $10 million in both assets and liabilities. Judge Edward J. Coleman, III oversees the case. James L. Drake, Jr., PC serves as the Debtor's legal counsel. PHOENIX PROPERTIES: $189K Cash Sale of Savannah Property Confirmed ------------------------------------------------------------------ Judge Edward J. Coleman, III, of the U.S. Bankruptcy Court for the Southern District of Georgia, Savannah Division, confirmed Phoenix Properties of Savannah, LLC's sale of the real property commonly known as 711 Beechwood Drive, in Savannah, Georgia 31419, Parcel Identification Number 20777 04006, to Appetite For Construction, LLC, for $189,000, cash, free and clear of liens, with valid liens only to attach to the proceeds of the sale. A hearing on the Motion was held on March 21, 2022. Any funds owing to The Tax Commissioner of Chatham County, Georgia, and any funds owing to the Georgetown Community Services Association, Inc., related to the property will be paid in full at closing. At closing, there will be paid to Julie Brawn of Seaport Real Estate Group, a real estate sales commission in the amount of $9,450 (5% x $189,000). The Order will be final upon entry and any provision in the Bankruptcy Code or Rules otherwise staying the Order is waived. About Phoenix Properties of Savannah Phoenix Properties of Savannah, LLC is a Savannah, Ga.-based company engaged in renting and leasing real estate properties. Phoenix Properties of Savannah filed a petition for Chapter 11 protection (Bankr. S.D. Ga. Case No. 21-40785) on Dec. 2, 2021, listing as much as $10 million in both assets and liabilities. Judge Edward J. Coleman, III oversees the case. James L. Drake, Jr., PC serves as the Debtor's legal counsel. PHOENIX PROPERTIES: Sale of W. Hawthorne Drive Property Confirmed ----------------------------------------------------------------- Judge Edward J. Coleman, III, of the U.S. Bankruptcy Court for the Southern District of Georgia, Savannah Division, confirmed Phoenix Properties of Savannah, LLC's sale of the real property commonly known as 120 W. Hawthorne Drive, in Savannah, Georgia 31419, Parcel Identification Number 11004E09010, to Gary D. Breon for $140,000, cash, free and clear of liens, with valid liens only to attach to the proceeds of the sale. A hearing on the Motion was held on March 21, 2022. Any funds owing to The Tax Commissioner of Chatham County, Georgia, and any funds owing to the Georgetown Community Services Association, Inc., related to the property will be paid in full at closing. At closing, there will be paid to Julie Brawn of Seaport Real Estate Group, a real estate sales commission in the amount of $7,000 (5% x $140,000). The Order will be final upon entry and any provision in the Bankruptcy Code or Rules otherwise staying the Order is waived. About Phoenix Properties of Savannah Phoenix Properties of Savannah, LLC is a Savannah, Ga.-based company engaged in renting and leasing real estate properties. Phoenix Properties of Savannah filed a petition for Chapter 11 protection (Bankr. S.D. Ga. Case No. 21-40785) on Dec. 2, 2021, listing as much as $10 million in both assets and liabilities. Judge Edward J. Coleman, III oversees the case. James L. Drake, Jr., PC serves as the Debtor's legal counsel. PLANTRONICS INC: Moody's Puts 'Ba3' CFR Under Review for Upgrade ---------------------------------------------------------------- Moody's Investors Service placed Plantronics, Inc.'s Ba3 corporate family rating, Ba3-PD probability of default rating, Ba2 secured debt facilities and B2 senior unsecured debt rating on review for upgrade following the announcement that the company has entered into an agreement to be acquired by HP Inc. ("HP", Baa2 stable) in an all-cash transaction for an implied enterprise value of $3.3 billion inclusive of Plantronics' net debt. The transaction has been approved by the Boards of Directors of both Plantronics and HP. The deal is anticipated to close by the end of this calendar year and is subject to Plantronics' shareholder approval, the satisfaction of certain regulatory clearances, and other customary closing conditions. RATINGS RATIONALE / FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Moody's review will consider the amount of rated debt, if any, that remains in Plantronics capital structure post-closing, the extent of HP's support for the remaining debt, adequacy of financial information for the surviving issuer entity, and the position of such remaining debt within HP's capital structure. If the debt is repaid in full, Moody's will withdraw all of Plantronics' ratings, including the CFR and instrument ratings. Plantronics' Ba3 Corporate Family Rating reflects the company's leading position across several audio, voice and video enterprise communications device markets offset by a rapidly changing technology landscape and very high leverage. The office communications equipment market is evolving quickly to adapt to cloud hosted voice and video communications systems as well as the growth in "soft" phones -- trends that should benefit Plantronics. In particular, the shift to a more remote workforce and rapid acceptance of video as the preferred communications medium should drive growth in certain product lines. To the extent the acquisition by HP does not close, Moody's expects the company will focus on repaying debt until leverage levels moderate. However, the ongoing supply chain issues may slow the pace de-leveraging. Liquidity is good as indicated by the Speculative Grade Liquidity (SGL) rating of SGL-2, reflecting $200 million of cash and short-term investments as of January 1, 2022 as well as Moody's expectation of well over $100 million of annualized free cash flow over the next 12-18 months. Plantronics suspended its dividend program amid the coronavirus pandemic, which previously cost the company approximately $25 million per year. The company also has an undrawn $100 million revolver which is subject to financial covenants which step down over the next year. On Review for Possible Upgrade: Issuer: Plantronics, Inc. Corporate Family Rating, Placed on Review for Upgrade, currently Ba3 Probability of Default Rating, Placed on Review for Upgrade, currently Ba3-PD Senior Secured Bank Credit Facility, Placed on Review for Upgrade, currently Ba2 (LGD3) Senior Unsecured Regular Bond/Debenture, Placed on Review for Upgrade, currently B2 (LGD5) Outlook Actions: Issuer: Plantronics, Inc. Outlook, Changed To Rating Under Review From Negative Plantronics, Inc., headquartered in Santa Cruz, California, is a provider of audio communications headsets and accessories used by businesses and consumers, voice endpoints (i.e. desktop phones and conference room phones), video endpoints (equipment for video rooms and desktops), and platform solutions for enterprise customers to manage their communications systems. Plantronics acquired Polycom, Inc. in July 2018; the combined company does business under the Poly logo. Plantronics had $1.7 billion of revenue for the LTM period ended January 1, 2022. The principal methodology used in these ratings was Diversified Technology published in February 2022. POINT INVESTMENTS: IRS Temporarily Blocked or Seizing Money ----------------------------------------------------------- Jeremy Hill, writing for Bloomberg News, reports that a federal judge temporarily halted an Internal Revenue Service effort to seize money the U.S. government says is owed by a Bermuda fund, Point Investments Ltd. linked to billionaire Robert Brockman. U.S. Bankruptcy Judge J. Kate Stickles on Thursday said she'd stop, for now, the IRS plan to round up cash that Vista Equity Partners owes to Point Investments Ltd., an offshore fund tied to Brockman and his family. The 80-year-old billionaire is facing criminal tax-evasion charges and civil claims for $1.4 billion the IRS says he owes. Point is invested in various entities managed by Vista. About Points Investments Point Investments -- http://www.pointinvestments.co.ke/-- is a transport and logistics company that offers professional cooperate transfers with a fleet of 30 vehicles and professional drivers. Point Investments Ltd. sought Chapter 15 bankruptcy protection (Bankr. D. Del. Case No. 22-bk-10261) on March 29, 2022, to seek U.S. recognition of the proceedings in Bermuda. The petition was signed by Mathew Clingerman of Krys & Associates (Bermuda) Ltd., and Andrew Childe and Richard Lewis of FFP Ltd., who were appointed as the joint provisional liquidators for Point Investments. Q'MAX AMERICA: Trustee Proposes Private Sale of Van Buren Property ------------------------------------------------------------------ Christopher J. Murray, the duly appointed Chapter 7 Trustee for the Chapter 7 estates of the Q'Max America, Inc., and affiliates, asks the U.S. Bankruptcy Court for the Southern District of Texas to approve the private sale of the real property located at 510 Scott Street, in Van Buren, Arkansas 72956, free and clear of all liens, claims, encumbrances, and interests to Larry Breeden and/or assigns for $160,000. Objections, if any, must be filed within 21 days of the date the Notice was served. Pursuant to the Trustee's third case status report to the Court on March 8, 2022, the Trustee is beginning his third and final phase of the Case: Resuming normal chapter 7 wind–down operations. As part of the third phase of the Case, he has determined it is reasonable and appropriate to pursue a Sale of the Property. Contemporaneously therewith, the Trustee has filed the form of Purchase Agreement, which represents entry into the final phase of these Cases. Consummation of the contemplated sale of the Property will bring these Cases closer to conclusion. Following consummation, the Property will be distributed to Breeden. The pertinent terms of the Purchase Agreement are summarized as follows: The Property will be sold "as is, where is, with all faults," free and clear of all liens, claims, encumbrances of any kind or character, with any valid liens to attach to the sales proceeds -- subject to the Trustee’s avoidance powers to the extent necessary-- and other interests. All ad valorem taxes and closing costs will be paid at closing. The Trustee is aware of no liens on the Property other than certain property taxes that will be satisfied at closing. The Trustee makes no representations or warranties of any nature with respect to the Property. Breeden agrees to take possession of the Property upon approval of the Sale Order. The Trustee submits that the proposed private Sale to Breeden in accordance with the Real Estate Contract (Commercial) is appropriate in light of the facts and circumstances of these Cases. Accordingly, the Purchase Agreement maximizes the value received for the Property being sold and provides a benefit to Debtors' estates. Therefore, the Trustee requests that the Court approves the proposed private Sale of the Property to Breeden in accordance with the Purchase Agreement. The Trustee further requests waiver of the stay imposed by Rule 6004(h), to allow him and Breeden to close as soon as possible. A copy of the Agreement is available at https://tinyurl.com/vkrpvh77 from PacerMonitor.com free of charge. The bankruptcy case is In re Q'Max America, Inc., (Bankr. S.D. Tex. Case No. 20-60030 (CML). Christopher J. Murray is the duly appointed chapter 7 Trustee for the chapter 7 estate. RADNET MANAGEMENT: Moody's Alters Outlook on B2 CFR to Positive --------------------------------------------------------------- Moody's Investors Service affirmed RadNet Management, Inc.'s B2 Corporate Family Rating, B2-PD Probability of Default Rating, and the B1 rating on the first lien senior secured credit facility. Moody's also revised the outlook to positive from stable and upgraded the company's Speculative Grade Liquidity (SGL) rating to SGL-1 from SGL-2. The outlook revision to positive from stable reflects the company's full recovery from the impact of the coronavirus pandemic and Moody's view that this recovery will be sustained. The change of outlook also reflects RadNet's improved financial leverage, EBITDA margins and liquidity in 2021. The affirmation of the B2 CFR reflects Moody's expectations that RadNet's business volume and revenue growth in the next 12-18 months will be comparable to pre-pandemic levels and the company's financial leverage will remain in the low 4-times range. The upgrade of the company's SGL rating reflects improved liquidity supported by Moody's expectation of $40-50 million in annual free cash flow and the company's $134 million in cash as of December 2021. RadNet's liquidity is further supported by extended debt maturities as the company refinanced its capital structure in April 2021. Affirmations: Issuer: RadNet Management, Inc. Corporate Family Rating, Affirmed B2 Probability of Default Rating, Affirmed B2-PD $195 million senior secured first lien revolving credit facility expiring in 2026 at B1 (LGD3) $725 million senior secured first lien term loan due 2028 at B1 (LGD3) Upgrades: Issuer: RadNet Management, Inc. Speculative Grade Liquidity Rating, Upgraded to SGL-1 from SGL-2 Outlook Actions: Issuer: RadNet Management, Inc. Outlook, Changed To Positive From Stable RATINGS RATIONALE RadNet Management, Inc's B2 CFR is constrained by its geographic concentration in six states with most of its facilities located in California, New York and Maryland. Moody's estimates that the company's financial leverage was approximately 4.3 times at the end of December 2021. The rating is constrained by the company's high fixed costs, including significant CAPEX and sizeable interest expenses. The company's ratings benefit from its strong competitive position in its primary markets. The rating also benefits from the diversification of revenues through the multi-modality capabilities (including X-rays, CT scans, MRI, ultrasound and mammography) of its sites. The company's payor diversity is good with around 57% of revenues sourced from commercial payors that offer higher reimbursement rates than government payors. RadNet's liquidity is very good and is supported by Moody's expectation of $40-50 million in annual free cash flow, $134 million in cash and approximately $187 million available to draw under the company's $195 million revolver as of 12/31/2021. The company only has modest mandatory annual amortization of its first lien term loan (- 7 million) although its capital expenditure requirements are material given the need to maintain expensive diagnostic equipment. Social risks are material for RadNet given the substantial implications for public health and safety. RadNet was materially impacted by the coronavirus outbreak in 2020 but the company's business volumes have largely recovered since then. The medical imaging services business is also exposed to some social risk given that the services may be provided on an out-of-network basis and may be subject to government regulations such as the No Surprises Act of 2022. As a publicly-traded company, RadNet's transparency, disclosures, accountability and compliance are likely to be better than its private equity-owned peers. The B1 rating on Radnet's senior secured revolving credit facility and term loan is one notch higher than the company's B2 CFR. The senior secured credit facilities benefit from the cushion provided by the existence of a significant amount of unsecured trade payables and lease rejection claims. The revolver and the term loan are secured by a first lien on substantially all of RadNet's assets. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The company's ratings could be upgraded if it increases the scale and geographic diversification. Additionally, Moody's would consider an upgrade if the company's adjusted debt/EBITDA is sustained below 4.5 times. Furthermore, a disciplined growth strategy and a stable reimbursement environment are needed for an upgrade. The ratings could be downgraded if the company's operating performance and/or liquidity position weaken due to reasons including the change in the trajectory of the pandemic, labor shortage and inflation. Quantitatively, Moody's could downgrade the rating if debt/EBITDA is sustained above 5.5 times. The principal methodology used in these ratings was Business and Consumer Services published in November 2021. REGIONAL HEALTH: Ben Waites Ceases to Serve as CFO -------------------------------------------------- Regional Health Properties, Inc. and Ben Waites, the company's chief financial officer and executive vice president, mutually agreed Mr. Waites would relinquish his duties and would cease functioning as the company's principal financial officer and principal accounting officer as of March 21, 2022. Brent Morrison, Regional Health's chief executive officer and president, has assumed Mr. Waites' responsibilities. 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 FINANCIAL: S&P Keeps 'CCC-/C' ICRs on Watch Negative ---------------------------------------------------------------- S&P Global Ratings maintained its 'CCC-/C' long-term foreign and local currency issuer credit ratings on Renaissance Financial Holding Ltd. (RFHL) on CreditWatch with negative implications. Subsequently, S&P withdrew the ratings at the issuer's request. Rationale S&P's 'CCC-/C' ratings reflected its view of RFHL's weak business prospects in 2022; likely heavy revaluation of its sizable trading portfolio of Russian bonds and equities, which accounted for about 1.5x of its consolidated group capital at end-2021; and loans to its shareholder, Russia-based investment fund Onexim, which accounted for about 0.9x of its capital at the same date. The CreditWatch placement at the time of withdrawal reflected S&P's view that it could have lowered the ratings further once it had more clarity on the issuer's technical ability and willingness to honor its obligations in full and on time. RENTZEL PUMP: Files Emergency Bid to Use Cash Collateral -------------------------------------------------------- Rentzel Pump Manufacturing, LP asks the U.S. Bankruptcy Court for the Western District of Oklahoma for authority to use cash collateral and porivde post-petition liens. The Debtor requires the use of cash collateral to fund its business operations and pay present operating expenses. Oklahoma State Bank and the Internal Revenue Service hold validly perfected and enforceable liens on and security interests in, among other things, the Debtor's accounts, inventory, equipment, machinery and general intangibles, and all proceeds thereof, as described and evidenced by several security agreements executed by the Debtor on various dates and perfected by various financing statements filed with the Oklahoma Secretary of State on various dates, respectively, and the various liens filed by the IRS. As adequate protection for the use of cash collateral, the Debtor proposes to grant a validly perfected first priority lien on and security interests in the Debtor's post-petition Collateral subject to existing valid, perfected and superior liens in the Collateral held by other creditors, if any, and the Carve-Out. The post-petition security interests and liens proposed to be granted will be valid, perfected and enforceable and will be deemed effective and automatically perfected as of the Petition Date without the necessity of the Secured Creditors taking any further action. In the event of, and only in the case of Diminution of Value of the Secured Creditors' interests in the collateral, grant a super-priority claim that will have priority in the Debtor's bankruptcy case over all priority claims and unsecured claims against the Debtor and its estate. The Carve-Out will include any fees due to the U.S. Trustee pursuant to 28 U.S.C. section 1930 and fees and expenses incurred by the Debtor's professionals and approved by the Court in an amount not to exceed $20,000. A copy of the motion is available at https://bit.ly/3j4p6wR from PacerMonitor.com. About Rentzel Pump Manufacturing, LP Rentzel Pump Manufacturing, LP sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Okla. Case No. 22-10541) on May 25, 2022. In the petition signed by Randall Rentzel, president, the Debtor disclosed up to $500,000 in assets and up to $10 million in liabilities. Gary D. Hammond, Esq. at Mitchell & Hammond is the Debtor's counsel. RIVER MILL: Exclusivity Period Extended to May 11 ------------------------------------------------- Judge Douglas Dodd of the U.S. Bankruptcy Court for the Middle District of Louisiana extended to May 11 the period during which only River Mill, LLC can file a Chapter 11 plan. The company can solicit acceptances for the plan until July 11. About River Mill River Mill, LLC owns and operates a shopping center located at 3235 Highway 1 South, Port Allen, La. River Mill filed a Chapter 11 petition (Bankr. M.D. La. Case No. 21-10485) on Oct. 13, 2021, listing as much as $10 million in both assets and liabilities. Judge Douglas D. Dodd oversees the case. Tristan Manthey, Esq., and Cherie Dessauer Nobles, Esq., at Fishman Haygood, LLP serve as the Debtors' bankruptcy attorneys. The First, A National Banking Association, a secured creditor, is represented by Bartley P. Bourgeois, Esq., at The Cohn Law Firm, LLC. RKJ HOTEL: Debtor Will Amend Disclosure to Address Issues --------------------------------------------------------- RKJ Hotel Management, LLC, submitted a reply to the limited objection and reservation of rights of Marriott International, Inc., to the Disclosure Statement to Accompany Debtor's Second Amended Plan of Reorganization, filed by Marriott International, Inc. on March 21, 2022. With respect to Marriott's objection to the Disclosure Statement regarding further information as to the Marriott cure amount and the source of payment of the cure amount, the Debtor will amend the Disclosure Statement to make clear that Debtor intends to pay in full the Cure Amount owed to Marriott (whether agreed to by Debtor and Marriott or ordered by the Court) with existing and future generated cash on hand and the New Value Consideration. Although Marriott objected to the Disclosure Statement, Debtor notes that Marriott is not entitled to vote on the Second Amended Plan as holder of an executory contract that is being assumed and cured under the Second Amended Plan. The Debtor points out that many of Marriott's objections are to be considered at confirmation: * Although Debtor does not dispute that if a plan is inherently or patently not confirmable the Court may resolve that issue at a disclosure statement hearing, Marriott has not demonstrated that the Second Amended Plan, on its face, may not be confirmed – its issues are addressed to performance under the Second Amended Plan. Thus, the Court should not allow the hearing on the Disclosure Statement to be transformed into a mini confirmation hearing. * Moreover, Debtor intended to file its declarations in support of confirmation of the Second Amended Plan, including its expert declaration addressing the Second Amended Plan's feasibility among other things, on April 25, 2022, as proposed in the Motion and Disclosure Statement Order, which is consistent with confirmation procedures approved by this and other Nevada Bankruptcy Courts. Thus, Marriott's inclusion of objections to the Second Amended Plan, including feasibility, is not cause to deny approval of the Disclosure Statement. Moreover, the Debtor asserts that Marriott's objection to the exculpation provision of the Second Amended Plan is without merit. While the exculpation clause of the Second Amended Plan is not violative of Ninth Circuit law in any respect, Debtor would agree to amend the Disclosure Statement to make clear that the exculpation clause is not intended to release Mr. Katofsky's guaranty to Marriott and include the same in the order confirming the Second Amended Plan. Marriott objected to the Disclosure Statement on grounds that it is unclear how the New Equity will be distributed among Debtor's present equity. According to the Debtor, the New Equity in Reorganized Debtor will be distributed consistent with the equity spread in Debtor as of the Petition Date. Debtor notes that the equity division listed in the Franchise Agreement does not include the 1% owned by WOFM as required by Rialto Mortgage as part of the RSS Loan. Attorneys for the Debtor: Gerald M. Gordon, Esq. Mark M. Weisenmiller, Esq. GARMAN TURNER GORDON LLP 7251 Amigo Street, Suite 210 Las Vegas, Nevada 89119 Telephone: (725) 777-3000 Facsimile: (725) 777-3112 E-mail: ggordon@gtg.legal mweisenmiller@gtg.legal About RKJ Hotel Management RKJ Hotel Management, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Nev. Case No. 21-10593) on Feb. 9, 2021. Jeff Katofsky, member and authorized representative, signed the petition. In the petition, the Debtor disclosed assets of between $10 million and $50 million and liabilities of the same range. Judge Natalie M. Cox oversees the case. The Debtor tapped Garman Turner Gordon, LLP as its legal counsel. ROCKING M MEDIA: Files Emergency Bid to Use Cash Collateral ----------------------------------------------------------- Rocking M Media, LLC and affiliates ask the U.S Bankruptcy Court for the District of Kansas for authority to use cash collateral and provide adequate protection. The Debtors contend they have an urgent and immediate need for cash to continue operating their business. While they have not fully analyzed the loan documents, the Debtors believe one or more of the Debtors are indebted to these creditors, which debts may be secured by the Debtors' assets: Kansas State Bank of Manhattan, Bank of Commerce & Trust Co., Farmers & Merchants Bank of Colby, the Small Business Administration and Belate, LLC, may claim valid, perfected and enforceable liens on and security interests in, among other things, depository accounts, real property and/or specific furniture, fixtures and equipment, all as more particularly described and evidenced by those security agreements executed by the Debtors on various dates and perfected by either financing statements filed with the Kansas/Missouri Secretary of State, certain mortgages or by controlling the accounts. As adequate protection for the use of cash collateral, the Debtors propose to grant the Potential Secured Creditors with replacement liens in post-petition accounts receivable in an amount equal to but not to exceed the cash collateral used and to the extent that use of cash collateral results in any decrease in the aggregate value of the Potential Secured Creditors' liens on Debtors' property on the Petition Date. The Debtors assert that this post-petition grant of security interest in accounts receivable up to the value and priority of each Potential Secured Creditor will provide adequate protection to the Potential Secured Creditors. In the event of, and only in the case of Diminution of Value of the Potential Secured Creditors' interests in the Collateral, the Debtors grant a super-priority claim that will have priority in the corresponding Debtors' bankruptcy case over all priority claims and unsecured claims against Debtors and their estates. This super-priority claim will be subject and subordinate to the Carve-Out which include any fees due to the U.S. Trustee pursuant to 28 U.S. section 1930 and fees and expenses incurred by Debtors' professional and approved by the Court. A copy of the Debtor's motion is available at https://bit.ly/3Do5nl6 from PacerMonitor.com. About Rocking M Media, LLC Rocking M Media, LLC and affiliates own and operate radio stations, radio networks, and digital media platforms that provide music, news, sports, and weather to its listeners and viewers. Rocking M Media supports local, regional, and national businesses and organizations across the State of Kansas as well as Nebraska, Colorado, Oklahoma, and Texas. The Debtors sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Kan. Case No. 22-20242) on March 26, 2022. In the petition signed by Monte M. Miller, chief executive officer, the Debtors disclosed up to $1 million in assets and up to $10 million in liabilities. Sharon L. Stolte, Esq., at Sandberg Phoenix & von Gontard PC is the Debtors' counsel. ROSIE'S LLC: Jaegar Buying CJ Frank Farm & Pivonka Ranch for $2.86M ------------------------------------------------------------------- Rosie's, LLC, asks the U.S. Bankruptcy Court for the District of Colorado to approve the sale of the real property commonly known as the "CJ Frank Farm" and the "Pivonka Ranch" properties as legally described on the Purchase and Sale Agreement to Jaegar Enterprises, LLC, for $2,862,812. The Debtor is engaged in the business of owning, operating and leasing residential and commercial real properties. The Property is property of the Debtor's estate. It consists of two separate yet adjacent parcels used for agricultural purposes. As of the Petition date, the Property was encumbered by the following liens, encumbrances and/or interests ("Liens"): (a) a promissory note and duly recorded first priority deed of trust and security interest as evidenced by a Deed of Trust - Security Agreement, Assignment of Rents and Fixture Filing filed and recorded on April 24, 2015, in Logan County, Colorado at Reception No 724128 , Book 1012, Page 301, which was assigned first to U.S. Bank National Association, as Custodian Trustee for Federal Agricultural Mortgage by virtue of Assignment of Deed of Trust filed and recorded on April 24, 2015 in Logan County, Colorado at Reception 724129, Book 1012, Page 302, and subsequently assigned to J Capital, LLC by virtue of Assignment of Deed of Trust dated July 1, 2021, filed and recorded on July 9, 2021 in Logan County, Colorado at Reception No. 756213, Book 01044, Page 401 (altogether, the "J Capital DoT"); (b) a Deed of Trust for the benefit of The Galinn Fund, LLC, dated May 10, 2019, securing the original principal sum of $12,750,000.00, and recorded with the Clerk and Recorder for the County of Logan, Colorado, on August 27, 2019 at Reception No. 746142 (the "Galinn DoT"); and (c) a UCC-1 in favor of Galinn recorded with the Clerk and Recorder for the County of Logan, Colorado, on Aug. 27, 2019 at Reception No. 746143 (the "Galinn UCC-1"). J Capital filed proof of claim number 6 filed in the Debtor's bankruptcy case on Oct. 20, 2021; as of March 7, 2022, the balance due under the note and J Capital DoT is $1,546,210.13. Upon information and belief, as of the Petition Date, Galinn is allegedly owed approximately $12.75 million on account of a purported junior lien against the Property. On Feb. 3, 2022, the Debtor filed its Chapter 11 Plan of Reorganization Dated Feb. 3, 2022. On Feb. 9, 2022, the Debtor filed its Objection to the Galinn Fund, LLC's Claim No. 5-1 Pursuant to 11 U.S.C. Section 502(b), Fed. R. Bankr. P. 3001, 3003 and 3007, and L.B.R. 3007-1. As set forth in the Galinn Claim Objection, the Debtor disputes the extent of its purported liability under a prepetition guaranty executed by the Debtor. On March 17, 2022, the Debtor commenced an adversary proceeding against Galinn styled as Rosie’s, LLC v. The Galinn Fund, LLC, Adv. Pro. No. 22-1055-TBM. In the Galinn Adversary Proceeding the Debtor seeks to, inter alia, avoid the liens granted under the Galinn DoT against the Property as a fraudulent transfer, pursuant to Section 544(b) and C.R.S. Sections 38-8-105 and 106. As a result of the Galinn Claim Objection and the Galinn Adversary Proceeding, there is a bona fide dispute regarding any liens Galinn claims against the Property. Additionally, there may be inchoate liens for unpaid real property taxes in favor of the County of Logan, Colorado encumbering the Property. Finally, the CJ Frank Farm is subject to a lease to Jaeger Farms of Colorado, which is an affiliate of J Capital. J Capital and a separate affiliate, the Buyer, desire to purchase the Property on the terms and conditions set forth in the Sale Contract. The Debtor has not engaged a broker for assistance with the listing of the Property and believes that hiring a broker to sell the Property is unnecessary and would serve no beneficial purpose to the estate. In light of the likely value of the Property, the Liens (including accounting for Galinn’s disputed lien), and associated costs of sale, there is no equity in the Property for the benefit of the Debtor's estate. The Sale Contract contains the following salient provisions: a. The purchase price is $2,862,812. b. J Capital and the Buyer are entitled to credit bid the amount of the J Capital Secured Claim against the Purchase Price. c. The Buyer is obligated to fund a deposit of $10,000. d. The Buyer is purchasing the Property "as is" and "where is," but free of all Liens, claims and encumbrances. e. The Buyer has a financing contingency to purchase the Property. f. The Buyer and the Seller have agreed that no broker is needed or necessary and that no broker's fee must be paid. g. The Sale Contract is not binding on the Debtor until the Court grants the Motion. h. The sale of the Property will be free and clear of all liens, claims, interests and encumbrances. The sale is, however, subject to the Jaeger Farms Lease. i. After payment of regular and customary closing costs, including prorated real property taxes and United States Trustee fees, the Debtor will hold the proceeds from the sale of the Property until further, final orders of the Court enters directing the Debtor as to which parties it will distribute the proceeds. After payment of customary costs of sale, including payment of all amounts that may be owing under 28 U.S.C. Section 1930, $100,000 of the sale proceeds will be reserved in order to satisfy any administrative expense claims arising under 11 U.S.C. Section 503, 506(c) and 507 arising in the bankruptcy case. j. he Debtor's obligation to sell the Property, pursuant to the Sale Contract, is subject to the Debtor's fiduciary duty as a DIP in the chapter 11 case. k. The Buyer is not entitled to a breakup fee if the Sale Contract does not close. The Debtor seeks authorization to sell the Property and pay customary closing costs, including the prorated real property taxes and fees due, and hold the sale proceeds pending a further order of the Court requiring the Debtor to distribute such proceeds from the sale as directed by the Court. Finally, the Debtor requests that the Court enters an order granting this Motion that is self-executing and effective immediately upon entry, and that the stay under Fed. R. Bankr. P. 6004(h) be waived to allow Debtor to close as soon as practicable. A copy of the Contract is available at https://tinyurl.com/492kn9ek from PacerMonitor.com free of charge. About Rosie's LLC Rosie's, LLC, a Sterling, Colo.-based company engaged in renting and leasing real estate properties, filed a voluntary petition for Chapter 11 protection (Bankr. D. Colo. Case No. 21-14259) on Aug. 16, 2021, listing as much as $50 million in both assets and liabilities. David W. Lebsock, the Debtor's manager, signed the petition. Moye White, LLP, represents the Debtor as legal counsel. RSP PITTSBURGH: Disclosure Inadequate, U.S. Trustee Says -------------------------------------------------------- Andrew R. Vara, United States Trustee, who files the within objection to approval of Disclosure Statement and Confirmation of RSP Pittsburgh, Inc.'s Plan of Reorganization Dated March 3, 2022. In support of this objection, the United States Trustee states as follows: United States Trustee asserts that the Debtor has failed to provide sufficient information to demonstrate that he can fund the Plan. United States Trustee complains that the terms of the alleged executory contracts are never disclosed. According to the United States Trustee, the Debtor's 12-month financial projections provide that it will receive revenue from rental income in the amount of $7,500.00 per month; however, the Monthly Operating Reports ("MORs") in this case report nothing close to this amount. The United States Trustee points out that the Disclosure Statement does not comply with Local Rule 3016-1 which requires the Debtor to attach (i) a 12-month historic summary detailing net cash flow; (ii) a 12-month summary of projected net cash flow available to fund the plan; and (iii) an evaluation of plan feasibility for a 12-month period. The United States Trustee further points out that the Debtor's historic summary includes only 4 unspecified months of data, and the reported revenue is not substantiated and does not align with the MORs filed to date in this case. According to the United States Trustee, the Disclosure Statement is presently devoid of any reliable information necessary for creditors to assess the feasibility of the Plan. The United States Trustee asserts that the Debtor has not provided sufficient information to demonstrate a successful rehabilitation that will not require further liquidation or reorganization. About RSP Pittsburgh RSP Pittsburgh, Inc., filed a petition for Chapter 11 protection (Bankr. W.D. Pa. Case No. 21-21968) on Sept. 7, 2021, listing as much as $500,000 in both assets and liabilities. Judge Carlota M. Bohm oversees the case. Dennis J. Spyra, Esq., is the Debtor's bankruptcy attorney. RSP PITTSBURGH: Plan Disclosures Inadequate, United States Says --------------------------------------------------------------- The United States of America filed its objection to the Disclosure Statement to accompany Plan Dated March 3, 2022 and the Plan of Reorganization of RSP Pittsburgh, Inc. The Debtor is a real estate developer that was formed in 2019. When the Debtor filed its bankruptcy schedules, it listed that the United States had a roughly $60,000 secured claim related to two federal tax liens ("Federal Tax Liens") for tax years 2009 and 2010. The Debtor has not explained how it is liable for these federal tax debts. But in its Disclosure Statement and Plan, the Debtor seeks to treat them as dischargeable unsecured claims. United States points out that the Debtor's Disclosure Statement lacks adequate information. 11 U.S.C. § 1125. The government cannot tell if the treatment of its secured claim is appropriate, if the amount of the claim is correct, if the underlying debt can be discharged, or if it should object to any impermissible third-party releases. This Court should not allow the Disclosure Statement to be issued. In addition, the United States objects to the Plan on these following grounds. First, the Debtor improperly seeks to reclassify the United States' tax liens as unsecured and improperly seeks to void or discharge these liens. Second, the Plan violates the absolute priority rule when it seeks to leave its equity interest holder as the owner of the Debtor without paying unsecured creditors in full. Third, the Plan is not feasible since it accounts for rental income from a property that may be subject to foreclosure from a recent order granting relief from stay and because the sole shareholder/lessee does not identify how he can contribute to support the Plan. If the case is not dismissed at the April 6, 2022, hearing, the United States requests at least 90 days before the next hearing on this matter to allow time for discovery on these issues. About RSP Pittsburgh RSP Pittsburgh, Inc., filed a petition for Chapter 11 protection (Bankr. W.D. Pa. Case No. 21-21968) on Sept. 7, 2021, listing as much as $500,000 in both assets and liabilities. Judge Carlota M. Bohm oversees the case. Dennis J. Spyra, Esq., is the Debtor's bankruptcy attorney. RUBY PIPELINE: Case Summary & 17 Unsecured Creditors ---------------------------------------------------- Debtor: Ruby Pipeline, L.L.C. 1001 Louisiana Street Suite 1000 Houston, TX 77002 Business Description: The Debtor is a Houston-based natural gas pipeline company. Chapter 11 Petition Date: March 31, 2022 Court: United States Bankruptcy Court District of Delaware Case No.: 22-10278 Judge: Hon. Craig T. Goldblatt Debtor's Counsel: Kevin Gross, Esq. Daniel J. DeFranceschi, Esq. John H. Knight, Esq. Brett M. Haywood, Esq. David T. Queroli, Esq. J. Zachary Noble, Esq. Sheilah A. Jenning, Esq. Emily R. Mathews, Esq. RICHARDS, LAYTON & FINGER, P.A. 920 North King Street Wilmington, DE 19801 Tel: (302) 651-7700 E-mail: gross@rlf.com defranceschi@rlf.com knight@rlf.com haywood@rlf.com queroli@rlf.com noble@rlf.com sjennings@rlf.com mathews@rlf.com Debtor's Claims & Noticing Agent and Administrative Advisor: PRIME CLERK, LLC Debtor's Investment Banker: PJT PARTNERS LP Estimated Assets: $500 million to $1 billion Estimated Liabilities: $500 million to $1 billion The petition was signed by Will W. Brown, vice president, commercial. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/V5OFXCY/Ruby_Pipeline_LLC__debke-22-10278__0001.0.pdf?mcid=tGE4TAMA List of Debtor's 17 Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ 1. 6.00% Senior Notes Unsecured $475,000,000 Due April 2022 Notes Wilmington Savings Fund Society, FSB 500 Delaware Avenue Wilmington, DE 19801 Attn: Patrick J. Healy, SVP and Director Tel: 302-888-7420 Fax: 302-421-9137 E-mail: phealy@wsfsbank.com 2. The Klamath Tribes Unsecured $9,500,000 P.O. Box 436 Note Chiloquin, OR 97624 The Klamath Tribes Att: Tribal Counsel Chair & General Manager P.O. Box 436 501 Chiloquin Blvd. Chiloquin, OR 97624 3. Dresser-Rand Company Trade $418,487 West8 Tower, Suite 1000 10205 Westheimer Road Houston, TX 77042 Att: President or General Counsel Tel: 713-354-6100 Fax: 713-354-6110 Email: Northamerica- cashappssei.us@siemens.com 4. Power Service Trade $83,332 P.O. Box 1089 Weatherford, TX 76086 Attention: President or General Counsel Tel: 866-506-6572; 817-458-4306 Fax: 817-559-4893 5. CH2M Hill Engineers Inc. Trade $80,597 3120 Highwoods Blvd Ste. 214 Raleigh NC 27604 Attention: President or General Counsel Tel: 864-599-4600 Email: wwaldron@ch2m.com 6. Sander Resources LLC Trade $25,000 1011 San Jacinto, Suite 411 Austin, TX 78701 Att: President or General Counsel Tel: 512-300-0868 7. Nixon & Associates LLC Trade $21,745 502 Saber Ct SE Leesburg, VA 20175 Attn: Neil Nixon Tel: 703-771-9770 Fax: 703-443-1181 E-mail: neilnixon@nixonassoc.com 8. ABB Inc. Trade $9,225 305 Gregson Drive Cary NC 27511 Attn: Dale Schafer, International Sales Manager Tel: 310-324-4814; 713-821-8900 Fax: 310-324-5102 ; 860-298-7641 Email: dale.schafer@us.abb.com 9. Farnsworth Group Trade $2,100 2709 McGraw Dr Bloomington, IL 67104 Attn: Joel Herrmann Tel: 314-962-7900 Email: jherrmann@F-W.com 10. Arcadis Trade $2,000 630 Plaza Drive, Suite 200 Highlands Ranch, CO 80129 Attn: Jeff Budzich Tel: 315-671-9510 Email: Jeffrey.Budzich@arcadis.com 11. D&B Professional Cleaning SVC Trade $900 PO Box 2578 Elko, NV 89803 - and - D&B Professional Cleaning SVC 70 13th Street Elko, NV 89803 Attn: President or General Counsel Tel: 775-777-9808 Email: db_professional@hotmail.com 12. Elecsys International LLC Trade $870 846 N. Mart-Way Court Olathe, KS 66061 Attn: President or General Counsel Tel: 913-647-0158 Email: accountsreceivable@elecsyscorp.com - and - Elecsys International LLC 18135 Burke Street Ste 100 Omaha, NE 68022 Attn: President or General Counsel Tel: 402-829-6827 Email: accountsreceivable@elecsyscorp.co 13. Chevron Phillips Chemical Co Trade $663 10001 Six Pines Dr. The Woodlands TX 77830 Attn: President or General Counsel Tel: 918-661-6594, 832-813-77380 Fax: 918-661-5174 14. Rupp Waste Containers Trade $400 7905 W 9600 N Tremonton, UT 84337 Attn: President or General Counsel Tel: 435-257-7333 Email: cherri@rupptrucking.com 15. Redi Services, LLC Trade $100 PO Box 310 Lyman, WY 82937 - AND - Redi Services, LLC 225 W. Owen Street Lyman, WY 82937 Attn: President or General Counsel Tel: 307-787-6333 Email: caimone@rediservicesllc.com 16. Law Offices of Trade $81 Patricia Williams Prewitt 2456 FM 112 Taylor, TX 76574 17. Great Basin Restoration LLC Trade $.25 3100 East Twin Falls Twin Falls ID 83301 Attn: President or General Counsel Tel: 208-420-3333 Email: lance@GREATBASINRESTORATION.com RUBY PIPELINE: Seeks Bankruptcy Protection ------------------------------------------ On March 31, 2022, Ruby Pipeline, L.L.C., a natural gas pipeline joint venture between Kinder Morgan, Inc. (NYSE: KMI) and Pembina Pipeline Corporation (NYSE: PBA) that extends from Wyoming to Oregon, filed to reorganize under chapter 11 of the Bankruptcy Code in response to an upcoming debt repayment obligation. In recent months, the joint venture owners have been working diligently with Ruby's bondholders in an effort to work out a mutually satisfactory resolution. While those efforts will continue, Ruby's current financial condition necessitates this filing. KMI will continue to operate the pipeline as chapter 11 permits daily operations to continue. Ruby's customers should notice no difference in its operations. About Ruby Pipeline Ruby Pipeline, LLC, is owned equally by Kinder Morgan, Inc. (Baa2 stable), one of the largest midstream energy companies in North America, and Pembina Pipeline Corporation (unrated), a diversified energy infrastructure company based in Calgary, Alberta. A subsidiary of Kinder Morgan, Inc., operates the company's sole asset, the Ruby Pipeline, a 1,500 MMcf per day natural gas pipeline that entered service in July 2011 and runs 680 miles from Opal, Wyoming to Malin, Oregon. Ruby Pipeline LLC sought Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 22-10278) on March 31, 2022. In the petition filed by Will W. Brown, as commercial vice-president, Ruby Pipeline estimated assets and liabilities between $500 million and $1 billion each. Richards, Layton & Finger, P.A., is the Debtor's bankruptcy counsel. PJT Partners LP, is the investment banker. Prime Clerk, LLC, is the claims and noticing agent and administrative advisor. SAMARCO MINERACAO: Creditors Fail to Reach $10B Restructuring Deal ------------------------------------------------------------------ Bnamericas 25 reports that in preliminary talks, Brazilian iron ore pellet producer Samarco Mineraçao failed to reach an agreement with creditors on the restructuring of 50 billion reais (US$10.4 billion) in debt. The company and creditors will hold a new meeting on Friday, April 1, 2022, to discuss debt restructuring proposals. "It was not possible to achieve on this date an agreement between the parties, due to the unfeasibility of the creditors' proposals in relation to the company's business plan," Samarco said in a statement. The firm claimed the proposals presented by creditors "jeopardize the maintenance of operations and the full resumption of Samarco." However, the company did not provide details of the proposals. A 50:50 joint venture between Vale and BHP, Samarco filed for bankruptcy protection last year to avoid early payment to some bondholders and preserve its cash flow and advance toward full production. The company has presented three restructuring proposals since then, but they were rejected. Nearly half of Samarco's debts are in bonds, and the rest is owed to Vale and BHP. Among other measures, Samarco seeks a 75% haircut, according to a company document. The bankruptcy protection request came as Samarco halted operations from late 2015 until December 2020 due to the collapse of its Fundão tailings dam in Mariana, Minas Gerais state, which destroyed two villages, killed 19 people and caused widespread environmental damage. Successful debt restructuring is considered key for the resumption of full production. Samarco Mineração is eyeing production at full capacity by 2028. Production last year totaled 7.87Mt, or 26% of its 30Mt/y capacity. About Samarco Mineracao SA Samarco Mineracao SA is a Brazilian mining joint venture between BHP Group and Vale SA. It serves as an iron ore processing company. The company provides blast furnace, direct reduction, sinter feed, as well as low and normal silica content pellets. On April 9, 2021, the Debtor filed a voluntary petition for judicial reorganization in the 2nd Business State Court for the Belo Horizonte District of Minas Gerais in Brazil pursuant to Brazilian Federal Law No. 11,101 of Feb. 9, 2005. Samarco Mineracao filed for Chapter 15 bankruptcy recognition (Bankr. S.D.N.Y. Case No. 21-10754) on April 19, 2021, in New York, to seek U.S. recognition of its Brazilian proceedings. The Debtor's U.S. counsel is Thomas S. Kessler of Cleary Gottlieb Steen & Hamilton LLP. SIGNTEXT 2: Wins Interim Cash Collateral Access ----------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of Michigan in Detroit has authorized Signtext 2, Inc. to use cash collateral on an interim basis in accordance with the budget and provide adequate protection. The Debtor requires the use of cash collateral to pay employees, pay necessary overhead expenses, and deliver its products to customers. During the first three calendar months of the Chapter case, the Debtor projects it will need to spend $295,834 to avoid immediate and irreparable harm. The Debtor is permitted to use cash collateral in the amount of $93,683. Its access to cash collateral is limited to that amount prior to the entry of a final order authorizing the Debtor to use cash collateral or the time the Order becomes a final order, as the case may be. Pending a final order, the Debtor may use cash collateral in accordance in the amounts set forth above in accordance with the Budget, with a 10% variance for each line item. On the Petition Date, the Debtor, without admission, believes the cash collateral, as defined in 11 U.S.C. section 363 consists of the following: * Collectible accounts receivable valued at approximately $58,000. * Available Funds held in bank accounts valued at approximately $8,000. Before the Petition Date, The Huntington National Bank, Signtext, Incorporated, and CHTD Company filed their respective UCC-1 financing statements against certain of the Debtor's assets, including its cash collateral. The Debtor anticipates they will assert a security interest in the cash collateral. The Debtor further anticipates they will assert that their security interest and liens have first priority over all other security interests and liens asserted against the Debtor. As adequate protection, the Debtor offers replacement liens in its personal property and the proceeds and products thereof to the same extent the liens existed prior to the Petition Date. To the extent of any diminution in value of the pre-petition cash collateral, the Bank; Signtext, Incorporated; and Swift Financial, LLC are granted the following Replacement Liens as adequate protection. The Replacement Liens will be liens on the Debtor's assets which are created, acquired, or arise after Petition Date, but limited to only those types and descriptions of collateral in which either the Bank; Signtext, Incorporated; or Swift Financial, LLC hold a pre-petition lien or security interest. The Replacement Liens will have the same priority and validity as the pre-petition security interest and liens. As part of its request to use cash collateral, the Debtor is requesting the Court allow it to escrow, on a monthly basis, the total of $5,000 into a specially designated debtor in possession account to pay the professional fees of legal counsel employed by the Debtor in connection with the bankruptcy proceeding to the extent the fees are allowed by the Court. The final hearing on the matter is scheduled for April 20, 2022 at 11 a.m. by telephone. A copy of the Motion and the Debtor's budget for the period from April to June 2022 is available at https://bit.ly/3JRi3Dt from PacerMonitor.com. A copy of the order is available at https://bit.ly/3DxqPnF from PacerMonitor.com. The Debtor projects $96,500 in total revenue and $46,483 in total expenses for April 2022. About Signtext 2, Inc. Signtext 2, Inc. is a full-service sign and graphics company that has been providing quality products and services to various industries for over 30 years. Its clients include design and manufacturing firms, advertising agencies, architects, builders, and many others. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Mich. Case No. 22-42348) on March 26, 2022. In the petition signed by Michael Frasier, shareholder, the Debtor disclosed up to $1 million in assets and up to $10 million in liabilities. Judge Thomas J. Tucker oversees the case. Elliot G. Crowder, Esq., at Stevenson and Bullock, PLC is the Debtor's counsel. SOO HOTELS: May 5 Plan & Disclosure Hearing Set ----------------------------------------------- On March 22, 2022, Debtor Soo Hotels, Inc., filed with the U.S. Bankruptcy Court for the Eastern District of Michigan a First Amended Small Business Subchapter V Plan of Liquidation. On March 28, 2022, Judge Maria L. Oxholm granted preliminary approval to First Amended Disclosure Statement and ordered that: * April 26, 2022, is the deadline to return ballots on the plan, as well as to file objections to final approval of the disclosure statement and objections to confirmation of the plan. * May 3, 2022, is the deadline for the Debtor to file a verified summary of the ballot count. * May 5, 2022, at 11:00 a.m. in Room 1875, 211 W. Fort Street, Detroit, Michigan is the hearing on objections to final approval of the First Amended disclosure statement and confirmation of the plan. A full-text copy of the order dated March 28, 2022, is available at https://bit.ly/3wUIgNH from PacerMonitor.com at no charge. Attorneys for Debtor: Robert Bassel, Esq. Clinton, MI 49236 Tel: (248) 835-7683 Email: bbassel@gmail.com About Soo Hotels Soo Hotels, Inc. filed a Chapter 11 petition (Bankr. E.D. Mich. Case No. 21-45708) on July 7, 2021. At the time of the filing, the Debtor had between $500,000 and $1 million in both assets and liabilities. Dominic Shammami, principal, signed the petition. Robert Bassel serves as the Debtor's legal counsel. SOUTHERN ROCK: May 26 Hearing on Amended Disclosure Statement ------------------------------------------------------------- Judge Karen K. Specie will convene a hearing to consider the approval of the Amended Disclosure Statement of Southern Rock & Lime, Inc., on May 26, 2022, at 02:00 PM, Eastern Time, via CourtCall. May 19, 2022, is fixed as the last day for filing and serving written objections to the Amended Disclosure Statement. On or before April 26, 2022, the debtor−in−possession or proponent of the Plan shall transmit the amended disclosure statement and plan to any trustee, each committee appointed pursuant to 11 U.S.C. Sec. 1102, the Securities and Exchange Commission and any party in interest who has requested or requests in writing a copy of the amended disclosure statement and plan. About Southern Rock & Lime Southern Rock & Lime, Inc., filed for Chapter 11 protection (Bankr. N.D. Fla. Case No. 21-50021) on Feb. 24, 2021. James E. Clemons, Jr., president, signed the petition. At the time of the filing, the Debtor disclosed $1 million to $10 million in both assets and liabilities. Judge Karen K. Specie oversees the case. Bruner Wright, PA, and Professional Management Systems, Inc., serve as the Debtor's legal counsel and accountant, respectively. STL HOLDING: Moody's Upgrades CFR & Senior Unsecured Notes to B2 ---------------------------------------------------------------- Moody's Investors Service upgraded STL Holding Company LLC's ("DSLD Homes") Corporate Family Rating to B2 from B3, Probability of Default Rating to B2-PD from B3-PD and senior unsecured notes to B2 from B3. The outlook remains stable. The upgrade reflects steady growth and profitability over the past two years while maintaining good liquidity. Moody's expects this strong performance to continue through 2023, including debt to book capitalization trending to 31%, as a result of increased retained earnings, and EBIT to interest increasing to 6.4x. The stable outlook reflects Moody's expectation that DSLD Homes will continue to deepen its presence in existing markets while maintaining a conservative financial policy. Upgrades: Issuer: STL Holding Company LLC Corporate Family Rating, Upgraded to B2 from B3 Probability of Default Rating, Upgraded to B2-PD from B3-PD Senior Unsecured Regular Bond/Debenture, Upgraded to B2 (LGD4) from B3 (LGD4) Outlook Actions: Issuer: STL Holding Company LLC Outlook, Remains Stable RATINGS RATIONALE The B2 CFR reflects DSLD Homes' successful asset-lite business model, which minimizes land impairment risk associated with long land exposure. Furthermore, the rating incorporates DSLD's high mix of affordable, entry-level homes, a segment that Moody's expects will grow faster than other housing categories. The rating also considers the favorable long-term fundamentals within the housing market, including increased family formation among Millennials, the largest demographic group in the US, as well as a low supply of existing homes available for sale. These dynamics have, and will continue, to create considerable demand for new single family homes. These factors are offset by DSLD Homes' relatively small scale relative to rated peers and modest amount of tangible net worth, an important measure for homebuilders due to the high level of working capital needed to operate. The rating is further constrained by high exposure to the state of Louisiana, which represented over 70% of total revenues in 2021. Finally, the home building sector is facing broad based affordability challenges due to rising mortgage interest rates and high home price appreciation, which is expected to constrain growth. Despite Moody's expectations of modestly negative free cash flow of $5 million in 2022 as a result of increased land investment to support growth, Moody's expects DSLD Homes to maintain good liquidity over the next 12-18 months. Moody's forecasts free cash flow in 2023 of about $30 million a year-end cash balance in excess of $200 million. Liquidity is supported by the company's $75 million unsecured revolver, which is expected to remain undrawn over the next 12-18 months. The company is expected to maintain ample cushion on its maintenance covenants and has an entirely unsecured capital structure. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded should DSLD Homes increase its scale and geographic diversification while maintaining conservative credit metrics, including debt to total capitalization at or below 50%, EBIT interest coverage above 3.0x and gross margin at or above 20%. A ratings upgrade would also reflect maintenance of positive market conditions, good liquidity and sustained positive free cash flow to fund growth. The ratings could be downgraded if debt to total capitalization approaches 60%, EBIT interest coverage drops below 2.0x or if the company's liquidity weakens. Also, a downgrade could result from weakening industry conditions causing meaningful revenue and gross margin declines. The principal methodology used in these ratings was Homebuilding And Property Development Industry published in January 2018. DSLD Homes is a private homebuilder focused on the construction of entry-level homes predominantly in the Gulf Coast region of the United States. The company operates in Louisiana, Alabama, Mississippi, Florida and Texas. Total revenues for the twelve month period ended December 31, 2021 was about $970 million. SUPERCUTS INC: Owner Regis Taps Jefferies to Help Debt Maturity --------------------------------------------------------------- Alexander Gladstone of The Wall Street Journal reports that Supercuts owner Regis Corp. has tapped Jefferies Group in an effort to refinance its credit facility as it contends with continued losses Hair salon operator Regis Corp. has engaged bankers from Jefferies Group LLC for a debt refinancing effort, according to people familiar with the matter, as the company struggles with a long earnings slump worsened by the Covid-19 pandemic. Regis, which owns Supercuts and a handful of other salon brands, operates, has ownership interests in, or franchises close to 5,800 locations throughout the U.S., Canada, and the U.K. The company has been working with Jefferies on an effort to refinance its revolving credit facility, which comes due in March 2023 and has close to $200 million of outstanding borrowings, the people familiar with the matter said. About Supercuts Inc. Supercuts is a hair salon franchise with more than 2,400 locations across the United States. The company was founded in the San Francisco Bay Area in 1975, by Geoffrey M. Rappaport and Frank E. Emmett. The company's first location was in Albany, California. TALEN ENERGY: Unsecured Creditors United Despite Debt Worries ------------------------------------------------------------- Rachel Butt of Bloomberg Law reports that some of Talen Energy Corp. unsecured bondholders have banded together with advisers at Kirkland & Ellis and Rothschild & Co. as the company's bonds tumbled to fresh lows, according to people with knowledge of the situation. The ad hoc group is seeking to amass a blocking position and safeguard its interests ahead of a potential restructuring transaction, said the people, who asked not to be identified because the matter is private. Representatives for Kirkland, Rothschild as well as Talen Energy and its private equity owner Riverstone Holdings didn't immediately respond to requests for comment. About Talen Energy Corp. Talen Energy Corporation is an independent power generation infrastructure company, headquartered in Allentown, Pennsylvania. Talen Energy Supply, LLC, is a company that operates utility networks, with a principal place of business in Allentown, Pennsylvania. About Talen Energy Supply Talen Energy Supply LLC is one of the largest competitive power generation and infrastructure companies in North America. TES owns and/or controls approximately 13,000 megawatts of generating capacity in wholesale U.S. power markets, principally in the Mid-Atlantic, Texas and Montana. Through its subsidiary, Cumulus Growth, Talen is developing a large-scale portfolio of renewable energy, battery storage, and digital infrastructure assets across its expansive footprint. TALON MANAGEMENT: $2.1-Mil. Sale of Ormond Beach Property Approved ------------------------------------------------------------------ Judge Grace E. Robson of the U.S. Bankruptcy Court for the Middle District of Florida authorized Talon Management LLC's sale of the real property and improvements located at 3 Aviator Way, in Ormond Beach, Florida 32128, legally described as Lot 24, Airport Business Park, Phase I, according to the map or plan thereof as recorded in Plat Book 39, Pages 136 and 137, of the Public Records of Volusia County, Florida, to United Food Force, Inc., for $2.091 million. A hearing on the Motion was held on March 16, 2022, at 10:15 a.m. Tranzon Driggers conducted the Auction on March 9, 2022. The Purchaser was the winning bidder by bid in the amount of $2.091 million (inclusive of the 10% buyer's premium). Phil Mumford was the second highest bidder with a bid of $2.079 million (inclusive of the 10% buyer's premium). The Auction results are approved in all respects. The sale is free and clear of any and all Liens, Claims and Interests, with all of the Liens, Claims and Interests, released, terminated and discharged as to the Property and attaching to the sale proceeds. The Liens, Claims and Interests referenced, include but are not limited to, the following: (a) any mortgage or claim of any kind of Ameristate Bank; (b) Judgment in favor of Alfiniti, Inc. and against Stephen J. Honczarenko recorded in Official Records Book 8074, Page 3082, of the Public Records of Volusia County, Florida; (c) any leasehold interest of the Debtor or any related or affiliated party; (d) any leasehold interest of any unknown leaseholders; and (e) any claim for unpaid real estate taxes of any taxing authority. At closing on the sale of the Property, from the sales proceeds the following items may be paid: (i) buyers' premium to Tranzon Driggers; (ii) reimbursement of marketing expenses for the Property to Tranzon Driggers as provided by the Bid Procedures Order; (iii) unpaid real estate taxes for the Property any other taxes or amounts due the state, local, or federal government due related to the sale of the Property; (iv) amounts due to AmeriState Bank on account of its mortgage lien; and (v) ordinary closing costs. Upon closing, and except as to liens or claims paid at closing, any and all Liens, Claims, and Interests on the Property will no longer attach to the proceeds of the sale or to the Property as there are no proceeds in excess of the mortgage lien of AmeriState Bank. All such entities described are authorized and specifically directed to strike all such recorded Liens, Claims and Interests against the Property from any records, official and otherwise. The Debtor is authorized and directed to close the sale immediately upon entry of the Order. The closing of the sale to the Purchaser will occur within 21 days after the Order is entered. Notwithstanding the possible applicability of Rules 6004(g), 7062, or 9014 of the Federal Rules of Bankruptcy Procedure, the terms and conditions of the Order will be immediately effective and enforceable upon its entry. The Debtor and the Purchaser are authorized and directed to pay fees and expenses at closing in accordance with the bid procedures and the Order. Except as otherwise provided in the Order, neither the Debtor, the estate, any creditor, nor any other party are responsible for any sales or leasing commissions. If the Contract is cancelled for any reason, all the terms of the Order relating to the Purchaser will apply to the Back Up Bidder and the Back Up Contract, and no further order of the Court will be required to effectuate and close on the Back Up Contract. About Talon Management Talon Management LLC, located at 3 Aviator Way, Ormond Beach, FL 32174, s a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). The Debtor sought Chapter 11 protection (Bankr. M.D. Fla. Case No. 21-04691) on Oct. 15, 2021. The Debtor estimated assets in the range of $500 million to $1 million and $1 million to $10 million in debt. The Debtor tapped Jeffrey S. Ainsworth, Esq., at BransonLaw, PLLC as counsel. The petition was signed by Stephen Honczarenko as managing member. TEAM SYSTEMS: Court Converts Case to Chapter 7 Liquidation ---------------------------------------------------------- Humberto J. Rocha of Law360 reports that a Delaware bankruptcy court converted water contractor Team Systems International LLC's Chapter 11 bankruptcy to a Chapter 7 liquidation, finding that it had failed to show good faith during district court and bankruptcy court proceedings. In an opinion issued Wednesday, March 30, 2022, U. S. Bankruptcy Judge Craig T. Goldblatt sided with the two of the contractor's suppliers, GPDEV LLC and Simons Exploration Inc., and the U.S. Trustee's bid to either dismiss or convert the bankruptcy case. The judge opted for the latter, ruling that TSI and its members had engaged in questionable conduct in the bankruptcy case and related litigation in Florida federal court. About Team Systems International Formed in 2001, Team Systems International LLC is a small business serving the United States government as a contractor with offices in Lewes, Del. and Ponte Vedra Beach, Fla. TSI has performed government projects as a prime contractor and subcontractor in the areas of program management, financial and contracts management, tactical and specialized military training development, naval ordinance engineering, information systems design and integration, military firearms training, Department of State overseas foreign officer training, vehicle or weapons platform simulation, training center or classroom A/V system integration, force protection services, maritime security, and administrative staffing for government projects. Team Systems International sought Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 22-10066) on Jan. 18, 2022, listing up to $50 million in assets and up to $10 million in liabilities. Deborah Devans Mott, member, signed the petition. Jamie L. Edmonson, Esq., at Robinson & Cole LLP, is the Debtor's legal counsel. TEREX CORP: Moody's Alters Outlook on 'B1' CFR to Positive ---------------------------------------------------------- Moody's Investors Service affirmed Terex Corporation's corporate family rating at B1, probability of default rating at B1-PD, and senior unsecured rating of B2. Concurrently, Moody's upgraded Terex's senior secured rating to Ba1 from Ba2. The rating outlook has been changed to positive from stable. Finally, Moody's also upgraded the company's speculative grade liquidity rating to SGL-1 from SGL-2. The upgrade of the senior secured debt rating reflects lower expected loss on that instrument in a distress scenario following a significant amount of term loan repayment. "The change to a positive outlook reflects our view that Terex's financial policy has become increasingly conservative and that the company's already low debt-to-EBITDA will gradually improve over the next year," said Moody's Vice President Brian Silver. The upgrade of the company's speculative grade liquidity rating to SGL-1 reflects Moody's expectation that Terex will have very good liquidity over the next 12 to 18 months, supported by available cash balances, free cash flow and ample access to a $600 million revolving credit facility. Affirmations: Issuer: Terex Corporation Corporate Family Rating, Affirmed B1 Probability of Default Rating, Affirmed B1-PD Senior Unsecured Regular Bond/Debenture, Affirmed B2 (LGD4 from LGD5) Upgrades: Issuer: Terex Corporation Speculative Grade Liquidity Rating, Upgraded to SGL-1 from SGL-2 Senior Secured Bank Credit Facility, Upgraded to Ba1 (LGD2) from Ba2 (LGD2) Outlook Actions: Issuer: Terex Corporation Outlook, Changed To Positive From Stable RATINGS RATIONALE Terex's ratings reflect good scale, healthy customer and geographic diversification and well established brands with solid market positions. Terex also has exposure to cyclical end-markets where demand for its Aerial Work Platforms (AWP) and Materials Processing (MP) products can shift rapidly. This occurred in 2020 when debt-to-EBITDA increased to 8.6 times for 2020, but has since improved to 2.0 times at the end of 2021 from both earnings growth and debt repayment. However, Moody's expects Terex's topline and profitability to face headwinds in 2022 from supply chain challenges and inflationary pressures from materials, logistics, freight and labor, partially mitigated by price increases. As a result, Moody's expects Terex's debt-to-EBITDA to approach 2.5 times in 2022 before pricing increases catch up with rising input costs. The positive outlook reflects Moody's expectation that Terex will manage through current supply chain issues while debt-to-EBITDA is sustained below 2.5 times. The SGL-1 speculative grade liquidity rating reflects Moody's expectation that Terex will have roughly $150 million of free cash flow in 2022 that will add to $267 million of cash the company had at December 31, 2021. Terex will also have access to a $600 million revolving credit facility that expires in April 2026. However, the revolver expiration date springs to November 1, 2023 if the term loan is not fully repaid by that time. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded if the company can manage through current supply chain issues while maintaining margin levels. Maintenance of very good liquidity and conservative financial policies would also be important in evaluating a rating upgrade. The ratings could be downgraded if debt-to-EBITDA is sustained above 5 times or liquidity weakens, including negative free cash flow. Also, if the company implements a more aggressive financial policy with an increased focus on acquisitions or shareholder returns, the ratings could be downgraded. The principal methodology used in these ratings was Manufacturing published in September 2021. Headquartered in Norwalk, CT, Terex Corporation (NYSE: TEX) is a global manufacturer of lifting and material processing products and services. The company reports in two business segments: Aerial Work Platforms (AWP) and Materials Processing (MP). TG TURNKEY: Seeks Cash Collateral Access or Obtain Credit --------------------------------------------------------- TG Turnkey, LLC and affiliates ask the U.S. Bankruptcy Court for the Western District of Michigan for authority to use cash collateral and provide adequate protection. The Debtors require use of the cash collateral to pay their employees and ordinary expenses of operating the businesses such as insurance, rent, and utilities, as well as payment of post-petition professional expenses and fees as approved by the Court. The Debtors have various expenses that are essential to their businesses. These expenses total average approximately $341,920 per month prior to debt service and professional fees. It is in the best interest of creditors to allow the Debtors to sell inventory and use revenue generated from the sales to purchase new inventory and pay for ongoing operations because they anticipate a monthly income of approximately $75,313, after replacement of inventory such that funds are available to apply to debt service and professional fees. The total principal amount owed to Bank of America is approximately $7,000,000. Bank of America holds as collateral essentially all of the Debtors' assets. As adequate protection for the use of cash collateral, the Debtors offer the following under 11 U.S.C. 361 and 363 concerning any diminution in pre-petition collateral: a. Bank of America will retain its security interest and lien on all assets in its current rank, order, and priority. Bank of America is adequately protected if it retains all of its security interests in post-petition assets. Bank of America shall be further entitled to receive ongoing monthly payments based on the secured value of Bank of America’s collateral which are estimated to be $15,000 between The Debtors anticipate selling their assets through the Chapter 11 proceedings. Bank of America is undersecured. Cash flow losses over the next 60 days may be expected but the sale of the Debtors' assets are contemplated. b. The Debtors’ projections reveal that by the week ending April 1, 2022, Bank of America's collateral position in Accounts Receivable and cash in the Bank will improve and are not expected to deteriorate. A copy of the motion and the Debtors' 13-week budgets through June 20, 2022 is available at https://bit.ly/36Yf2lV from PacerMonitor.com. TG Integration projects $1,251,700 in total cash receipts and $1,025,760 in total cash based operating expenses. TG Turnkey projects $319,200 in total cash receipts and $257,300 in total cash based operating expenses. TGM Coatings projects $138,400 in total cash receipts and $104,400 in total cash based operating expenses. TGM Manufacturing projects $14,600 in total cash receipts and $4,000in total cash based operating expenses. About TG Turnkey, LLC TG Turnkey, LLC is a fully-integrated metals manufacturing company. Turnkey and TGM Coatings, LLC operate with a non-debtor company named TG Integration, LLC. Turnkey, Coatings and Integration jointly manufacture gaming equipment. Integration has Turnkey provide fabrication work and Coatings provide painting and power coating work for components of the gaming equipment. The components, once manufactured, are delivered to Integration to be put together and delivered to the customer. TG Turnkey, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Mich. Case No. 22-00303) on February 21, 2022. In the petition signed by Richard Achtenberg, sole member/authorized member, the Debtor disclosed up to $10 million in both assets and liabilities. Judge John T. Gregg oversees the case. W. Todd Van Eck, Esq., at Kotz Sangster Wysocki, PC is the Debtor's counsel. The Court denied a request for joint administration of the Chapter 11 cases of Turnkey and TGM Coatings, LLC. TGP HOLDINGS III: Moody's Cuts CFR & Secured First Lien Debt to B3 ------------------------------------------------------------------ Moody's Investors Service downgraded TGP Holdings III LLC's (Traeger) ratings including its Corporate Family Rating to B3 from B2, Probability of Default Rating to B3-PD from B2-PD, and the rating of the company's senior secured first lien credit facility to B3 from B2. The first lien credit facility consists of a $125 million first lien revolver due 2026, a $510 million original amount first lien term loan due 2028, and a $50 million delayed draw first lien term loan due 2028. The outlook is stable. Moody's also assigned a Speculative Grade Liquidity of SGL-2. The ratings downgrade reflects Traeger's high financial leverage and Moody's expectations that debt/EBITDA leverage will increase in fiscal 2022 due to lower profitability than Moody's previous expectations driven by continued cost pressures and potential that lower demand for grills priced at less than $1,000 the company observed in recent weeks could persist amid inflation pressures on consumer budgets. For the fourth quarter period of fiscal 2021 Traeger reported strong year-over-year revenue growth of 30.8%, benefitting from price increases executed during the second half of 2021 and favorable mix. Despite the strong topline growth, management-adjusted EBITDA margin contracted by 240 percentage basis points over the same period. Profitability was negatively impacted by supply chain and commodity cost inflation, particularly freight. In addition, the company made significant investments in inventory to help mitigate ongoing supply chain challenges, and reported negative free cash flow of $51 million for the fiscal year end December 31, 2021. Traeger borrowed under its revolving credit facilities to help fund the investments in working capital. As a result, the company's financial leverage is high with debt/EBITDA at around 5.8x as of fiscal year end December 31, 2021 (all ratios are Moody's adjusted unless otherwise stated). Moody's debt/EBITDA leverage calculation excludes estimated high incremental stock based compensation in fiscal 2022 as a result of the company's July 2021 initial public offering (IPO). Traeger expects a more modest topline growth in fiscal 2022 with revenue of $800-to-$850 million. Continued inflation is pressuring consumer discretionary spending power, and the company is experiencing a drop in consumer volume demand for its products over the past several weeks, that is lower than it previously anticipated. In addition, the company also expects the current costs pressures to persist in fiscal 2022. Traeger anticipates to report management-adjusted EBITDA in the $70-to-$80 million range for fiscal 2022, compared to $109 million in fiscal 2021, or a year-over-year decline of 26%-to-36%. As a result, Moody's projects the company's debt/EBITDA leverage will increase to over 6.5x by the end of fiscal 2022. To help offset the ongoing costs pressures the company is implementing price increases and strategically reducing or deferring expenses. There is uncertainty around the sustainability of consumer demand for outdoor grills over the next 12-18 months, and the pricing initiatives could lead to lower volumes or consumers trading down to lower priced grills. However, Moody's projects the company will generate positive free cash flow of around $40 million in fiscal 2022, supported by a normalization in working capital investments following historically high investments in inventory in 2021. Moody's also expects that the company will maintain good availability on its $125 million revolving credit facility, $100 million accounts receivables facility, and $50 million delayed draw term loan, which provides financial flexibility to fund business seasonality and investment. Moody's took the following rating actions: Downgrades: Issuer: TGP Holdings III LLC Corporate Family Rating, Downgraded to B3 from B2 Probability of Default Rating, Downgraded to B3-PD from B2-PD Senior Secured First Lien Revolving Credit Facility, Downgraded to B3 (LGD4) from B2 (LGD4) Senior Secured First Lien Delayed Draw Term Loan, Downgraded to B3 (LGD4) from B2 (LGD4) Senior Secured First Lien Term Loan, Downgraded to B3 (LGD4) from B2 (LGD4) Assignments: Issuer: TGP Holdings III LLC Speculative Grade Liquidity Rating, Assigned SGL-2 Outlook Actions: Issuer: TGP Holdings III LLC Outlook, Remains Stable RATINGS RATIONALE Traeger's B3 CFR broadly reflects its high financial leverage and Moody's expectations that debt/EBITDA will increase to over 6.5x by the end of fiscal 2022, up from around 5.8x as of fiscal 2021. The company faces increasing cost inflation and supply chain pressures that are only partially offset by pricing initiatives and expense controls. The company has modest relative scale with annual revenue under $800 million, and has narrow product focus, and limited geographic diversification. The discretionary nature of outdoor grills and Traeger's relatively expensive grills and accessories products, exposes the company to cyclical changes in consumer discretionary spending. The company has high customer concentration and its cash flows are highly seasonal centered around the summer months. Traeger's rating also reflects its solid market position within the niche wood pellet grill industry, and its strong brand image supported by its good track record of product innovation. The company benefits from the recurring nature of its sizable consumables segment that is more resilient to cyclical downturns, and its growing installed base. Traeger also benefits from its growing direct to consumer business and increased distribution in the grocery channel. The company's Speculative Grade Liquidity of SGL-2 reflects Moody's view that the company will maintain good liquidity over the next 12 months, supported by projected free cash flow of $40 million and good availability over the next 12 months on its mostly undrawn $125 million revolving facility, $100 million accounts receivables securitization facility ($41 million drawn as of December 2021), and unutilized $50 million delayed drawn term loan. Traeger's relies on raw materials primarily steel as part of the manufacturing process of its products. The company is exposed to the carbon transition and waste and pollution risks related to the energy intensive metal production, as well and transport, handling and disposal of its products. However, cost increases can generally be passed on to the consumers. Social risk factors reflect the company's exposure to challenges related to responsible production because the company sources its grills and accessories from suppliers primarily located in China and Vietnam. An extended supply chain disruption from situations such as the port backups or coronavirus would adversely affect the company's revenue and EBITDA. The company is also exposed to changes in consumer discretionary spending and changes in consumer trends such as food at-home and away-from home. Traeger is highly exposed to governance risks related to the company's financial strategy that includes operating with high leverage. The company is also highly exposed to board structure and policies risks given its high ownership concentration by private equity sponsors, which risks shareholder friendly financial policies including debt-financed shareholder distributions. Governance consideration also include the company's initial public offering (IPO) in July 2021 and its use of proceeds to reduce funded debt. The IPO also broadened the company's ownership structure. However, following the IPO funds affiliated with AEA Investors, Ontario Teachers' Pension Plan Board, and Trilantic Capital Partners maintain control through ownership of approximately 64.8% of the voting power of the company's common stock. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The stable outlook reflects Moody's expectations that Traeger will maintain good liquidity over the next 12 month, supported by Moody's projection of positive free cash flow of around $40 million, and that the company will have good availability on its revolving and accounts receivables facilities. The ratings could be upgraded if the company demonstrates consistent organic revenue growth along with EBITDA margin expansion, generates consistently good positive free cash flow with good levels of reinvestment, and sustains debt/EBITDA below 5.0x. A ratings upgrade would also require the company maintaining at least good liquidity and Moody's expectations of balanced financial policies that sustains credit metrics at the above levels. The ratings could be downgraded if the company's operating performance is weaker than Moody's expectations highlighted by meaningful sustained organic declines in revenue, if profitability deteriorates such that debt/EBITDA is sustained above 6.5x, or if free cash flow generation is modest or negative. The ratings could also be downgraded if the company's liquidity deteriorates including by large revolver borrowings, or if the company completes a large debt-financed acquisition or shareholder distribution. Headquartered in Salt Lake City, Utah, TGP Holdings III LLC (Traeger) is a designer and distributor of wood pellet grills, grill accessories and related consumables. Traeger reported revenue of $785 million for the fiscal year end December 31, 2021 and its largest market is North America (94% of fiscal 2021 sales). Following the July 2021 initial public offering (IPO) of Traeger, Inc., funds affiliated with AEA Investors, Ontario Teachers' Pension Plan Board, and Trilantic Capital Partners maintain a controlling 64.8% interest in the company. Traeger, Inc. is the indirect parent of TGP Holdings III LLC, and its common stock is listed under the ticker symbol "COOK". The principal methodology used in these ratings was Consumer Durables published in September 2021. TOMMIE BROADWATER, JR.: $330K Sale of Glenarden Property Approved ----------------------------------------------------------------- Judge Thomas J. Catliota of the U.S. Bankruptcy Court for the District of Maryland authorized Tommie Broadwater, Jr.'s sale of the real property located at 3309 Hayes Street, in Glenarden, Maryland 20706, to Vicki Moore for $330,000. The sale is free and clear of liens, claims, encumbrances, and interests. The title/settlement company is authorized to make the disbursements upon timely closing to the addresses for any payee(s) at the end of the Order, denoted "payment address." The sale will close by May 15, 2022 as scheduled absent further actual consent of the IRS and Industrial Bank to any further extension on the closing date (the IRS having advised of no consent beyond May 31, 2022). A title/settlement company which is absent from the Motion will be identified by the Debtor and filed by Line with the Bankruptcy Court no later than 10 days following the entry of the Order, so that the closing may be properly coordinated. The sale on the Property will (i) close at $330,000 purchase price (with a credit for the $1,000 deposit); (iii) pay Industrial Bank its Allowed Secured Claim lien payoff on the Property anticipated to be $16,845 as of Jan. 31, 2022 with accrued interest, fees, costs through the date of the settlement and agrees to provide a payoff statement to the aforementioned title/settlement company no later than 10 days before closing; (iv) pay $27,000 to counsel for the Debtor as outlined in the Motion; (v) pay $171,620.15 to the Internal Revenue Service anticipated Allowed Secured Claim/lien payoff as of Jan. 31, 2022 plus all accrued interest through the date of the settlement and agrees to provide a payoff statement to the aforementioned title/settlement company no later than 10 days before closing; (vi) pay $27,354.33 to the Internal Revenue Service Anticipated Allowed Priority Claim payoff as of Jan. 31, 2022 plus all accrued interest through the date of the settlement and agrees to provide a payoff statement to the aforementioned title/settlement company no later than 10 days before closing; (vii) pay $16,825 in brokerage commission (ie; 5% and $325) on the sale of the Property to the apportioned broker(s) of record; and (viii) pay any outstanding real property taxes (properly apportioned between the Debtor and the Buyer by the settlement/title company) and any reasonable closing costs from property of the estate anticipated not to exceed $3,500 attributable to Debtor. The United States Trustee will notify counsel to the Debtor of any anticipated fees arising from the sale, or previously owed and unsatisfied, and such sum will be paid from the closing on the sale of the Property by the title/settlement company at closing to the United States Trustee. Any surplus will be remitted by the title/settlement company to the counsel for the Debtor to be disbursed to the Allowed General Unsecured Claims of the Internal Revenue Service and Wells Fargo Bank NA pro rata. The Contract on the Property will close free and clear of any transfer taxes, recordation or stamp taxes and is excused from such taxes as it is a sale under a confirmed Amended Plan and the exemption under 11 U.S.C. Section 1146(a). The stay provided for by Fed. R. Bankr. P. 6004(h) is waived. The Debtor will by counsel upload a Report of Sale attaching the HUD-1 (closing disclosure post transaction) within 10 days from the date of the sale closing on the docket, provided it has been received from the settlement agent. If the Debtor's counsel does not receive confirmation of disbursement of the required proceeds and settlement sheet or closing disclosure (i.e., HUD-1) prior to May 22, 2022 (seven days after mandated closing on May 15, 2022), the authority to sell granted by this Order will automatically terminate and a Show Cause Order will issue to the Debtor therein. Tommie Broadwater, Jr. sought Chapter 11 protection (Bankr. D. Md. Case No. 18-11460) on Feb. 2, 2018. The Debtor filed Pro Se. The Court appointed Theodore Meginson and M & M Real Estate Properties, L.L.C. as Broker. On Dec. 7, 2020, the Court approved the Debtor's Amended Disclosure Statement and confirmed the Debtor's Amended Chapter 11 Plan of Reorganization. VENUS CONCEPT: Incurs $22.1 Million Net Loss in 2021 ---------------------------------------------------- Venus Concept Inc. filed with the Securities and Exchange Commission its Annual Report on Form 10-K disclosing a net loss of $22.14 million on $105.62 million of revenue for the year ended Dec. 31, 2021, compared to a net loss of $82.82 million on $78.01 million of revenue for the year ended Dec. 31, 2020. As of Dec. 31, 2021, the Company had $153.87 million in total assets, $112.27 million in total liabilities, and $41.60 million in stockholders' equity. Toronto, Canada-based MNP LLP, the Company's auditor since 2019, issued a "going concern" qualification in its report dated March 28, 2022, citing that the Company has reported recurring net losses and negative cash flows from operations, that raises substantial doubt about its ability to continue as a going concern. Fourth Quarter 2021 Summary & Recent Highlights: * Total revenue of $32.6 million, up $6.8 million, or 26%, year-over-year. - U.S. revenue of $16.5 million, up $4.8 million, or 42%, year-over-year. - Total subscription and system revenue of $27.7 million, up $6.8 million, or 32% year-over-year. * Gross margin of 70.0%, up 5.3% year-over-year. * GAAP operating loss of $4.1 million, down $6.1 million, or 60%, year-over-year. * GAAP net loss attributable to stockholders of $4.3 million, down $10.4 million, or 70%, year-over-year. * Adjusted EBITDA loss of $2.5 million, compared to a loss of $2.3 million last year. * The Company had $30.9 million and $34.3 million of cash and cash equivalents as of Dec. 31, 2021 and Dec. 31, 2020, respectively, and total debt obligations of approximately $77.8 million and $79.6 million as of Dec. 31, 2021 and Dec. 31, 2020, respectively. * On Jan. 18, 2022, the Company announced it had received 510(k) clearance from the U.S. Food and Drug Administration to market the Venus BlissMAX device in the United States. Management Commentary: "Fourth quarter revenue results reflect robust global demand from customers and strong execution of our focused commercial strategy," said Domenic Serafino, chief executive officer of Venus Concept. "We delivered Q4 total revenue growth of 26% year-over-year driven primarily by strong adoption of Venus Bliss and a record quarter for system adoption in our hair restoration franchise which combined to drive a 32% increase year-over-year in total systems and subscription revenue. Q4 revenue increased 42% year-over-year in the U.S. and 14% year-over-year in international markets. Sales to international customers increased 39% on a quarter-over-quarter basis, despite continued global supply disruptions related to COVID-19 which resulted in a backlog for customer purchase orders received of approximately $1.0 million, nearly all of which was fulfilled in the first quarter." Mr. Serafino continued: "Our confidence in the long-term outlook for Venus Concept remains high. Our 2022 revenue guidance calls for growth of 20% to 23% year-over-year and we expect to drive continued improvements in our operating leverage, with the goal of generating positive cash flow in the fourth quarter of 2022. Our 2022 growth expectations reflect continued strong system adoption and utilization in our body and hair restoration franchises, specifically, our highly differentiated and recently FDA 510(k) cleared Venus BlissMAX and our ARTAS iX Robotic Hair Restoration systems. We are also very excited about the prospects for our non-surgical robotic technology platform, Aime, which we believe has the potential to disrupt the skin tightening and directional lifting market, beginning later this year. We are targeting an FDA 510(k) submission for a general indication for tissue excision and skin resurfacing by March 31, 2022 and look forward to a limited release of Aime in the fourth quarter of 2022. Importantly, we started enrollment in an IDE clinical study evaluating the safety and efficacy of using Aime for the treatment of moderate to severe facial wrinkles. This study will support our FDA 510(k) submission for a specific clinical indication for treatment of wrinkles on the cheeks which will further expand our annual addressable market opportunity and enhance our long-term growth profile." A full-text copy of the Form 10-K is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1409269/000143774922007293/vero20211231_10k.htm About Venus Concept Toronto, Ontario-based Venus Concept Inc. is an innovative global medical technology company that develops, commercializes, and delivers minimally invasive and non-invasive medical aesthetic and hair restoration technologies and related practice enhancement services. The Company's aesthetic systems have been designed on a cost-effective, proprietary and flexible platform that enables the Company to expand beyond the aesthetic industry's traditional markets of dermatology and plastic surgery, and into non-traditional markets, including family and general practitioners and aesthetic medical spas. VIPER PRODUCTS: $50K Sale of 2021 Dodge Ram 2500 to Sundown OK'd ---------------------------------------------------------------- Judge Robert L. Jones of the U.S. Bankruptcy Court for the Northern District of Texas authorized Viper Products & Services, LLC's sale of 2021 Dodge Ram 2500, VIN 3C6UR5CJ4MG661399, to Sundown Tubing Testing for $50,000. The sale is free and clear of all liens, claims, encumbrances, and interests under Section 363 of the Bankruptcy Code, with all valid liens, claims, encumbrances, and interests, if any, attaching to the Sale Proceeds. The Sale Proceeds will be paid over to the client trust account of the Debtor's counsel, McWhorter, Cobb & Johnson, LLP, for division and payment to First State Bank of Shallowater to the extent of its Note balance and then to the Midland and Lubbock County taxing authorities to the extent of their respective claims. The balance of the funds, if any, will be paid over to Vista Bank to be applied to Viper's indebtedness. About Viper Products & Services Viper Products & Services, LLC provides environmentally sound solutions for the oil and gas industry. Based in Lubbock, Texas, Viper Products & Services offers oil spill management, testing, reporting, remediation, reclamation, excavation, and bore and core drilling services. Viper Products & Services filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Texas Case No. 21-50187) on Dec. 13, 2021, listing $1 million to $10 million in both assets and liabilities. Zack Tuttle, manager, signed the petition. The Debtor tapped McWhorter, Cobb & Johnson, LLP as legal counsel and Charles W. Darter, Jr. as accountant. VOLUNTEER ENERGY: Seeks Cash Collateral Access, $5MM DIP Loan ------------------------------------------------------------- Volunteer Energy Services, Inc. asks the U.S. Bankruptcy Court for the Southern District of Ohio, Eastern Division, for authority to, among other things, use cash collateral and obtain postpetition financing. The Debtor seeks to obtain up to $5 million from PNC Bank, National Association, in its capacity as administrative agent, collateral agent, and issuer and the financial institutions party thereto from time to time. The Debtor needs the loan to fund its wind-down in accordance with, and subject to, a budget. Access to borrowings under the DIP Facility is critical to pay necessary expenses and fund the Chapter 11 case so that the value of the Debtor's assets can be preserved and maximized for the benefit of all stakeholders. The Debtor entered the Chapter 11 case with the support of PNC, which is also its pre-petition secured lender. The Debtor, as borrower, PNC Bank, National Association, in its capacity as administrative agent, collateral agent, and issuer, PNC Capital Markets LLC, as lead arranger, and the financial institutions party thereto from time to time are parties to an Amended and Restated Revolving Credit and Security Agreement, dated June 30, 2016, pursuant to which the Pre-Petition ABL Lender agreed to make available to the Debtor a revolving credit line in the maximum principal amount of $42 million. The Debtor's obligations under the Pre-Petition ABL Credit Agreement are secured by a security interest in and lien on substantially all the Debtor's assets. As of the Petition Date, approximately $30 million is outstanding under the Pre-Petition ABL Credit Agreement. As adequate protection for the use of cash collateral, the Debtor proposes to grant the DIP Agent, for itself and on behalf of the DIP Lender, first priority, priming, valid, perfected and enforceable Liens in and upon all of the DIP Collateral, subject only to the Carve-Out and any Senior Liens, to secure all existing and future obligations and liabilities under or in connection with the DIP Financing Documents, whether due or to become due, absolute or contingent, as provided by and more fully defined in, the DIP Financing Documents. The Debtor also proposes to grant to the DIP Agent, for the benefit of itself and the DIP Lender, superpriority administrative claim status for the Post-Petition Obligations, pursuant to Bankruptcy Code sections 364(c)(1) and 507(b) in accordance with the terms of the Interim Order. The DIP Loan has a term of: -- From the date of the DIP Credit Agreement until the earliest to occur of (a) April [__], 2022; -- the effective date or substantial consummation of a Reorganization Plan that has been confirmed by an order of the Bankruptcy Court; -- (c) the closing of an Approved 363 Sale with respect to all or substantially all of the Debtor's assets; -- the date of the conversion of the Case to a case under Chapter 7 of the Bankruptcy Code; -- the date of the dismissal of the Case; and -- [_____________] [__], 2022 if the Final Order has not been entered as of such date. The DIP Lenders require the Debtor to abide by these deadlines. Failure to do so constitutes an Event of Default under the DIP Credit Agreement and Interim Order: -- Within three days of the Petition Date Debtor must file an emergency motion seeking the transfer of customers to providers of last resort; -- Within seven days of the Petition Date, the Debtor must obtain an expedited hearing on the Transfer Motion; -- Within one Business Day of the Transfer Motion Hearing, he Debtor must obtain entry of an Order in form and substance acceptable to the DIP Agent in its sole and absolute discretion approving the Transfer Motion and providing for the transfer of customers to POLRs within 10 days of entry of the Transfer Motion Order; and -- The Debtor must obtain entry of a Final Order on or before 23 days from the Petition Date, unless otherwise agreed in writing by the PrePetition ABL Agent and the DIP Agent. A copy of the motion is available at https://bit.ly/3qHwW3B from PacerMonitor.com. About Volunteer Energy Services Inc. Volunteer Energy Services Inc.is in the business of electric power generation, transmission and distribution. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Ohio Case No. 22-50804) on March 25, 2022. In the petition signed by David Warner, chief financial officer, the Debtor disclosed up to $100 million in both assets and liabilities. Judge C. Kathryn Preston oversees the case. David M. Whittaker, Esq. at Isaac Wiles and Burkholder LLC represents the Debtor as counsel. [^] BOND PRICING: For the Week from March 28 to April 1, 2022 ------------------------------------------------------------- Company Ticker Coupon Bid Price Maturity ------- ------ ------ --------- -------- Accelerate Diagnostics AXDX 2.500 73.050 03/15/2023 Assabet Valley Bancorp AVBANC 5.500 88.241 08/01/2027 Assabet Valley Bancorp AVBANC 5.500 88.241 08/01/2027 BPZ Resources Inc BPZR 6.500 3.017 03/01/2049 Basic Energy Services Inc BASX 10.750 3.001 10/15/2023 Basic Energy Services Inc BASX 10.750 3.001 10/15/2023 Broadcom Inc AVGO 4.250 102.191 04/15/2026 Broadcom Inc AVGO 4.250 102.201 04/15/2026 Broadcom Inc AVGO 4.250 102.209 04/15/2026 Buffalo Thunder Development Authority BUFLO 11.000 50.000 12/09/2022 CyrusOne LP / CyrusOne Finance Corp CONE 3.450 103.571 11/15/2029 Diamond Sports Group LLC / Diamond Sports Finance Co DSPORT 6.625 20.027 08/15/2027 Diamond Sports Group LLC / Diamond Sports Finance Co DSPORT 6.625 20.505 08/15/2027 EnLink Midstream Partners LP ENLK 6.000 73.750 N/A Endo Finance LLC / Endo Finco Inc ENDP 5.375 70.199 01/15/2023 Endo Finance LLC / Endo Finco Inc ENDP 5.375 70.199 01/15/2023 Energy Conversion Devices Inc ENER 3.000 7.875 06/15/2013 Enterprise Products Operating LLC EPD 4.875 88.173 08/16/2077 Exela Intermediate LLC / Exela Finance Inc EXLINT 10.000 66.669 07/15/2023 Exela Intermediate LLC / Exela Finance Inc EXLINT 10.000 66.494 07/15/2023 GNC Holdings Inc GNC 1.500 0.510 08/15/2020 GTT Communications Inc GTTN 7.875 10.000 12/31/2024 GTT Communications Inc GTTN 7.875 10.250 12/31/2024 General Electric Co GE 4.000 76.590 N/A Goodman Networks Inc GOODNT 8.000 88.467 05/11/2022 JPMorgan Chase & Co JPM 7.750 99.729 04/08/2022 Lannett Co Inc LCI 4.500 28.538 10/01/2026 MAI Holdings Inc MAIHLD 9.500 24.742 06/01/2023 MAI Holdings Inc MAIHLD 9.500 24.742 06/01/2023 MAI Holdings Inc MAIHLD 9.500 24.742 06/01/2023 MBIA Insurance Corp MBI 11.501 11.409 01/15/2033 MBIA Insurance Corp MBI 11.501 11.409 01/15/2033 Macquarie Infrastructure Holdings LLC MIC 2.000 94.948 10/01/2023 Malvern Bancorp Inc MLVF 6.125 95.140 02/15/2027 Morgan Stanley MS 1.800 84.333 08/27/2036 Nasdaq Inc NDAQ 4.250 102.017 06/01/2024 Nine Energy Service Inc NINE 8.750 56.208 11/01/2023 Nine Energy Service Inc NINE 8.750 57.829 11/01/2023 Nine Energy Service Inc NINE 8.750 58.147 11/01/2023 OMX Timber Finance Investments II LLC OMX 5.540 0.836 01/29/2020 Paramount Global PARA 3.500 100.113 01/15/2025 Renco Metals Inc RENCO 11.500 24.875 07/01/2003 Revlon Consumer Products Corp REV 6.250 42.720 08/01/2024 Sears Holdings Corp SHLD 6.625 0.395 10/15/2018 Sears Holdings Corp SHLD 6.625 0.694 10/15/2018 Sears Roebuck Acceptance SHLD 7.500 0.936 10/15/2027 Sears Roebuck Acceptance SHLD 6.750 0.698 01/15/2028 Sears Roebuck Acceptance SHLD 7.000 0.821 06/01/2032 Sears Roebuck Acceptance SHLD 6.500 0.801 12/01/2028 TPC Group Inc TPCG 10.500 39.734 08/01/2024 TPC Group Inc TPCG 10.500 40.226 08/01/2024 Talen Energy Supply LLC TLN 6.500 22.455 06/01/2025 Talen Energy Supply LLC TLN 10.500 22.995 01/15/2026 Talen Energy Supply LLC TLN 7.000 28.090 10/15/2027 Talen Energy Supply LLC TLN 9.500 80.492 07/15/2022 Talen Energy Supply LLC TLN 6.500 24.109 09/15/2024 Talen Energy Supply LLC TLN 10.500 23.994 01/15/2026 Talen Energy Supply LLC TLN 9.500 80.492 07/15/2022 Talen Energy Supply LLC TLN 6.500 24.109 09/15/2024 Talen Energy Supply LLC TLN 10.500 24.607 01/15/2026 Talos Petroleum LLC SGY 7.500 94.338 05/31/2022 TerraVia Holdings Inc TVIA 5.000 4.644 10/01/2019 Trousdale Issuer LLC TRSDLE 6.500 33.000 04/01/2025 Wolverine Escrow LLC WAIR 13.125 42.929 11/15/2027 ********* 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 ***