/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/240228.mbx T R O U B L E D C O M P A N Y R E P O R T E R Wednesday, February 28, 2024, Vol. 28, No. 58 Headlines 117 SPENCER: Updates Town of Spencer Claims; Files Amended Plan 11824 OCEAN PARK: Hires Cogito Realty Partners as Appraiser 1185 BAYSHORE: Hires Peter Spindel Esq. P.A. as Counsel 1974 INVESTORS: Hires Fuller Law Firm P.C. as Counsel 4452 BROADWAY: Says Disclosures Adequate, Plan Confirmable 921 EAST 84: Seeks to Hire Alla Kachan P.C. as Counsel 921 EAST 84: Seeks to Hire Wisdom Professional as Accountant ABEOME CORPORATION: Hires Thompson O'Brien Kappler as Counsel ACCEO SOLUTIONS: Sixth Street Marks C$52.9MM Loan at 24% Off AEMETIS INC: Grantham, Mayo, Van Otterloo & Co Holds 4.6% Stake AGILE THERAPEUTICS: Lind Global Fund, 2 Others Report Equity Stake AGILITI INC: S&P Places 'B+' ICR on Watch Negative on THL Merger AGSPRING LLC: Seeks to Extend Plan Exclusivity to April 25 AGTJ13 LLC: Case Summary & Six Unsecured Creditors AGTJ13 MANAGER: Voluntary Chapter 11 Case Summary AMERICAN ACHIEVEMENT: 93% Markdown for Sixth Street $1.3MM Loan AMERICAN ACHIEVEMENT: Sixth Street Marks $27MM Loan at 24% Off AMERICAN ROCK: Moody's Cuts CFR to Caa1 & Alters Outlook to Stable APEX TOOL: S&P Downgrades ICR to 'SD' on Debt Exchange APPLIED SYSTEMS: Hires Certilman Balin Adler as Counsel ARTISAN BIDCO: Sixth Street Marks EUR38.1MM Loan at 49% Off ASHFORD HOSPITALITY: The Vanguard Group Holds 5.41% Stake ASHFORD HOSPITALITY: Varde Partners Entities Report Stakes ASTRA ACQUISITION: Sixth Street Marks $43MM Loan at 38% Off AYALA PHARMACEUTICALS: Inks Letter Agreement With EVP BAUSCH HEALTH: Steven Tananbaum, 2 Others Report Equity Stake BBQATOC INC: Seeks to Hire Bisom Law Group as Counsel BLACKBERRY LTD: PRIMECAP Management Holds 5.95% Stake BLUE STAR: Lind Global Fund, Two Others Report 9.9% Equity Stake BRIGHT STEPS: Seeks to Hire Grillo Law Firm as Counsel BROOKDALE SENIOR: James Flynn, 3 Others Hold 7.86% Stake BROOKDALE SENIOR: The Vanguard Group Holds 9.59% Stake BUILDERS FIRSTSOURCE: Moody's Rates New Sr. Unsecured Notes 'Ba2' BUILDERS FIRSTSOURCE: S&P Rates New Senior Unsecured Notes 'BB-' BUSHWICK BEER: Unsecureds Owed $222K to Get 10% of Claims BW NHHC HOLDCO: Moody's Rates $75MM Incremental Term Loan 'B3' CAMP DAVID: Hires Sheehan & Ramsey PLLC as Legal Counsel CAN BROTHERS: Case Summary & 14 Unsecured Creditors CANO HEALTH: Holds 35.6% of MSP Recovery's Class A Common Stock CANO HEALTH: Implements Interim NOL Order; Final Hearing on March 7 CANO HEALTH: The Vanguard Group Holds 4.33% Stake CARVANA CO: Morgan Stanley Entities Report Equity Stake CARVANA CO: The Vanguard Group Holds 8.79% Stake CBDMD INC: Reports $996,501 Net Loss for First Quarter CBS TRUCKING: Hires Charles A. Higgs as Special Counsel CBS TRUCKING: Hires Law Office of James J. Rufo as Counsel CDNT HOLDINGS: Hires FactorLaw as Bankruptcy Counsel CHENIERE ENERGY: Moody's Affirms 'Ba1' CFR & Alters Outlook to Pos. CHENIERE ENERGY: The Vanguard Group Holds 9.46% Stake CHORD ENERGY: S&P Alters Outlook to Positive, Affirms 'BB-' ICR CINEMARK HOLDINGS: Board OKs New STIP for Executive Bonuses CINEMARK HOLDINGS: The Vanguard Group Holds 10.86% Stake CLEAR CHANNEL: S&P Rates New $865MM Senior Secured Notes 'B' COLES OF LA JOLLA: Case Summary & Seven Unsecured Creditors COMMSCOPE HOLDING: The Vanguard Group Holds 16.08% Stake COMMUNITY HEALTH: The Vanguard Group Holds 5.92% Stake CORENERGY INFRASTRUCTURE: Case Summary & Nine Unsecured Creditors CURO GROUP: OCO Capital Reports 4.94% Stake as of Feb. 8 DELCATH SYSTEMS: Vivo Opportunity Entities Hold 9.99% Stake DISTRIBUIDORA NARANJITO: Case Summary & 17 Unsecured Creditors DYE & DURHAM: Sixth Street Marks C$37.8MM Loan at 24% Off EAGLE PARENT: Moody's Cuts CFR to B3 & Alters Outlook to Negative EAST TOWN MANAGEMENT: Voluntary Chapter 11 Case Summary EBIX INC: Committee Hires Berkeley Research as Financial Advisor EVOKE PHARMA: AIGH Capital, Orin Hirschman Report 9.99% Stake EVOKE PHARMA: Falls Short of Nasdaq Minimum Bid Price Requirement FARFETCH LTD: J. Neves & TGF Participations LTD Reports Stake FLEETNURSE INC: Case Summary & 20 Largest Unsecured Creditors FULLSTREAM OPERATIONS: Sixth Street Marks $29.6MM Loan at 90% Off GAMESTOP CORP: The Vanguard Group Holds 8.33% Stake GAUCHO GROUP: 3i LP, 2 Others Report 9.9% Equity Stake GREYSTONE SELECT: Moody's Affirms 'Ba2' CFR, Outlook Stable GROM SOCIAL: Lind Global, 2 Others Cease Ownership of Common Stock GROUNDWORKS LLC: Moody's Assigns First Time B3 Corp. Family Rating HAWAIIAN HOLDINGS: The Vanguard Group Holds 5.27% Stake HEARTLAND HOME: Hires Bradford Law Offices as Counsel HEARTLAND HOME: Unsecureds Will Get 100% in Liquidating Plan HIS STORY: Hires Quilling Selander Lownds as Counsel HIS STORY: Hires Rosen Systems as Auctioneer HORNBLOWER: Davis Polk Advises Crestview on Restructuring INNOVATIVE DESIGNS: Posts $301K Net Loss in FY Ended Oct. 31 IRONCLAD PRESSURE: Hires Lain Faulkner as Financial Advisor ITTELLA INTERNATIONAL: Hires ASK LLP as Special Counsel IYS VENTURES: Hires Infiniti Properties as Real Estate Broker KARBEN4 BREWING: Voluntary Chapter 11 Case Summary KING ASSET: Case Summary & One Unsecured Creditor LE LAMPADARIE: Involuntary Chapter 11 Case Summary LUMMUS TECHNOLOGY: Moody's Affirms 'B2' CFR, Outlook Stable MBIA INC: Kahn Brothers Reports 9.44% Equity Stake MOBIQUITY TECHNOLOGIES: Lind Global, 2 Others Report 9.9% Stake NABORS INDUSTRIES: Reports $11.8MM Net Loss in FY Ended Dec. 31 PAGEUP PEOPLE: Sixth Street Marks AUD13.4MM Loan at 32% Off PG&E CORP: S&P Upgrades ICR to 'BB' on Improving Risk Management PLUTO ACQUISITION: S&P Upgrades ICR to 'B-' on Distressed Exchange PRECISION DRILLING: Moody's Raises CFR to Ba3, Outlook Stable PRIME MARKETING: Hires Golden Goodrich LLP as Counsel PROOF TOPCO: S&P Assigns 'B' ICR on Announced Refinancing PROTECH FIRE: Unsecureds Will Get 15% of Claims in Plan QUIKRETE HOLDINGS: S&P Raises ICR to 'BB', Outlook Stable QURATE RETAIL: Contrarius Investment Entities Hold 9.3% Stake RADIOLOGY PARTNERS: S&P Downgrades Issuer Credit Rating to 'SD' RANIERI PARTNERS: Deadline to File Claims Set for March 8 SABROSA CAFE: Case Summary & 16 Unsecured Creditors SAMJANE PROPERTIES: Amends Plan to Include MSD & Collector Claims SCIH SALT: Moody's Affirms 'B3' CFR, Outlook Remains Stable SHORT FORK: Hires Marcus & Millicap as Real Estate Broker SINTX TECHNOLOGIES: Lind Global Fund, 2 Others No Longer Hold Stake SOUND INPATIENT: Moody's Cuts CFR to Ca & First Lien Loan to Caa3 TENEO HOLDINGS: Moody's Rates New First Lien Bank Loans 'B2' TENEO HOLDINGS: S&P Rates New $690MM Sec. 1st-Lien Term Loan 'B' TPT GLOBAL: Registers Additional 3.5B Shares for Incentive Plan TPT GLOBAL: Secures $3M Equity Financing to Support VuMe App Launch TPT GLOBAL: To Spearhead Adaptive AI and Data Stream Learning TRANSOCEAN LTD: PRIMECAP Management Holds 6.27% Stake TRIBE BUYER: Moody's Lowers PDR to D-PD on Missed Debt Repayment TRINSEO PLC: Reports Q4, Full-Year 2023 Financial Results TUPPERWARE BRANDS: The Vanguard Group Holds 4.82% Stake UPSTREAM NEWCO: S&P Alters Outlook to Negative, Affirms 'B' ICR VENTURE INC: Seeks to Extend Plan Exclusivity to March 23 VIASAT INC: The Baupost Group, 2 Others Report 12.99% Stake VIASAT INC: The Vanguard Group Holds 9.79% Stake VISTAGEN THERAPEUTICS: StemPoint Capital, 2 Others Hold 6.5% Stake WEBTRONICS LLC: Hires Wade N Kelly, Esq. as Counsel WESCO DISTRIBUTION: Moody's Rates New Senior Unsecured Notes 'Ba3' WESCO DISTRIBUTION: S&P Rates New $1.5BB Sr. Unsecured Notes 'BB' WILLAMETTE VALLEY: Hires Kari Mitchell Accounting as Accountant WYNN RESORTS: The Vanguard Group Holds 9.62% Stake ZOE CLEANING: Hires Hester Baker Krebs LLC as Counsel ********* 117 SPENCER: Updates Town of Spencer Claims; Files Amended Plan --------------------------------------------------------------- 117 Spencer, LLC and 136 Spencer, LLC submitted an Amended Disclosure Statement with respect to Amended Joint Plan of Reorganization dated February 20, 2027. The Plan will be funded by the Plan contribution and from the Debtor's continued operations. The Plan permits the Debtors to restructure their debts and continue operations. Allowed Secured Claims, Allowed Administrative Expense Claims, and General Unsecured Claims will be paid in full. Based on the Schedules and the filed proofs of claim: (i) the asserted General Unsecured Claims against 117 Spencer total approximately $3,706.95 (exclusive of QS' Claims), and (ii) the asserted General Unsecured Claims against 136 Spencer total approximately $3,279.42. The Town of Spencer, Massachusetts filed a proof of claim against 117 Spencer asserting a secured claim in the amount of $4,000,000 which is, apparently, based on an alleged right of reversion contained in the deed to the 117 Property. The Response states, in principal part, that the 117 Property would be renovated within 24 months to include 10,000 square feet of retail space on the first floor, and 20,000 square feet of residential units on the second and third floors. The deed to the 117 Property was recorded on June 10, 2019. The Town's proof of claim does not state why it believes it has a reversionary interest in the 117 Property, it merely states that the "Town possesses a reversionary interest in property", why that interest would be considered a secured claim, or why the Town would have a monetary claim of any type. The Debtor believes that, to the extent the Town has a Claim, it appears to be a contingent property interest, not a monetary claim and not a secured monetary claim. Accordingly, the Debtors do not intend to make any distribution to the Town of Spencer under the Plan. The Town asserts that, as identified in the terms of its duly recorded deed of the 117 Property to the Debtor in 2019, the Debtor obligated itself to the Town as a condition of the sale to renovate, inter alia, "10,000 square feet of retail space on the first floor" of the Property within two years. That obligation remains outstanding and has not been excused by the Town. Renovation of more than 50% of the 1st floor from its condition in 2019 remains incomplete, and that portion of the 1st floor has remained unoccupied since that time. The cost to the Debtor of fulfilling that obligation, as well as the damages to the Town resulting from the Debtor's failure to perform, can be reasonably estimated, and the Town will be prepared to do so. The Town obtained a lien against the 117 Property to secure the obligation in the form of an interest in property identified as a right of entry for condition broken, as set forth in the 2019 deed, which right does not by its terms expire for non-exercise within a period of time. That the Town did not exercise its right of entry after two years and prior to the filing of the current bankruptcy petition, whereupon the Town learned that the Debtor had made a conveyance of the Property without reference to the Town's lien, is immaterial. Like in the prior iteration of the Plan, each holder of an Allowed General Unsecured Claim shall receive, on the later to occur of the Effective Date or the date such Claim is Allowed, payment in full of such Allowed Claim, with interest from the Petition Date to the Effective Date at the Federal Judgment Rate: (a) in cash, or (b) in three equal quarterly payments, with additional interest, calculated at the Federal Judgment Rate, until such time as the Allowed Claim has been paid in full. The Plan will be funded by the Plan Contribution and from the Debtors' continued operations. Upon the Effective Date, the Debtors are authorized to take all action permitted by their Organization Documents and by the law, including, without limitation, to use their Cash and other Assets for all purposes provided for in the Plan and in their operations, to borrow funds, to obtain new financing secured by their Assets (provided such financing is not secured by a Lien senior to the Liens retained by certain creditors under the Plan), and to grant liens on their unencumbered Assets. Ms. Venuto shall provide the Plan Contribution. Following the Effective Date, Ms. Venuto will be the manager of each of the Reorganized Debtors. For the 1st year following the Effective Date, Ms. Venuto will receive the reimbursement of her out of pocket expenses in acting as the manager, but will not receive any other compensation for such services. After that time, Ms. Venuto's compensation will be determined by the Reorganized Debtors, provided that any such compensation does not impair the Reorganized Debtors' ability to make the payments required under the Plan. A full-text copy of the Amended Disclosure Statement dated February 20, 2024 is available at https://urlcurt.com/u?l=VP218I from PacerMonitor.com at no charge. Counsel for the Debtor: D. Ethan Jeffery, Esq. Leah A. O'Farrell, Esq. MURPHY& KING, P.C. 28 State St., Suite 3101 Boston, MA 02109 Tel: (617) 423-0400 E-mail: ejeffery@murphyking.com lofarrell@murphyking.com About 117 Spencer and 136 Spencer 117 Spencer, LLC, is a Massachusetts limited liability company that was formed in 2019 to own and operate the real estate located at 117 Main Street, Spencer, Massachusetts. Lisa Venuto and Peter Venuto, who are married, collectively own 100% of the Debtor's membership interests. Peter Venuto is the manager of the Debtor. 117 Spencer, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Mass. Case No. 23-40590) on July 21, 2023. In the petition signed by Peter Venuto (by Lisa Venuto under power of attorney), the Debtor disclosed up to $10 million in both assets and liabilities. 136 Spencer LLC sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Mass. Case No. 23-40684) on Aug. 23, 2023, listing $500,001 to $1 million in both assets and liabilities. Judge Elizabeth D. Katz oversees the cases. D. Ethan Jeffery, Esq., at Murphy & King, Professional Corporation, serves as the Debtors' legal counsel. 11824 OCEAN PARK: Hires Cogito Realty Partners as Appraiser ----------------------------------------------------------- 11824 Ocean Park Partners LLC seeks approval from the U.S. Bankruptcy Court for the Central District of California to employ Cogito Realty Partners LLC as appraiser. The firm will appraise the Debtor's real property located at 11824 Ocean Park Blvd., Los Angeles, CA 90064. The firm will be paid a flat fee of $12,000 for the appraisal report, where the $6,000 to be paid upon approval of the application and the remainder upon completion of the report. Jacinto Munoz, a managing director at Cogito Realty Partners LLC, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Jacinto Munoz Cogito Realty Partners LLC 4470 Atlantic Ave. Long Beach, CA 90807 Jacinto Munoz Cogito Realty Partners LLC Tel: (626) 893-3547 Email: Jacinto@Cogitorp.com About 11824 Ocean Park Partners LLC 11824 Ocean Park Partners LLC in Los Angeles, CA, filed its voluntary petition for Chapter 11 protection (Bankr. C.D. Cal. Case No. 23-16465) on October 3, 2023, listing as much as $1 million to $10 million in both assets and liabilities. Ronald L. Meer as president of Bear Capital Partners, Inc., the Managing Member of Ocean Park Manager, LLC, the Managing Member of the Debtor, signed the petition. Judge Deborah J. Saltzman oversees the case. RHM LAW, LLP serve as the Debtor's legal counsel. 1185 BAYSHORE: Hires Peter Spindel Esq. P.A. as Counsel ------------------------------------------------------- 1185 Bayshore Dr., Inc. seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to employ Peter Spindel, Esq., P.A. as counsel. The firm will render these services: (a) advise the Debtor with respect to its powers and duties in the continued management of its business operations; (b) advise the Debtor with respect to its responsibilities in complying with the U.S. Trustee's Operating Guidelines and Reporting Requirements; (c) prepare legal documents; (d) protect the interest of the Debtor in all matters pending before the court; and (e) represent the Debtor in negotiation with its creditors in the preparation of a plan. The firm will be paid at these rates: Attorneys $475 per hour Paralegals $100 per hour The firm will be paid a retainer of $10,000. As disclosed in a court filing that his firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Peter Spindel, Esq. PETER SPINDEL, ESQ., PA 5775 Blue Lagoon Dr., Ste. 300 Miami, FL 33126 Tel: (786) 355-4631 Fax: (305) 448-7788 Email: peterspindel@gmail.com About 1185 Bayshore Dr., Inc. The Debtor is primarily engaged in acting as lessors of buildings used as residences or dwellings, primarily engaged in renting and leasing real estate properties. 1185 Bayshore Dr Inc. in Miami, FL, filed its voluntary petition for Chapter 11 protection (Bankr. S.D. Fla. Case No. 24-10692) on January 25, 2024, listing as much as $1 million to $10 million in both assets and liabilities. Lucrecia Delmonte as owner, signed the petition. Judge Robert A Mark oversees the case. PETER SPINDEL, ESQ, P.A. serve as the Debtor's legal counsel. 1974 INVESTORS: Hires Fuller Law Firm P.C. as Counsel ----------------------------------------------------- 1974 Investors, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of California to employ The Fuller Law Firm, P.C. as counsel. The firm will render these services: (a) advise the Debtor with respect to its powers and duties; (b) attend meetings and negotiate with representatives of creditors and other parties in interest and advise and consult on the conduct of the case; (c) take all necessary action to protect and preserve the Debtor's estate; (d) prepare on behalf of the Debtor all legal papers; (e) negotiate and prepare on the Debtor's behalf a plan for reorganization, disclosure statement, and all related agreements and documents and take any necessary action on behalf of the Debtor to obtain confirmation of such plan; (f) advise the Debtor in connection with the possible sale or any possible re-finance of its assets; (g) appear before the court and the U.S. Trustee and protect the interest of the Debtor's estate before such courts and the U.S. Trustee; and (h) perform all other necessary legal services and provide all other necessary legal advice to the Debtor in connection with its Chapter 11 case. The firm will be paid at these rates: Lars T. Fuller, Attorney $505 per hour Joyce Lau, Attorney $425 per hour Rodrigo Franco, Certified Paralegal $125 per hour The firm received from the Debtor a retainer of $10,000. In addition, the firm will seek reimbursement for expenses incurred. Lars Fuller, Esq., an attorney at The Fuller Law Firm, disclosed in a court filing that the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Lars T. Fuller, Esq. Joyce K. Lau, Esq. THE FULLER LAW FIRM, PC 60 No. Keeble Ave. San Jose, CA 95126 Telephone: (408) 295-5595 Facsimile: (408) 295-9852 About 1974 Investors, LLC Investors is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). The Debtor is the owner of real property located at 18580 Allendale Avenue Saratoga, CA 95070, valued at $2.95 million. 1974 Investors, LLC in Los Gatos, CA, filed its voluntary petition for Chapter 11 protection (Bankr. N.D. Cal. Case No. 24-50037) on January 11, 2024, listing $2,950,000 in assets and $4,169,303 in liabilities. Daniel Shaw as manager, signed the petition. Judge M Elaine Hammond oversees the case. THE FULLER LAW FIRM PC serve as the Debtor's legal counsel. 4452 BROADWAY: Says Disclosures Adequate, Plan Confirmable ---------------------------------------------------------- Debtor 4452 Broadway Mazal LLC filed an omnibus response to the objections of Broadway Construction Group, LLC and AMR Electrical Contracting Corp. to the Disclosure Statement for Plan of Reorganization of the Debtor. BCG is the holder of a mechanic's lien against the Debtor's property and, depending on the value achieved for the sale, may be classified as an "Other Secured Claim" or "General Unsecured Claim" under the Plan. The Plan as first filed, provided for restructuring the Debtor's obligations through three possible scenarios – a joint venture, refinancing, or a sale of the Debtor's property. The proceeds under either scenario would pay (a) administrative expenses, including fee claims, in full, and other priority claims required to be satisfied under section 1129(a)(9) of the Bankruptcy Code and statutory fees due the office of the United States Trustee from the carve-out provided by the Mortgage Lender, (b) the Mortgage Lender would receive the discounted amount of $25,500,000 for its mortgage claim, and (c) any remaining proceeds would be distributed to creditors based on their statutory priority, first to "other secured claims" then "general unsecured claims and finally to "interests." For this reason, baseline bids for the Auction would start at $27,000,000, an estimate of the amount necessary to fund the Plan. AMR Electrical Contracting Inc. ("AMR"), also a mechanic's lien holder, raises what appear to be disclosure and confirmation objections. AMR's first objection is that potential claims under New York Lien Law Article 3-A ("Lien Law") are not mentioned. The Debtor submits that the amended Disclosure Statement (ECF 65) now contains disclosure about the possibility of a Lien Law claim. See Disclosure Statement at p. 38. On February 6, 2024, the Debtor filed its Amended Plan of Liquidation and Disclosure Statement for Amended Plan of Liquidation. The Debtor submits that the Disclosure Statement as filed contains "adequate information" in support of a confirmable plan of liquidation. The Plan as filed is a straightforward plan of liquidation that will market the Debtor's real property ("Property") for sale, and creditors will be paid from the proceeds of such sale to the extent such proceeds are available. If the Debtor's marketing efforts through its real estate broker, Hilco Real Estate LLC, do not succeed, 4452 Broadway 1 LLC ("Mortgage Lender") has the right to credit bid its entire claim of at least $30,000,000 to acquire the Property under the plan and in accordance with it rights under section 363(k) of the Bankruptcy Code. In that case, the Mortgage Lender will pay the amounts needed to satisfy allowed administrative claims and priority claims, which are required to be paid under section 1129(a)(9) of the Bankruptcy Code. In addition, the Mortgage Lender has also agreed to fund a pot of $75,000 to pay "out of the money creditors" (that would include unsecured mechanic's lien creditors). Finally, in the event a third party (for example, someone other than the Mortgage Lender) makes a cash offer that is a "Qualified Bid" under the proposed Bid Procedures, the Mortgage Lender has agreed to limit its recovery to $25,500,000, which would result in a $4,500,000 carve-out from what it would receive under absolute priority so that there will be sufficient funds to pay the costs of administration of this bankruptcy case. Broadway Construction Group, LLC ("BCG") claims that by the Mortgage Lender agreeing to a discount so the costs of administration and other claims required to be paid at confirmation can be paid, violates the absolute priority rule and is not fair and equitable, with the filing of the amended Plan and Disclosure Statement, the BCG Objection and AMR Objection must be overruled. Attorneys for the Debtor and Debtor in Possession: Fred B. Ringel, Esq. Clement Yee, Esq. LEECH TISHMAN ROBINSON BROG, PLLC 875 Third Avenue New York, NY 10022 About 4452 Broadway Mazal 4452 Broadway Mazal LLC is the owner of the real property and improvements located at 4452 Broadway, New York, New York 10040 (Block 2170, Lots 62 and 400). The Property is located in the Washington Heights neighborhood of Manhattan. Prior to the Chapter 11 filing, the Debtor was in the process of developing the Property into a mixed-use property consisting of modern retail spaces and luxury condominiums. 4452 Broadway Mazal LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 23-11832) on Nov. 16, 2023. The petition was signed by Nir Amsel as authorized signatory. At the time of filing, the Debtor estimated $10 million to $50 million in both assets and liabilities. 500 Summit Avenue Mazal LLC, an affiliate of the Debtor, filed its own chapter 11 case (Case No. 23-11831). LEECH TISHMAN ROBINSON BROG, PLLC, is the Debtors' legal counsel. 921 EAST 84: Seeks to Hire Alla Kachan P.C. as Counsel ------------------------------------------------------ 921 East 84 Street LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to employ the Law Offices of Alla Kachan, P.C. as counsel. The firm will provide these services: a. assist the Debtor in administering the bankruptcy case; b. make such motions or taking such action as may be appropriate or necessary under the Bankruptcy Code; c. represent the Debtor in prosecuting adversary prosecuting to collect assets of the estate such other actions as Debtor deem appropriate; d. take such steps as may be necessary for Debtor to marshal and protect the estate's assets; e. negotiate with Debtor's creditors in formulating a plan of reorganization for Debtor in this case; f. draft and prosecute the confirmation of Debtor's plan of reorganization in this case; and g. render such additional services as Debtor may require in the bankruptcy case. The firm will be paid at these rates: Attorney $475 per hour Clerk and Paraprofessional $250 per hour The Debtor paid the firm an initial retainer in the amount of $18,000. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Alla Kachan, a partner at Law Offices of Alla Kachan, P.C., disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Alla Kachan, Esq. LAW OFFICES OF ALLA KACHAN, P.C. 2799 Coney Island Avenue., Suite 202 Brooklyn, NY 11235 Telephone: (718) 513-3145 Email: alla@kachanlaw.com About 921 East 84 Street LLC 921 East 84 Street LLC in Brooklyn, NY, filed its voluntary petition for Chapter 11 protection (Bankr. E.D.N.Y. Case No. 24-40148) on January 11, 2024, listing $529,000 in assets and $1,005,542 in liabilities. Hillel Stein as president, signed the petition. Judge Nancy Hershey Lord oversees the case. LAW OFFICES OF ALLA KACHAN, P.C. serve as the Debtor's legal counsel. 921 EAST 84: Seeks to Hire Wisdom Professional as Accountant ------------------------------------------------------------ 921 East 84 Street LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to employ Wisdom Professional Services Inc. as accountant. The firm will provide these services: a. gather and verify all pertinent information required to compile and prepare monthly operating reports; and b. prepare monthly operating reports for the Debtor. The firm will be paid at a rate of $250 per report and the expected estimate monthly cost of services is $250. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. The firm received from the Debtor a retainer of $6,000. Michael Shtarkman, CPA, a member of Wisdom Professional Services, disclosed in a court filing that the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Michael Shtarkman, CPA WISDOM PROFESSIONAL SERVICES INC. 626 Sheepshead Bay Road Suite 640 Brooklyn, NY 11224 Tel: (718) 554-6672 Email: mshtarkmancpa@gmail.com About 921 East 84 Street LLC 921 East 84 Street LLC in Brooklyn, NY, filed its voluntary petition for Chapter 11 protection (Bankr. E.D.N.Y. Case No. 24-40148) on January 11, 2024, listing $529,000 in assets and $1,005,542 in liabilities. Hillel Stein as president, signed the petition. Judge Nancy Hershey Lord oversees the case. LAW OFFICES OF ALLA KACHAN, P.C. serve as the Debtor's legal counsel. ABEOME CORPORATION: Hires Thompson O'Brien Kappler as Counsel ------------------------------------------------------------- Abeome Corporation seeks approval from the U.S. Bankruptcy Court for the Northern District of Georgia to employ Thompson, O'Brien, Kappler & Nasuti, P.C. as counsel. The firm will provide these services: (a) advise the Debtor with respect to its powers and duties as a debtor-in-possession in the continued management and operation of its business; (b) take all necessary action to protect and preserve the estate of the Debtor, including the prosecution of actions on the Debtor's behalf, the defense of any actions commenced against the Debtor, the negotiation of disputes in which the Debtor is involved, and the preparation of objections to claims filed against the Debtor's estate; (c) prepare on behalf of the Debtor all applications, motions, answers, orders, reports, memoranda of law and other papers in connection with the Subchapter V case; (d) negotiate and prepare on behalf of the Debtor a plan of reorganization and all related documents; (e) negotiate and prepare documents relating to the disposition of assets, as requested by the Debtor; (f) advise the Debtor, where appropriate, with respect to federal and state regulatory matters; (g) advise the Debtor on finance, and finance-related matters and transactions, and matters relating to the sale of the Debtor's assets, if needed; (h) assist in examination of the claims of creditors; (i) perform those legal services and other actions incidental and necessary to the day-to-day operations of Debtor's business, including, but not limited to, institution and prosecution of necessary legal proceedings, and general business legal advice and assistance; and (j) perform such other legal services incident to the proper preservation and administration of Debtor's estate and business as may be necessary and appropriate. The firm will be paid at these rates: Partners $465 to $500 per hour Associates $250 to $350 per hour Of Counsel $350 to $460 per hour Paralegals $195 per hour Law Clerks $175 per hour Legal Assistants $150 per hour The firm received a pre-petition retainer of $75,000. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Michael B. Pugh, Esq., a partner at Thompson, O'Brien, Kappler & Nasuti, P.C., disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Michael B. Pugh, Esq. THOMPSON, O'BRIEN, KAPPLER & NASUTI, P.C. 2 Sun Court, Suite 400 Peachtree Corners, GA 30092 Tel: (770) 925-0111 Email: mpugh@tokn.com About Abeome Corporation Abeome Corporation specializes in biotechnology research and development in Jefferson, Ga. The Debtor filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 24-20137) on February 2, 2024, with $1,262,966 in assets and $2,784,700 in liabilities. N. Kirby Alton, chairman, signed the petition. Michael Pugh, Esq., at Thompson, O'Brien, Kappler & Nasuti, PC represents the Debtor as legal counsel. ACCEO SOLUTIONS: Sixth Street Marks C$52.9MM Loan at 24% Off ------------------------------------------------------------ Sixth Street Specialty Lending, Inc has marked its C$52,941,000 loan extended to Acceo Solutions, Inc to market at C$40,150,000 or 76% of the outstanding amount, as of December 31, 2023, according to a disclosure contained in Sixth Street's Form 10-K for the fiscal year ended December 31, 2023, filed with the Securities and Exchange Commission on February 15, 2024. Sixth Street is a participant in a First Lien Loan to Acceo Solutions, Inc. The loan accrues interest at a rate of 10.21% (C + 4.75%). The loan matures October 2025. Sixth Street Specialty Lending, Inc. is a Delaware corporation formed on July 21, 2010. The Company was formed primarily to lend to, and selectively invest in, middle-market companies in the United States. The Company has elected to be regulated as a business development company under the 1940 Act. In addition, for tax purposes, the Company has elected to be treated as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended. The Company is managed by Sixth Street Specialty Lending Advisers, LLC. On June 1, 2011, the Company formed a wholly-owned subsidiary, TC Lending, LLC, a Delaware limited liability company. On March 22, 2012, the Company formed a wholly-owned subsidiary, Sixth Street SL SPV, LLC, a Delaware limited liability company. On May 19, 2014, the Company formed a wholly-owned subsidiary, Sixth Street SL Holding, LLC, a Delaware limited liability company. On December 9, 2020, the Company formed a wholly-owned subsidiary, Sixth Street Specialty Lending Sub, LLC, a Cayman Islands limited liability company. ACCEO Solutions Inc. provides information technology services. The Company specializes in software design, implementation, integration, and support for the fields of management, accounting, and e-business development, as well as offers consulting, payment solutions, and technical services. ACCEO Solutions serves customers in Canada. AEMETIS INC: Grantham, Mayo, Van Otterloo & Co Holds 4.6% Stake --------------------------------------------------------------- Grantham, Mayo, Van Otterloo & Co. LLC disclosed in a Schedule 13G/A Report filed with the U.S. Securities and Exchange Commission that as of December 31, 2023, it beneficially owned 1,815,264 shares of Aemetis, Inc.'s Common Stock, representing 4.6% of the shares outstanding. A full-text copy of the Report is available at http://tinyurl.com/53nvh5sh About Aemetis Headquartered in Cupertino, California, Aemetis, Inc. -- http://www.aemetis.com-- is an international renewable natural gas, renewable fuels and byproducts company focused on the acquisition, development and commercialization of innovative technologies that replace traditional petroleum-based products. The Company operates in two reportable geographic segments: "North America" and "India." Aemetis reported a net loss of $107.76 million for the year ended Dec. 31, 2022, compared to a net loss of $47.15 million for the year ended Dec. 31, 2021. As of Sept. 30, 2023, the Company had $277.44 million in total assets, $114.37 million in total current liabilities, $363.06 million in total long-term liabilities, and a total stockholders' deficit of $199.99 million. As a result of negative capital, negative market conditions resulting in prolonged idling of the Keyes Plant, negative operating results, and collateralization of substantially all of the company assets, the Company has been reliant on its senior secured lender to provide additional funding and has been required to remit substantially all excess cash from operations to the senior secured lender. In order to meet its obligations during the next 12 months, the Company will need to either refinance the Company's debt or receive the continued cooperation of its senior lender. This dependence on the senior lender raises substantial doubt about the Company's ability to continue as a going concern, the Company said in its Quarterly Report for the period ended Sept. 30, 2023. AGILE THERAPEUTICS: Lind Global Fund, 2 Others Report Equity Stake ------------------------------------------------------------------ Lind Global Fund II LP, Lind Global Partners II LLC, and Jeff Easton disclosed in a Schedule 13G/A Report filed with the U.S. Securities and Exchange Commission that as of December 31, 2023, they beneficially owned warrants to purchase 44,750 shares of Agile Therapeutics, Inc.'s common stock, representing 1.8% of the shares outstanding. A full-text copy of the Report is available at http://tinyurl.com/2xrre86p About Agile Therapeutics Inc. Agile Therapeutics, Inc. is a women's healthcare company dedicated to fulfilling the unmet health needs of today's women. The Company's product and product candidates are designed to provide women with contraceptive options that offer freedom from taking a daily pill, without committing to a longer-acting method. Its initial product, Twirla, (levonorgestrel and ethinyl estradiol), a transdermal system, is a non-daily prescription contraceptive. Agile reported a net loss of $25.41 million for the year ended Dec. 31, 2022, compared to a net loss of $71.07 million for the year ended Dec. 31, 2021. As of Sept. 30, 2023, the Company had $10.89 million in total assets, $23.30 million in total liabilities, and a total stockholders' deficit of $12.41 million. Iselin, New Jersey-based Ernst & Young LLP, the Company's auditor since 2010, issued a "going concern" qualification in its report dated March 22, 2023, citing that the Company has generated losses since inception, used substantial cash in operations, anticipates it will continue to incur net losses for the foreseeable future, requires additional capital to fund its operating needs and has stated that substantial doubt exists about the Company's ability to continue as a going concern. Agile disclosed in its Quarterly Report for the period ended Sept. 30, 2023, that it has generated losses since inception, used substantial cash in operations, has a working capital deficit as of September 30, 2023, and anticipates it will continue to incur net losses for the foreseeable future. The Company's future success depends on its ability to obtain additional capital or implement various strategic alternatives, and there can be no assurance that any financing can be realized by the Company, or if realized, what the terms of any such financing may be, or that any amount that the Company is able to raise will be adequate. Based upon the foregoing, management has concluded that there is substantial doubt about the Company's ability to continue as a going concern through the 12 months following the date on which the Quarterly Report on Form 10-Q was filed. AGILITI INC: S&P Places 'B+' ICR on Watch Negative on THL Merger ---------------------------------------------------------------- S&P Global Ratings placed the 'B+' issuer credit rating on Agiliti Inc. on CreditWatch with negative implications. The CreditWatch placement indicates the potential for a downgrade of one or more notches if S&P believes the company will pursue a more aggressive financial policy, including maintaining S&P Global Ratings-adjusted leverage above 5x and free operating cash flow (FOCF) to debt of less than 5%. Agiliti announced that it has entered into a definitive merger agreement with private equity firm Thomas H. Lee Partners L.P. (THL), which will acquire all outstanding shares of Agiliti's common stock that it doesn't already own (approximately 27% of the outstanding shares). The CreditWatch placement follows Agiliti's announcement that THL would acquire all outstanding shares of its common stock. A take-private transaction by a financial sponsor will likely result in more aggressive financial policy and could lead to S&P Global Ratings-adjusted leverage rising above 5x, the downside trigger for S&P's 'B+' rating on Agiliti. Funding this transaction using additional debt could also weaken cash flow due to additional interest expense. Prior to going public in April 2021, Agiliti was wholly owned by THL and maintained leverage above 5x. Agiliti reported double-digit percent growth in 2020 and 2021 due to acquisitions and strong demand from health care facilities that utilized Agiliti's outsourced services to address the capital-intensive nature of their businesses and supplement the demand of their equipment fleets. However, as operating trends normalize following the worst of the COVID-19 pandemic, the demand for peak-need medical equipment such as infusion pumps, ventilators, and patient monitoring systems has reduced. Health care facilities increased equipment ownership amid the pandemic. S&P said, "We expect revenues to increase in the mid-single-digit percents in 2024, driven by growth in certain medical equipment rentals such as specialty beds and surgical laser, and in maintenance and repair services, partially offset by lower peak-need rental revenue. We expect EBITDA margins in the mid-20% area, similar to 2023 and lower than 2021 and 2022, due to the decline in its peak-need rental business, less profitable government contracts, and higher up-front servicing costs from new business. However, we will continue to monitor the company's performance for operational setbacks that could put further pressure on the rating. "We intend to resolve the CreditWatch when the transaction closes. We could lower the rating by one notch if we expect Agiliti to pursue a more aggressive financial policy such that leverage increases above 5x or FOCF to debt declines below 5% after close. A downgrade of more than one notch is unlikely but could result from a combination of increased leverage coinciding with meaningful deterioration in operating performance." AGSPRING LLC: Seeks to Extend Plan Exclusivity to April 25 ---------------------------------------------------------- Agspring, LLC and its affiliates asked the U.S. Bankruptcy Court for the District of Delaware to extend their exclusivity periods to file a plan of reorganization and obtain acceptance thereof to April 25 and June 25, 2024, respectively. The Debtors explained that they have limited personnel providing services to them as part time contractors and therefor need additional time to address plan issues and to resolve claims while these chapter 11 cases are not overly large. Since the Petition Date, the Debtors have already satisfied key milestones necessary for the successful resolution of these chapter 11 cases, including completion and filing of their schedules and statements and obtaining the consensual use of cash collateral. The Debtors are now focused on a potential resolution of these cases, including formulating and confirming a plan of liquidation. The Debtors cited that they are requesting an extension of the Exclusivity Periods to focus their time and energy on ultimately confirming a plan in these cases. Continued exclusivity will permit the Debtors the ability to maintain flexibility in crafting an appropriate plan. All of the Debtors' stakeholders will benefit from the Debtors' focused efforts to maximize the value of the Debtors' estates at this time. The Debtors' secured lenders have no objection to the extension requested in this Motion. Moreover, the Debtors are not seeking an extension of the Exclusivity Periods to pressure or prejudice any of their stakeholders. The Debtors are requesting an extension of the Exclusivity Periods to focus their time and energy on ultimately confirming a fair and equitable plan. All creditor groups or their advisors have had an opportunity to actively participate in substantive discussions with the Debtors throughout these chapter 11 cases. Proposed Counsel to the Debtors: Laura Davis Jones, Esq. Pachulski Stang Ziehl & Jones LLP 919 North Market Street, 17th Floor Wilmington, DE 19801 Telephone: 302-778-6401 Mobile: 302-547-3132 Email: ljones@pszjlaw.com - and - Samuel R. Maizel, Esq. John A. Moe, II, Esq. Tania M. Moyron, Esq. Dentons US, LLP 601 South Figueroa Street, Suite 2500 Los Angeles, California 90017-5704 Tel: (213) 623-9300 Fax: (213) 623-9924 Email: samuel.maizel@dentons.com john.moe@dentons.com tania.moyron@dentons.com About Agspring LLC Agspring, LLC is a provider of warehousing and storage services in Leawood, Kansas. Agspring and five of its affiliates filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 23-10699) on May 31, 2023. At the time of the filing, Agspring reported $1 million to $10 million in assets and $50 million to $100 million in liabilities. Judge Craig T. Goldblatt oversees the cases. The Debtor tapped Pachulski Stang Ziehl & Jones, LLP and Dentons US, LLP as legal counsels, and Kyle Sturgeon of MERU, LLC as chief restructuring officer. AGTJ13 LLC: Case Summary & Six Unsecured Creditors -------------------------------------------------- Debtor: AGTJ13, LLC 450 South Western Avenue Los Angeles, CA 90020 Business Description: AGTJ13 is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). Chapter 11 Petition Date: February 26, 2024 Court: United States Bankruptcy Court Central District of California Case No.: 24-11409 Judge: Hon. Sandra R Klein Debtor's Counsel: Ron Bender, Esq. LEVENE, NEALE, BENDER, YOO & GOLUBCHIK L.L.P. 2818 La Cienega Avenue Los Angeles, CA 90034 Tel: (310) 229-1234 Fax: (310) 229-1244 Email: rb@lnbyg.com Estimated Assets: $50 million to $100 million Estimated Liabilities: $50 million to $100 million The petition was signed by Lafayette Jackson Sharp, IV as manager. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/ZRNQLOA/AGTJ13_LLC__cacbke-24-11409__0001.0.pdf?mcid=tGE4TAMA List of Debtor's Six Unsecured Creditors: Entity Nature of Claim Claim Amount 1. Amtrust North America Insurance $43,722 PO Box 6939 Cleveland, OH 44101 Jared Stutzman Email: jstutzman@inszoneins.com Phone: 916-738-7713 2. JU MA Security Security Services $43,665 P.O. Box 743122 Los Angeles, CA 90004 Tel: 213-381-6542 3. Acosta Power Services $38,839 Sweeping Services, Inc 2134 Berkshire Cir. Corona, CA 92879 Alex Acosta Email: bagacosta2@yahoo.com Phone: 714-519-4917 4. Mitsubishi Electric Services $29,735 US Americas 5900-A Katella Ave. Cypress, CA 90630 Arlene Ruiz Email: arlene.ruiz@meus.com Phone: 714-220-4711 5. Secured Properties Inc. Property $17,995 3435 Wilshire Blvd., Management Suite 2510 Services Los Angeles, CA 90010 Ryan Yatman Tel: 213-389-5888 x 302 6. L.A. Dept. of Water Utility Services $15,507 and Power PO Box 30808 Los Angeles, CA 90030-0808 Los Angeles, CA 90030 Tel: 800-499-8840 AGTJ13 MANAGER: Voluntary Chapter 11 Case Summary ------------------------------------------------- Debtor: AGTJ13 Manager, LLC 32932 Pacific Coast Highway Suite 14 #441 Dana Point, CA 92629 Chapter 11 Petition Date: February 26, 2024 Court: United States Bankruptcy Court Central District of California Case No.: 24-11412 Debtor's Counsel: Ron Bender, Esq. LEVENE, NEALE, BENDER, YOO & GOLUBCHIK L.L.P 2818 La Cienega Avenue Los Angeles, CA 90034 Tel: (310) 229-1234 Fax: (310) 229-1244 Email: rb@lnbyg.com Estimated Assets: $50 million to $100 million Estimated Liabilities: $50 million to $100 million The petition was signed by Lafayette Jackson Sharp, IV as manager. The Debtor indicated it has no unsecured creditors. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/FOEGMTQ/AGTJ13_Manager_LLC__cacbke-24-11412__0001.0.pdf?mcid=tGE4TAMA AMERICAN ACHIEVEMENT: 93% Markdown for Sixth Street $1.3MM Loan --------------------------------------------------------------- Sixth Street Specialty Lending, Inc has marked its $1,352,000 loan extended to American Achievement, Corp to market at $101,000 or 7% of the outstanding amount, as of December 31, 2023, according to a disclosure contained in Sixth Street's Form 10-K for the fiscal year ended December 31, 2023, filed with the Securities and Exchange Commission on February 15, 2024. Sixth Street is a participant in a First Lien Loan to American Achievement, Corp. The loan accrues interest at a rate of 18.94% Payment in Kind (SOFR + 14.10%). The loan matures September 2026. Sixth Street Specialty Lending, Inc. is a Delaware corporation formed on July 21, 2010. The Company was formed primarily to lend to, and selectively invest in, middle-market companies in the United States. The Company has elected to be regulated as a business development company under the 1940 Act. In addition, for tax purposes, the Company has elected to be treated as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended. The Company is managed by Sixth Street Specialty Lending Advisers, LLC. On June 1, 2011, the Company formed a wholly-owned subsidiary, TC Lending, LLC, a Delaware limited liability company. On March 22, 2012, the Company formed a wholly-owned subsidiary, Sixth Street SL SPV, LLC, a Delaware limited liability company. On May 19, 2014, the Company formed a wholly-owned subsidiary, Sixth Street SL Holding, LLC, a Delaware limited liability company. On December 9, 2020, the Company formed a wholly-owned subsidiary, Sixth Street Specialty Lending Sub, LLC, a Cayman Islands limited liability company. American Achievement Corporation manufactures and distributes commemorative jewelry, including class rings, and recognition products. AMERICAN ACHIEVEMENT: Sixth Street Marks $27MM Loan at 24% Off -------------------------------------------------------------- Sixth Street Specialty Lending, Inc has marked its $27,046,000 loan extended to American Achievement, Corp to market at $20,488,000 or 76% of the outstanding amount, as of December 31, 2023, according to a disclosure contained in Sixth Street's Form 10-K for the For the fiscal year ended December 31, 2023, filed with the Securities and Exchange Commission on February 15, 2024. Sixth Street is a participant in a First Lien Loan to American Achievement, Corp. The loan accrues interest at a rate of 11.19% Payment in Kind (SOFR + 6.35%). The loan matures September 2026. Sixth Street Specialty Lending, Inc. is a Delaware corporation formed on July 21, 2010. The Company was formed primarily to lend to, and selectively invest in, middle-market companies in the United States. The Company has elected to be regulated as a business development company under the 1940 Act. In addition, for tax purposes, the Company has elected to be treated as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended. The Company is managed by Sixth Street Specialty Lending Advisers, LLC. On June 1, 2011, the Company formed a wholly-owned subsidiary, TC Lending, LLC, a Delaware limited liability company. On March 22, 2012, the Company formed a wholly-owned subsidiary, Sixth Street SL SPV, LLC, a Delaware limited liability company. On May 19, 2014, the Company formed a wholly-owned subsidiary, Sixth Street SL Holding, LLC, a Delaware limited liability company. On December 9, 2020, the Company formed a wholly-owned subsidiary, Sixth Street Specialty Lending Sub, LLC, a Cayman Islands limited liability company. American Achievement Corporation manufactures and distributes commemorative jewelry, including class rings, and recognition products. AMERICAN ROCK: Moody's Cuts CFR to Caa1 & Alters Outlook to Stable ------------------------------------------------------------------ Moody's Investors Service downgraded American Rock Salt Company LLC's (ARS) Corporate Family Rating to Caa1 from B3, its Probability of Default Rating to Caa1-PD from B3-PD, the rating of its senior secured first lien term loan to Caa1 from B3 and the rating of the senior secured second lien term loan to Caa3 from Caa2. The ratings outlook has been changed to stable from negative. RATINGS RATIONALE Governance consideration and, specifically, financial strategy & risk management is a key driver of this rating action given the further deterioration in ARS's credit profile as evidenced by higher leverage, persistently negative Moody's-adjusted free cash flow (after distributions) and poor liquidity profile. The company's weak credit metrics reflect a significant debt-financed distribution made to the holding company in 2021 which materially reduced the company's financial flexibility to withstand mild winter conditions, subsequent below-average winter seasons and a sharp increase in interest expenses. The company's Caa1 CFR reflects its limited scale with a single mine, lack of business diversity and weather-dependent business model that results in volatile credit metrics and cash flow generation. Factors that support the rating are high barriers to entry in rock salt mining industry and cost advantages in the company's primary markets in western and central New York and Pennsylvania due to favorable access to truck and rail transportation and operating one of the lowest costs and the newest salt mines in the United States. The rating also benefits from the company's high operating margins, variable cost structure, low capital expenditures and long dated debt maturities. While Moody's anticipates that the owners will continue to support the company during periods of exceptionally low snowfall as they did in FY2023, persistently high leverage, interest expenses and low coverage ratios indicate a potentially untenable capital structure. ARS's financial leverage, measured as Moody's-adjusted Debt/EBITDA, increased to 10.4x in FY2023 ended September 30, 2023 from 9.1x in FY2022, mainly because of a mild 2022-2023 winter, which left municipal and commercial customers with high salt inventories and created conditions for a more competitive bidding season, limiting the company's ability to materially raise prices. ARS generated about $20 million in negative free cash flow in FY2023. Leverage increased further and the company burned more cash during the December quarter because of very mild weather observed in the Northeast at the end of last year. ARS experiences a material build-up in working capital and generates negative free cash flow from April to December. Assuming modestly below-average 2023-2024 winter conditions, Moody's estimate that ARS's FY2024 EBITDA, as adjusted by Moody's, will be flat y-o-y. Although the company will likely generate a meaningful amount of free cash flow during the March 2024 quarter and repay most, if not all of its revolver borrowings, leverage is expected to remain high around or slightly below 10x. Low projected March quarter end cash balance and temporarily reduced revolver borrowing capacity that steps down from March to August suggests that there is a meaningful risk that ARS could exhaust its liquidity before the revolver commitment steps back up to $70 million in September and, potentially, before its starts collecting accounts receivables from the next snow season, unless the company takes steps to conserve cash, increases borrowings under the supplemental $30 million line of credit or secures additional external financing. The stable outlook reflects Moody's expectations that the company's credit metrics will evidence modest improvement over the next 12-18 months but will remain very weak. The stable outlook also assumes the owners will continue to support the company during the periods of exceptionally low snowfall, negative free cash flow and weak liquidity. ARS is expected to have poor liquidity in the next 12 months. As of December 31, 2023, ARS had about $6 million in cash on hand, $5.1 million available under the revolving credit facility (unrated) and $15 million of remaining availability under the $30 million supplemental credit facility (unrated). The revolver is subject to borrowing base and will expire in 2026. The revolver commitment steps down from $70 million to $35 million from March to August each year and contains a springing fixed charge coverage ratio test of 1.1x if revolver excess availability is less than 10% of the borrowing base. Moody's anticipate that that the company will continue to rely heavily on its asset-based revolving credit facility (unrated) and believe there is meaningful risk that the covenant could be triggered over the next four quarters. The senior secured first lien term loan due 2028 is rated Caa1, on par with the Caa1 CFR, reflecting its large proportion of the overall debt. It has a first priority lien on all fixed domestic assets, salt reserves and minerals rights. The senior secured second lien term loan due 2029 is rated Caa3, reflecting its subordinate position in the capital structure relative to the asset-based revolver (unrated) due 2026 that has a first priority lien on current assets, the first lien term loan and the $30 million supplemental credit facility due in March 2025. The term loans are guaranteed by all material domestic subsidiaries of the borrower American Rock Salt Company LLC. The supplemental credit facility is secured by personal property assets of the company other than those that secure the Existing Revolver and the Railcar Facilities. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS An upgrade is unlikely in the near term given high gross debt levels, history of re-levering the company and relatively mild, to date, winter season. However, Moody's would consider an upgrade if the company pays down debt so that in mild (trough) winter conditions leverage is around 6.5x, interest coverage remains above 1.5x on a sustained basis, the company generates positive free cash flow and maintains good liquidity and a conservative financial policy (i.e., does not continually dividend out excess cash or lever up to take advantage of improved earnings). Moody's could downgrade the rating if leverage continues to exceed 9x on a sustained basis, interest coverage falls and remains below 1x and liquidity (cash plus revolver availability) remains below $20 million. Moody's could also downgrade the rating if the company undertakes a large debt-financed acquisition or another dividend recapitalization. American Rock Salt Company LLC produces highway deicing rock salt. The company operates a single mine in upstate New York and sells primarily to state and local government agencies in the northeastern United States. The firm is a wholly owned subsidiary of American Rock Salt Holdings, LLC, which is closely held by private investors including some members of management. The company does not publicly disclose its financial statements. Headquartered in Retsof, NY, American Rock Salt generated approximately $170 million in revenue for the twelve months ended December 31, 2023. The principal methodology used in these ratings was Chemicals published in October 2023. APEX TOOL: S&P Downgrades ICR to 'SD' on Debt Exchange ------------------------------------------------------ S&P Global Ratings lowered its issuer credit rating on U.S. manufacturer Apex Tool Group LLC to 'SD' (selective default) from 'CCC+'. At the same time, S&P lowered its issue-level ratings on the existing first-lien term loan due 2029 to 'D' from 'CCC+', and the existing second-lien term loan due 2030 to 'D' from 'CCC'. The existing revolving credit facility due February 2027 was not a part of the exchange. However, S&P believes the revolving credit facility will be subordinate to the new DDTL and the new tranche A and tranche B first-lien term loans in the new capital structure. S&P said, "We view the transaction as a distressed exchange. The transaction included the exchange of Apex's existing first-lien term loan and second-lien term loan for a new tranche A first-lien term loan and tranche B first-lien term loan, respectively. Existing term loan investors that decline to participate in the exchange transactions will be subordinated to the new DDTL, as well as the tranche A and tranche B first-lien loans. We view these exchanges as distressed and tantamount to default because in our view, lenders are receiving less value than the original promises. "We expect to reassess the go-forward long-term issuer credit rating upon completion of the transactions. We plan to reassess our issuer credit rating and issue-level ratings in the near term. We will shortly review Apex's credit profile and reassess our recovery ratings based on the company's new capital structure." APPLIED SYSTEMS: Hires Certilman Balin Adler as Counsel ------------------------------------------------------- Applied Systems Marketing, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to employ Certilman Balin Adler & Hyman, LLP as counsel. The firm will assist the Debtor in preparing necessary schedules, motions, pleadings, and other documents; represent the Debtor in connection with any motion practice and proceedings; negotiate with creditors and prepare, propose and seek approval of a plan. The firm will be paid at these rates: Richard McCord, Esq. Partner $600 per hour Jaspreet Mayall, Esq. Partner $600 per hour Robert Nosek, Esq. Associate $500 per hour Paraprofessionals $150 per hour The firm received a initial retainer in the amount of $25,000. Richard J. McCord, Esq., a partner at Certilman Balin Adler & Hyman, LLP, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Richard J. McCord, Esq. CERTILMAN BALIN ADLER & HYMAN, LLP 90 Merrick Avenue East Meadow, NY 11554 Tel: (516) 296-7000 Email: rmccord@certilmanbalin.com About Applied Systems Marketing, LLC The Debtor is engaged in activities related to real estate. The Debtor owns three properties in Forest Avenue, Glen Cove, NY valued at $8.35 million. Applied Systems Marketing L.L.C. in Glen Cove, NY, filed its voluntary petition for Chapter 11 protection (Bankr. E.D.N.Y. Case No. 24-70422) on February 1, 2024, listing $8,762,520 in assets and $7,783,424 in liabilities. James R. Fitzgerald as chief executive officer, signed the petition. Judge Louis A Scarcella oversees the case. CERTILMAN BALIN ADLER & HYMAN, LLP serve as the Debtor's legal counsel. ARTISAN BIDCO: Sixth Street Marks EUR38.1MM Loan at 49% Off ----------------------------------------------------------- Sixth Street Specialty Lending, Inc has marked its EUR38,112,000 loan extended to Artisan Bidco, Inc to market at EUR19,346,000 or 51% of the outstanding amount, as of December 31, 2023, according to a disclosure contained in Sixth Street's Form 10-K for the For the fiscal year ended December 31, 2023, filed with the Securities and Exchange Commission on February 15, 2024. Sixth Street is a participant in a First Lien Loan to Artisan Bidco, Inc. The loan accrues interest at a rate of 10.96% (E + 7%).The loan matures on November 2029. Sixth Street Specialty Lending, Inc. is a Delaware corporation formed on July 21, 2010. The Company was formed primarily to lend to, and selectively invest in, middle-market companies in the United States. The Company has elected to be regulated as a business development company under the 1940 Act. In addition, for tax purposes, the Company has elected to be treated as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended. The Company is managed by Sixth Street Specialty Lending Advisers, LLC. On June 1, 2011, the Company formed a wholly-owned subsidiary, TC Lending, LLC, a Delaware limited liability company. On March 22, 2012, the Company formed a wholly-owned subsidiary, Sixth Street SL SPV, LLC, a Delaware limited liability company. On May 19, 2014, the Company formed a wholly-owned subsidiary, Sixth Street SL Holding, LLC, a Delaware limited liability company. On December 9, 2020, the Company formed a wholly-owned subsidiary, Sixth Street Specialty Lending Sub, LLC, a Cayman Islands limited liability company. Artisan Bidco, Inc was formed by private equity firm STG Partners, LLC, to acquire Avid Technology, Inc., a technology provider that powers the media and entertainment industry. STG took Avid private in an all-cash transaction that valued the company at roughly $1.4 billion, inclusive of Avid's net debt. The deal was announced in August 2023 and completed in November 2023. ASHFORD HOSPITALITY: The Vanguard Group Holds 5.41% Stake --------------------------------------------------------- The Vanguard Group disclosed in a Schedule 13G/A Report filed with the U.S. Securities and Exchange Commission that as of December 29, 2023, it beneficially owned 1,868,681 shares of Ashford Hospitality Trust Inc.'s Common Stock, representing 5.41% of the shares outstanding. A full-text copy of the Report is available at http://tinyurl.com/24su6n82 About Ashford Hospitality Headquartered in Dallas, Texas, Ashford Hospitality Trust, Inc. operates as a self-advised real estate investment trust focusing on the lodging industry. As of September 30, 2023, the Trust had $3.7 billion in total assets against $3.9 billion in total liabilities. Egan-Jones Ratings Company, on May 5, 2023, maintained its 'CCC+' foreign currency and local currency senior unsecured ratings on debt issued by Ashford Hospitality Trust, Inc. ASHFORD HOSPITALITY: Varde Partners Entities Report Stakes ---------------------------------------------------------- Varde Partners Inc. and affiliated entities disclosed in a Schedule 13G/A Report filed with the U.S. Securities and Exchange Commission that as of December 31, 2023, these entities beneficially owned Ashford Hospitality Trust, Inc.'s common stock: Reporting Person Shares Owned Percent of Class Varde Investment Partners(Offshore) Master, L.P. 364,822 1.06% Varde Credit Partners Master 366,812 1.06% L.P. Varde Investment Partners 284,009 0.82% L.P. The Varde Dislocation 468,571 1.36% Fund, L.P. The Varde Fund XIII, L.P. 608,767 1.76% Varde Partners, Inc. 2,092,981 6.06% Ilfryn C. Carstairs 2,092,981 6.06% Bradley Bauer 2,092,981 6.06% A full-text copy of the Report is available at http://tinyurl.com/4frm92y5 About Ashford Hospitality Headquartered in Dallas, Texas, Ashford Hospitality Trust, Inc. operates as a self-advised real estate investment trust focusing on the lodging industry. As of September 30, 2023, the Trust had $3.7 billion in total assets against $3.9 billion in total liabilities. Egan-Jones Ratings Company, on May 5, 2023, maintained its 'CCC+' foreign currency and local currency senior unsecured ratings on debt issued by Ashford Hospitality Trust, Inc. ASTRA ACQUISITION: Sixth Street Marks $43MM Loan at 38% Off ----------------------------------------------------------- Sixth Street Specialty Lending, Inc has marked its $43,479,000 loan extended to Astra Acquisition Corp to market at $27,174,000 or 62% of the outstanding amount, as of December 31, 2023, according to a disclosure contained in Sixth Street's Form 10-K for the fiscal year ended December 31, 2023, filed with the Securities and Exchange Commission on February 15, 2024. Sixth Street is a participant in a Second Lien Loan to Astra Acquisition Corp. The loan accrues interest at a rate of 14.48% (SOFR + 9.14). The loan matures on October 2029. Sixth Street Specialty Lending, Inc. is a Delaware corporation formed on July 21, 2010. The Company was formed primarily to lend to, and selectively invest in, middle-market companies in the United States. The Company has elected to be regulated as a business development company under the 1940 Act. In addition, for tax purposes, the Company has elected to be treated as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended. The Company is managed by Sixth Street Specialty Lending Advisers, LLC. On June 1, 2011, the Company formed a wholly-owned subsidiary, TC Lending, LLC, a Delaware limited liability company. On March 22, 2012, the Company formed a wholly-owned subsidiary, Sixth Street SL SPV, LLC, a Delaware limited liability company. On May 19, 2014, the Company formed a wholly-owned subsidiary, Sixth Street SL Holding, LLC, a Delaware limited liability company. On December 9, 2020, the Company formed a wholly-owned subsidiary, Sixth Street Specialty Lending Sub, LLC, a Cayman Islands limited liability company. Astra Acquisition Corp. is a provider of cloud-based software solutions for higher educational institutions. AYALA PHARMACEUTICALS: Inks Letter Agreement With EVP ----------------------------------------------------- Ayala Pharmaceuticals, Inc. disclosed in a Form 8-K filed with the Securities and Exchange Commission that on Feb. 20, 2024, the Company and Andres Gutierrez, the Company's chief medical officer and executive vice president, entered into a letter agreement, which references that certain Employment Agreement, dated as of April 23, 2018, by and between the Company and Dr. Gutierrez. The Letter Agreement memorializes the agreement between the Company and Dr. Gutierrez that the previously disclosed transaction bonus in the amount of $800,000 to be paid to Dr. Gutierrez upon the closing of the Asset Sale shall cause any termination of his employment upon or following the Closing to be treated as a termination of employment pursuant to Section 4(c) of the Employment Agreement, such that he will not be entitled to any of the payments or benefits set forth in Section 4(b) of the Employment Agreement with respect to any such termination. The Letter Agreement provides that should Dr. Gutierrez's employment terminate for any reason prior to the Closing, the current terms of the Employment Agreement without regard to the Letter Agreement will control. On Feb. 5, 2024, Ayala and Immunome, Inc., entered into an Asset Purchase Agreement pursuant to which Immunome will acquire substantially all of the Company's assets. About Ayala Pharmaceuticals Formerly known as Advaxis, Inc., Ayala Pharmaceuticals, Inc. is a clinical-stage oncology company focused on developing and commercializing small molecule therapeutics for patients suffering from rare and aggressive cancers, primarily in genetically defined patient populations. Ayala reported a net loss of $14.36 million for the year ended Oct. 31, 2022, compared to a net loss of $17.86 million for the year ended Oct. 31, 2021. As of March 31, 2023, the Company had $20.99 million in total assets, $9.83 million in total current liabilities, $1.48 million in total long-term liabilities, and $9.67 million in total stockholders' equity. New York, NY-based Marcum LLP, the Company's auditor since 2012, issued a "going concern" qualification in its report dated Feb. 9, 2023, 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. Ayala said in its Quarterly Report for the period ended Sept. 30, 2023, that during the three months ended September 30, 2023, the Company had a reduction in workforce in which the employment of approximately 30% of the Company's employees was terminated. This reduction in workforce has not yet required the Company to cease any major development efforts. Following the reduction in workforce, the Company had 21 employees. The Company expects to be able to meet its financial obligations to its employees and to its creditors only if able to reach agreements on payment terms and secure additional funding. The Company is evaluating additional reductions in costs, including additional reductions in workforce expenses and is also actively working on securing additional funding to help meet current obligations. If the Company is unable to obtain funding, the Company would be forced to delay, reduce, or eliminate its research and development programs, which could adversely affect its business prospects, or the Company may be unable to continue operations. As such, those factors raise substantial doubt about the Company's ability to continue as a going concern. BAUSCH HEALTH: Steven Tananbaum, 2 Others Report Equity Stake ------------------------------------------------------------- GoldenTree Asset Management LP and its affiliates disclosed in a Schedule 13G/A Report filed with the U.S. Securities and Exchange Commission that as of December 31, 2023, they beneficially owned shares of Bausch Health Companies Inc.'s Common Stock. The breakdown of ownership is as follows: Reporting Person Shares Owned Percent of Class GoldenTree Asset Management LP 27,644,959 7.6% GoldenTree Asset Management LLC 27,644,959 7.6% Steven A. Tananbaum 28,447,644 7.8% The ownership information represents beneficial ownership of Common Shares of Bausch Health as of December 31, 2023, based upon 365,195,048 Common Shares outstanding as of October 27, 2023, based on Bausch Health's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 2, 2023. The securities reported in the table above include 27,644,959 Common Shares held of record by certain managed accounts for which the Investment Manager serves as investment manager. In addition, Mr. Tananbaum is the holder of record of 802,685 Common Shares. Mr. Tananbaum is the managing member of GoldenTree Asset Management LLC, which is the general partner of GoldenTree Asset Management LP. As a result of these relationships, each of the Reporting Persons may be deemed to share beneficial ownership of the securities held of record by the Accounts. A full-text copy of the Report is available at http://tinyurl.com/azftsfv About Bausch Health Companies Inc. Bausch Health Companies Inc. develops drugs for unmet medical needs in central nervous system disorders, eye health and gastrointestinal diseases, as well as contact lenses, intraocular lenses, ophthalmic surgical equipment, and aesthetic devices. In March 2023, S&P Global Ratings raised the issuer credit rating on Bausch Health Cos. Inc. to 'CCC' from 'SD'. "The 'CCC' issuer credit rating reflects the risk that the company will continue to pursue subpar debt repurchases that we view as tantamount to a default over the next 12 months," the ratings firm explained. "We would likely view the repurchases as distressed exchanges as we no longer believe BHC would be viewed as an anonymous buyer, given its accumulated open market purchases to date. We see heightened risk that BHC will complete more below par debt repurchases over the next 12 months, given the price at which the longer dated unsecured notes continue to trade (between 40 to 50 cents on the dollar). We believe it is likely that BHC will look to capture this significant discount as it generates cash to reduce its upcoming large maturities." S&P said its negative outlook reflects the heightened risk that BHC could complete more distressed exchanges over the next 12 months. S&P said, "We continue to believe the capital structure could be unsustainable longer term. Our base-case scenario still assumes Norwich Pharmaceuticals will launch its generic version of Xifaxan at-risk as early as mid-2024, causing a material decline in revenues and EBITDA. We do not believe there are sufficient candidates in the development pipeline to cover lost sales of Xifaxan. BHC also appears committed to completing the B+L spin off as soon as possible, which we view as a credit negative for BHC given our expectation for an increase in leverage and reduction in scale and diversity pro forma the separation. We believe BHC could have trouble refinancing its still sizeable debt maturities as they come due in 2025 and beyond, especially if the spinoff is completed." BBQATOC INC: Seeks to Hire Bisom Law Group as Counsel ----------------------------------------------------- BBQATOC, Inc. seeks approval from the U.S. Bankruptcy Court for the Central District of California to employ Bisom Law Group as counsel to handle its Chapter 11 bankruptcy case. The firm will be paid at its hourly rate of $550. The Debtor paid the firm a retainer of $17,000. Andrew Bisom, Esq., an attorney and principal at the Bisom Law Group, disclosed in a court filing that his firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Andrew Bisom, Esq. LAW OFFICE OF ANDREW S. BISOM 300 Spectrum Center Drive, Ste. 1575 Irvine, CA 92618 Tel: (714) 643-8900 Fax: (714) 643-8901 Email: abisom@bisomlaw.com About BBQATOC, Inc. BBQATOC, Inc. filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. C.D. Calif. Case No. 24-10114) on January 18, 2024, with up to $50,000 in assets and $100,001 to $500,000 in liabilities. Andrew S. Bisom, Esq., at Bisom Law Group represents the Debtor as bankruptcy counsel. BLACKBERRY LTD: PRIMECAP Management Holds 5.95% Stake ----------------------------------------------------- PRIMECAP Management Company disclosed in a Schedule 13G/A Report filed with the U.S. Securities and Exchange Commission that as of December 31, 2023, it beneficially owned 34,835,822 shares of BlackBerry Limited, representing 5.95% of the shares outstanding. A full-text copy of the Report is available at: https://www.sec.gov/Archives/edgar/data/763212/000108514624001098/bba15_21224.htm About BlackBerry Headquartered in Waterloo, Ontario, BlackBerry Limited (NYSE: BB; TSX: BB) provides intelligent security software and services to enterprises and governments around the world. As of Aug. 31, 2023, the Company had $1.613 billion in total assets against $784 million in total liabilities. In September 2023, Egan-Jones Ratings Company maintained its 'CCC' foreign currency and local currency senior unsecured ratings on debt issued by BlackBerry Limited. BLUE STAR: Lind Global Fund, Two Others Report 9.9% Equity Stake ---------------------------------------------------------------- Lind Global Fund II LP, Lind Global Partners II LLC, and Jeff Easton disclosed in a Schedule 13G/A Report filed with the U.S. Securities and Exchange Commission that as of December 31, 2023, they beneficially owned warrants to purchase 1,590,000 shares of Blue Star Foods Corp.'s common stock, representing 9.9% of the shares outstanding. The reporting person's ownership consists of (i) 50,000 warrants to purchase shares of common stock (the "2022 Warrants"), (ii) 435,035 warrants to purchase shares of common stock (the "May 2023 Warrants"), (iii) 175,234 warrants to purchase shares of common stock (the "July 2023 Warrants"), (iv) 2,148,228 warrants to purchase shares of common stock (the "A-1 Warrants"), (v) 2,148,228 warrants to purchase shares of common stock (the "A-2 Warrants," and together with the 2022 Warrants, the May 2023 Warrants, the July 2023 Warrants, and the A-1 Warrants, the "Warrants"), and (vi) shares of common stock issuable to the reporting person pursuant to a convertible security entered into between Lind Global Fund II and Blue Star Foods Corp. (the "Convertible Security"); however, due to the exercise limitations of the Warrants and the conversion limitations on the Convertible Security, the reporting person's beneficial ownership has been limited to 1,590,000 shares in the aggregate. The Warrants and the Convertible Security each include a provision limiting the holder's ability to exercise the Warrants or convert the Convertible Security if such exercise would cause the holder to beneficially own greater than 9.99% of the Company. A full-text copy of the Report is available at http://tinyurl.com/3k73yujs About Blue Star Foods Based in Miami, Florida, Blue Star Foods Corp. -- https://bluestarfoods.com/ -- is an international sustainable marine protein company based in Miami, Florida, that imports, packages and sells refrigerated pasteurized crab meat, and other premium seafood products. The Company's main operating business, John Keeler & Co., Inc. was incorporated in the State of Florida in May 1995. The swimming crab meat primarily from Indonesia, Philippines and China and distributing it in the United States and Canada under several brand names such as Blue Star, Oceanica, Pacifika, Crab & Go, First Choice, Good Stuff and Coastal Pride Fresh, and steelhead salmon and rainbow trout fingerlings produced under the brand name Little Cedar Farms for distribution in Canada. Blue Star reported a net loss of $13.19 million for the year ended Dec. 31, 2022, compared to a net loss of $2.61 million for the year ended Dec. 31, 2021. As of Sept. 30, 2023, the Company had $7.24 million in total assets, $6.76 million in total liabilities, and $482,294 in total stockholders' equity. In its Quarterly Report for the three months ended Sept. 30, 2023, Blue Star Foods reported that the Company had an accumulated deficit of $33,188,070 and a working capital deficit of $1,254,840, inclusive of $768,839 in stockholder debt for the nine months ended Sept. 30, 2023. The Company said these factors raise substantial doubt as to its ability to continue as a going concern. BRIGHT STEPS: Seeks to Hire Grillo Law Firm as Counsel ------------------------------------------------------ Bright Steps Therapy, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Mississippi to employ Grillo Law Firm as counsel. Grillo Law Firm as its bankruptcy counsel. The firm's services include: a. advise and consult with the debtor-in-possession regarding questions arising from certain contract negotiations which will occur during the operation of business by the debtor-in-possession; b. evaluate and attack claims of various creditors who may assert security interest in the assets and who may seek to disturb the continued operation of the business; c. appear in, prosecute, or defend suit and proceedings, and to take all necessary and proper steps and other matters and things involved in or connected with the affairs of the estate of the Debtor; d. represent the Debtor in court hearings and assist in the preparation of contracts, reports, accounts, petitions, applications, orders and other papers and documents as may be necessary in the proceedings; e. advise and consult with the Debtor in the connect with any reorganization plan which may be proposed in the proceeding and any matters concerning the Debtor which arise out of or follow the acceptance or consummation of such reorganization or its rejection; and f. perform such other legal services on behalf of the Debtor as they become necessary in the proceeding. The firm will be paid at the rate of $200 per hour for its services. Nicholas Grillo, Esq., a partner at Grillo Law Firm, disclosed in a court filing that his firm does not represent interests adverse to the Debtor and its estate. The firm can be reached through: Nicholas T. Grillo, Esq. GRILLO LAW FIRM 607 Corinne Street, Ste. A3 Hattiesburg, MS 39401 Tel: (769) 390-7935 Email: grillolawms@gmail.com About Bright Steps Therapy, LLC Bright Steps Therapy, LLC is a company in Poplarville, Miss., which offers physical therapy and occupational therapy services. The Debtor filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. M.D. Miss. Case No. 24-50150) on Feb. 6, 2024, with up to $50,000 in assets and $1 million to $10 million in liabilities. Marcus R. Houston, owner and operator, signed the petition. Judge Katharine M. Samson oversees the case. Nicholas T. Grillo, Esq., at Grillo Law Firm represents the Debtor as bankruptcy counsel. BROOKDALE SENIOR: James Flynn, 3 Others Hold 7.86% Stake -------------------------------------------------------- James E. Flynn, and affiliated entities, Deerfield Mgmt, L.P., Deerfield Partners, L.P., and Deerfield Management Company, L.P. disclosed in a Schedule 13G/A Report that as of December 31, 2023, each reporting person beneficially owned 14,793,264 shares of Brookdale Senior Living Inc.'s common stock, representing 7.86% of the shares outstanding. A full-text copy of the Report is available at: https://www.sec.gov/Archives/edgar/data/1332349/000119380524000179/e619241_sc13ga-bsl.htm About Brookdale Senior Living Headquartered in Brentwood, Tennessee, Brookdale Senior Living Inc. operates senior living facilities in the United States. As of September 30, 2023, Brookdale Senior has $5.83 billion in total assets and $5.34 billion in total liabilities. Egan-Jones Ratings Company on October 26, 2023, maintained its 'CC' foreign currency and local currency senior unsecured ratings on debt issued by Brookdale Senior Living Inc. BROOKDALE SENIOR: The Vanguard Group Holds 9.59% Stake ------------------------------------------------------ The Vanguard Group disclosed in a Schedule 13G/A Report filed with the U.S. Securities and Exchange Commission that as of December 29, 2023, it beneficially owned 18,051,166 shares of Brookdale Senior Living Inc.'s Common Stock, representing 9.59% of the shares outstanding. A full-text copy of the Report is available at http://tinyurl.com/wx9nekvx About Brookdale Senior Living Headquartered in Brentwood, Tennessee, Brookdale Senior Living Inc. operates senior living facilities in the United States. As of September 30, 2023, Brookdale Senior has $5.83 billion in total assets and $5.34 billion in total liabilities. Egan-Jones Ratings Company on October 26, 2023, maintained its 'CC' foreign currency and local currency senior unsecured ratings on debt issued by Brookdale Senior Living Inc. BUILDERS FIRSTSOURCE: Moody's Rates New Sr. Unsecured Notes 'Ba2' ----------------------------------------------------------------- Moody's Investors Service assigned Ba2 rating to Builders FirstSource, Inc.'s (BLDR) proposed senior unsecured notes. BLDR's Ba1 corporate family rating and Ba1-PD probability of default rating are not affected as well as the assigned ratings on the company's debts. The outlook remains unchanged at stable. Moody's expects the terms and conditions of the proposed senior unsecured notes to be similar to BLDR's Ba2 rated senior unsecured notes. The senior unsecured notes are pari passu. Some of the proceeds from the new notes will go towards terming out borrowings ($464 million on December 31, 2023) under the revolving credit facility and for related fees and expenses. The balance of proceeds will be used for general corporate purposes including seasonal working capital needs, acquisitions and share repurchases. Moody's views the proposed transaction as credit negative, despite additional liquidity. Moody's believes that the balance of proceeds from the notes issuance will go towards enhancing shareholder returns under BLDR's new $1 billion share repurchase authorization. The cash used for the return on capital could otherwise be deployed towards enhancing liquidity for potential acquisitions. Adjusted leverage is increasing towards 2x from Moody's previous projection of 1.4x by late 2024. Cash interest is not material relative to BLDR's ability to generate free cash flow. RATINGS RATIONALE BLDR's Ba1 corporate family rating reflects good operating performance, with adjusted EBITDA margin of around 15.6% in 2024. Moody's continue to forecast low leverage, with adjusted debt-to-EBITDA sustained below 2x despite the additional debt from the recent notes issuance. Very good liquidity is a credit strength. These factors, meaningful scale and most end market dynamics that support growth further enhance BLDR's credit profile. Aggressive policies regarding share repurchases is a significant rating constraint. Exposure to volatile new housing construction remains a key credit challenge. Material expansion of operating margins and market share gains are difficult to achieve due to intense competition and reliance on commodity-like products, which are easily available from other distributors. BLDR's SGL-1 Speculative Grade Liquidity Rating (SGL) reflects Moody's view that the company will maintain very good liquidity, generating around $1.8 billion in free cash flow in 2024. BLDR will now have full access to its $1.8 billion asset based revolving credit facility due 2028 once current borrowings are termed out. The stable outlook reflects Moody's expectation that BLDR will continue to perform well, generating solid margins and robust cash flow. Low leverage and very good liquidity further support the stable outlook. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING An upgrade of BLDR's rating could ensue if end markets remain supportive of organic growth such that adjusted debt-to-EBITDA is sustained below 2x. and adjusted EBITDA remaining above 15%. Upwards rating movement also requires preservation of very good liquidity, conservative financial policies and a capital structure that ensures maximum financial flexibility. A downgrade could occur if BLDR's adjusted debt-to-EBITDA is above 3x. Negative ratings pressure may also take place if the company experiences a weakening of liquidity or adopts aggressive acquisition or financial policies. Builders FirstSource, Inc., headquartered in Dallas, Texas, is the largest national distributor of structural building products, value-added components and services to the professional contractor mainly for new residential construction. Revenue for 2024 is $17 billion. The principal methodology used in this rating was Distribution and Supply Chain Services published in February 2023. BUILDERS FIRSTSOURCE: S&P Rates New Senior Unsecured Notes 'BB-' ---------------------------------------------------------------- S&P Global Ratings assigned its 'BB-' issue-level rating and '5' recovery rating to U.S. building materials distributor Builders FirstSource Inc.'s proposed senior unsecured note due in 2034. The '5' recovery rating indicates its expectation for meaningful (10%-30%; rounded estimate: 20%) recovery in the event of a payment default. At the same time, S&P affirmed the '5' recovery rating and revised the rounded recovery estimate to 20% from 25% for the previously issued senior unsecured notes: $550 million due 2030, $1.3 billion due 2032, and $700 million due 2032. BUSHWICK BEER: Unsecureds Owed $222K to Get 10% of Claims --------------------------------------------------------- Bushwick Beer Garden LLC, d/b/a Rebel Café & Garden, submitted a Disclosure Statement for the Chapter 11 Plan. Recoveries projected in the Plan shall be from the Debtor's business operations; and shall be used to make the payment of any outstanding statutory fees due and owing the United States Trustee; the payment of allowed costs of administration of the case (the "Administrative Claims"); and a distribution to the holders of Allowed Claims. The Debtor believes that the recoveries provided for in the proposed Plan exceed any recovery that would otherwise be available if this chapter 11 case was converted to one under chapter 7 of the Bankruptcy Code. If converted to chapter 7, the holders of the Allowed Claims would receive less than the amounts anticipated in the Debtor's Plan due to the additional administrative expenses that would necessarily be incurred in such liquidation. Moreover, the Debtor's secured debt includes, but is not limited to, a claim due and owing to the Small Business Administration (the "SBA"). That claim exceeds $475,000. Accordingly, any liquidation of the Debtor's assets must first satisfy the claim of the SBA and administrative chapter 11 expenses, likely leaving no recovery for the general unsecured creditors of the estate. During the course of the chapter 11 period, the Debtor's principal has made substantial contributions to the continued operations of the Debtor. These substantial contributions are considered "new value" contributions, and the Debtor avers that these new value contributions will satisfy the obligations referred to as the absolute priority rule. The absolute priority rule is explained in this Disclosure Statement and creditors are urged to review the discussion herein. The Debtor's assets consist primarily of its restaurant equipment, leasehold improvements, liquor license, interest in its lease and goodwill. As of the Petition Date, the Debtor valued its restaurant equipment at $125,000.00 and its goodwill at $400,000. The Debtor believes that the liquor license does not have any "cash value" however in the event that the restaurant was sold as a going concern it would be a part of such a sale. The Debtor's lease which was assumed pursuant to the agreement reached during the course of this chapter 11 case has value. The value is unknown at this time. However, if the Debtor was to be sold as a going concern, that lease would be reduced to cash for the benefit of the creditors of the estate. The Debtor believes that if the business was sold as a going concern it would result in sufficient funds to satisfy only the secured debt of the SBA, the priority tax obligations and the administrative expenses of this chapter 11 case resulting in no distribution for the benefit of the general unsecured creditors of the estate. Creditors are urged to review the liquidation analysis set forth in this Disclosure Statement for additional information regarding liquidation. Class 4 consists of the Allowed General Unsecured Claims of the Debtor. The Debtor's allowed general unsecured creditors total $222,171.43. The Debtor's plan proposes to pay the allowed general unsecured creditors the sum of approximately $22,000 or 10% over a period of 5 years. Class 4 is impaired under the Plan and entitled to vote. The Debtor's proposed Plan shall be funded by the Debtor's continued operations. Attorneys for Bushwick Beer Garden LLC: Fred S. Kantrow, Esq. The Kantrow Law Group, PLLC 732 Smithtown Bypass, Suite 101 Smithtown, New York 11787 Tel: (516) 703-3672 E-mail: fkantrow@thekantrowlawgroup.com A copy of the Disclosure Statement dated Feb. 7, 2024, is available at https://tinyurl.ph/vbhdZ from PacerMonitor.com. About Bushwick Beer Garden LLC Bushwick Beer Garden LLC, d/b/a Rebel Cafe & Garden, operates as a restaurant at 2 Knickerbocker Avenue, Brooklyn, New York. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.Y. Case No. 23-41980) on June 2, 2023. In the petition signed by Matthew Shendell, the Debtor disclosed up to $1 million in both assets and liabilities. Judge Nancy Hershey Lord oversees the case. Fred S. Kantrow, Esq., at The Kantrow Law Group, PLLC, represents the Debtor as legal counsel. BW NHHC HOLDCO: Moody's Rates $75MM Incremental Term Loan 'B3' -------------------------------------------------------------- Moody's Investors Service assigned a B3 rating to the $75 million incremental backed senior secured superpriority first-out term loan of BW NHHC Holdco, Inc. (d/b/a Elara Caring or "Elara"). All other ratings, including the Caa3 Corporate Family Rating, the Caa3-PD Probability of Default Rating, the existing B3 rating on the backed senior secured superpriority revolving credit facility and backed senior secured superpriority term loan, the existing Ca rating on the backeh2d senior secured second out term loan, the existing C rating on the backed senior secured third out term loan and backed senior secured second lien term loan, remain unchanged at this time. The outlook remains stable. Proceeds from the incremental superpriority first-out term loan will be used to paydown the $17.5 million balance on the revolver, add approximately $54 million of cash to the balance sheet, with the remaining covering cash consent and legal fees related to the transaction. RATINGS RATIONALE Elara Caring's Caa3 CFR reflects the company's very high financial leverage and weak liquidity position. Moody's calculates Elara Caring's pro forma adjusted debt-to-EBITDA at nearly 15 times. Further, increasing debt balances due to the payment-in-kind (PIK) interest will make it increasingly challenging for the company to reduce leverage over time. The rating is also constrained by the company's high exposure to Medicare and Medicaid and longer-term risks associated with changes to the way that the government pays for post-acute and in-home services. The rating is supported by a good long-term demand outlook for the company's services for at-home care, driven by aging demographics and patient preference for care at home. Government payors and private insurance companies are continuously looking for ways to manage patients in their home, which is the lower cost of care setting. Further, the industry benefits from very low capital requirements. The stable outlook reflects Moody's view that Elara Caring's financial leverage will remain very high over the next 12 to 18 months increasing the probability of default. Moody's views Elara Caring's liquidity as weak over the next 12 months. The company's pro forma cash balance is approximately $92 million, of which approximately $43 million is held in escrow for permitted acquisitions. However, Moody's expects Elara's cash balance to decline through 2024, as cash interest expense on the company's debt remains high. The company's free cash flow generation was over negative $100 million in the last twelve month period ending September 30, 2023. Further, the company's revolving credit facility, which expires in October 2025, is now downsized to $35 million from the previous $50 million face amount. Pro forma for this incremental term loan transaction, the revolver will be undrawn. Elara Caring is subject to a consolidated first and second lien leverage ratio of no more than 17.26 times through June 30, 2024 and 12.26 times thereafter. Moody's expects Elara Caring to maintain adequate cushion under this covenant, though tighter following the incremental term loan and the expected step-down in Q3 2024. ESG CONSIDERATIONS Elara's CIS-5 indicates that the rating is lower than it would have been if ESG risk exposures did not exist and that the negative impact is more pronounced than for issuers scored CIS-4. Primary drivers of the CIS-5 include governance risks (G-5), driven by the company's aggressive financial policies under private equity ownership, including its very high financial leverage and history of completing distressed debt exchange transactions that have negative implications for creditors. The company has had a poor track record of integration, execution and cash flow management since the merger. There has been turnover within the company's management team to address these challenges. The score also reflects exposure to social risks (S-4), most notably with the company's heavy reliance on Medicare and Medicaid, which exposes it to regulatory and reimbursement changes. The company is also exposed to both labor pressures and wage inflation, particularly as it must maintain a large workforce of both skilled and unskilled labor. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING Ratings could be upgraded if Elara Caring substantially improves operating performance and materially reduces leverage to a more sustainable level. The company would need to resolve its operational issues and see consistent earnings growth return. A material improvement in liquidity could also lead to an upgrade. The ratings could be downgraded if Elara Caring experiences further operating or cash flow disruption. Material negative changes to Medicare and/or Medicaid reimbursement could result in a downgrade. Further rising likelihood of debt impairment could also lead to a rating downgrade. BW NHHC Holdco, Inc. provides skilled home health, personal care and hospice services, primarily to Medicare and Medicaid patients. The company has revenue of about $985 million as of September 30, 2023. The company is privately owned by Blue Wolf Capital Partners LLC and Kelso & Company. The principal methodology used in this rating was Business and Consumer Services published in November 2021. CAMP DAVID: Hires Sheehan & Ramsey PLLC as Legal Counsel -------------------------------------------------------- Camp David, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Mississippi to employ Sheehan & Ramsey, PLLC as legal counsel. The firm will provide these services: (a) consult with any appointed committee concerning the administration of the Debtors' Chapter 11 cases; (b) investigate the acts, conduct, assets, liabilities, and financial condition of the Debtors and other matters relevant to the cases; (c) formulate a Chapter 11 plan; and (d) prepare legal papers and reports necessary in the bankruptcy cases. The firm will be paid at these rates: Patrick A. Sheehan $400 per hour Associate Attorneys $300 per hour Paralegals $150 per hour In addition, the firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Patrick Sheehan, Esq., a partner at Sheehan & Ramsey, disclosed in a court filing that his firm is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached through: Patrick A. Sheehan, Esq. SHEEHAN & RAMSEY, PLLC 492 Porter Avenue Ocean Springs, MS 39564 Tel: (228) 875-0572 Fax: (228) 875-0895 Email: Pat@sheehanramsey.com About Camp David, LLC Camp David, LLC filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D. Miss. Case No. 24-50016) on Jan. 4, 2024, with $1 million to $10 million in both assets and liabilities. Mark Parish, manager, signed the petition. Judge Jamie A. Wilson oversees the case. Patrick Sheehan, Esq., at Sheehan and Ramsey, PLLC represents the Debtor as legal counsel. CAN BROTHERS: Case Summary & 14 Unsecured Creditors --------------------------------------------------- Debtor: CAN Brothers Construction, Inc. 120 Ridge Road Middleton, NH 03887 Chapter 11 Petition Date: February 26, 2024 Court: United States Bankruptcy Court District of New Hampshire Case No.: 24-10115 Judge: Hon. Bruce A Harwood Debtor's Counsel: Eleanor Wm. Dahar, Esq. VICTOR W. DAHAR PROFESSIONAL ASSOCIATION 20 Merrimack Street Manchester, NH 03101 Tel: (603) 622-6595 Fax: (603) 647-8054 Email: vdaharpa@att.net Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Charles W. Therriault, Jr. as president. A full-text copy of the petition containing, among other items, a list of the Debtor's 14 unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/DB7LHPY/CAN_Brothers_Construction_Inc__nhbke-24-10115__0001.0.pdf?mcid=tGE4TAMA CANO HEALTH: Holds 35.6% of MSP Recovery's Class A Common Stock --------------------------------------------------------------- Cano Health, Inc. disclosed in a Schedule 13D/A Report filed with the U.S. Securities and Exchange Commission, that it beneficially owned 5,268,962 shares, representing 35.6% of MSP Recovery, Inc.'s Class A Common Stock. The percentage of beneficial ownership of the Class A Shares reported in this Schedule 13D assumes 14,803,125 Class A Shares outstanding as of February 2, 2024, based on information set forth in the Form S-1/A filed by the Issuer on February 9, 2024. As of February 12, 2024, the aggregate number and percentage of Class A Shares beneficially owned by the Reporting Person and, for the Reporting Person, the number of shares as to which there is sole power to vote or to direct the vote, shared power to vote or to direct the vote, sole power to dispose or to direct the disposition, or shared power to dispose or to direct the disposition are set forth on rows 7 through 11 and row 13 of the cover page of this Schedule 13D and are incorporated herein by reference. As of February 12, 2024, Cano Health, LLC, an indirect subsidiary of the Reporting Person, directly owns the 5,268,962 Class A Shares reported herein representing approximately 35.6% of the Class A Shares outstanding. The 5,268,962 Class A Shares beneficially owned by the Reporting Person represent approximately 3.8% of the Issuer's total outstanding voting shares. The Reporting Person's voting power percentage assumes an aggregate of 138,870,623 shares of Issuer voting stock outstanding, consisting of (x) 14,803,125 Class A Shares outstanding as of February 2, 2024, based on information set forth in the Form S-1/A, and (y) 124,067,498 shares of the Issuer's Class V common stock, par value $0.0001 per share (the "Class V Shares") outstanding as of February 2, 2024, based on information set forth in the Form S-1/A. The Class A Shares and Class V Shares each are entitled to one vote per share on matters submitted to a vote of the Issuer's stockholders. A full-text copy of the report is available at http://tinyurl.com/39933hjj About Cano Health Cano Health, Inc. (NYSE: CANO) -- canohealth.com -- is a primary care-centric, technology-powered healthcare delivery and population health management platform. Founded in 2009, with its headquarters in Miami, Florida, Cano Health is transforming healthcare by delivering primary care that measurably improves the health, wellness, and quality of life of its patients and the communities it serves through its primary care medical centers and supporting affiliated providers. Cano Health reported a net loss of $428.39 million in 2022, a net loss of $116.74 million in 2021, a net loss of $71.06 million in 2020, and a net loss of $19.78 million in 2019. * * * As reported by the TCR on Feb. 7, 2024, S&P Global Ratings lowered its issuer credit rating on Medicare Advantage-focused primary care service provider Cano Health Inc. to 'D' from 'CCC-'. At the same time, S&P lowered its issue-level rating on the company's senior secured term loan to 'D' from 'CCC-'. S&P also lowered its issue-level rating on its senior unsecured notes to 'D' from 'C'. S&P said, "We downgraded Cano after it filed for bankruptcy under Chapter 11 of the U.S. Bankruptcy Code. This follows a deterioration in its profitability and cash flow due, in large part, to rising medical costs and the increase in short-term interest rates. We expect to reassess our ratings on the company and its new capital structure when it emerges from bankruptcy." CANO HEALTH: Implements Interim NOL Order; Final Hearing on March 7 ------------------------------------------------------------------- As previously disclosed in a Form 8-K filed by the Company on February 5, 2024 (the "Previous 8-K"), on February 4, 2024, Cano Health, Inc. and certain of its direct and indirect subsidiaries (such subsidiaries, together with the Company, the "Debtors") commenced filing voluntary petitions in the U.S. Bankruptcy Court for the District of Delaware seeking relief under Chapter 11 of the U.S. Code. The Chapter 11 Cases are being jointly administered under Case No. 24-10164. The Debtors continue to operate their business and manage their properties as "debtors-in-possession" under the jurisdiction of the Bankruptcy Court and in accordance with the applicable provisions of the Bankruptcy Code and orders of the Bankruptcy Court. In connection with the commencement of their Chapter 11 Cases, the Debtors filed a number of motions with the Bankruptcy Court. Among these was a motion to establish certain procedures to protect any potential value of the Company's net operating loss carryforwards and other tax attributes (the "NOLs," and such motion, the "NOL Motion"). On February 7, 2024, the Bankruptcy Court entered the Interim NOL Order. The Interim NOL Order establishes certain procedures (the "Stock Procedures") with respect to direct and indirect trading and transfers of shares of the Company's Class A common stock in order to protect any potential value of the Company's NOLs for use in connection with the reorganization. As approved on an interim basis, in certain circumstances, the Stock Procedures restrict transactions involving, and require notices of the holdings of and proposed transactions by, any person or group of persons that is or, as a result of such a transaction, would become, a "Substantial Stockholder" of the Company's Common Stock. The Debtors may, in consultation with the Ad Hoc First Lien Group, waive, in writing, any and all restrictions, stays, and notification procedures set forth in the Stock Procedures. For purposes of the Stock Procedures, a "Substantial Stockholder" is any person or entity (within the meaning of applicable regulations promulgated by the U.S. Department of the Treasury, including certain persons making a coordinated acquisition of stock) that beneficially owns (including Options to acquire and direct or indirect ownership) at least 225,509 shares of Common Stock (representing approximately 4.75% of all issued and outstanding shares of the Company's Common Stock as of the petition date in the Chapter 11 Cases). For the avoidance of doubt, by operation of the definition of beneficial ownership, an owner of an Option to acquire Common Stock may be treated as the owner of such Common Stock. Any prohibited acquisition or other transfer of Common Stock (including directly or indirectly, and Options to acquire beneficial ownership of Common Stock) will be null and void ab initio and may lead to contempt, compensatory damages, punitive damages, or sanctions being imposed by the Bankruptcy Court. A hearing to consider entry of an order granting the relief requested in the NOL Motion on a final basis shall be held on March 7, 2024. About Cano Health Cano Health, Inc. (NYSE: CANO) -- canohealth.com -- is a primary care-centric, technology-powered healthcare delivery and population health management platform. Founded in 2009, with its headquarters in Miami, Florida, Cano Health is transforming healthcare by delivering primary care that measurably improves the health, wellness, and quality of life of its patients and the communities it serves through its primary care medical centers and supporting affiliated providers. Cano Health reported a net loss of $428.39 million in 2022, a net loss of $116.74 million in 2021, a net loss of $71.06 million in 2020, and a net loss of $19.78 million in 2019. * * * As reported by the TCR on Feb. 7, 2024, S&P Global Ratings lowered its issuer credit rating on Medicare Advantage-focused primary care service provider Cano Health Inc. to 'D' from 'CCC-'. At the same time, S&P lowered its issue-level rating on the company's senior secured term loan to 'D' from 'CCC-'. S&P also lowered its issue-level rating on its senior unsecured notes to 'D' from 'C'. S&P said, "We downgraded Cano after it filed for bankruptcy under Chapter 11 of the U.S. Bankruptcy Code. This follows a deterioration in its profitability and cash flow due, in large part, to rising medical costs and the increase in short-term interest rates. We expect to reassess our ratings on the company and its new capital structure when it emerges from bankruptcy." CANO HEALTH: The Vanguard Group Holds 4.33% Stake ------------------------------------------------- The Vanguard Group disclosed in a Schedule 13G/A Report filed with the U.S. Securities and Exchange Commission that as of December 29, 2023, it beneficially owned 125,122 shares of Cano Health, Inc.'s Common Stock, representing 4.33% of the shares outstanding. A full-text copy of the Report is available at http://tinyurl.com/2mddjy5b About Cano Health Cano Health, Inc. (NYSE: CANO) -- canohealth.com -- is a primary care-centric, technology-powered healthcare delivery and population health management platform. Founded in 2009, with its headquarters in Miami, Florida, Cano Health is transforming healthcare by delivering primary care that measurably improves the health, wellness, and quality of life of its patients and the communities it serves through its primary care medical centers and supporting affiliated providers. Cano Health reported a net loss of $428.39 million in 2022, a net loss of $116.74 million in 2021, a net loss of $71.06 million in 2020, and a net loss of $19.78 million in 2019. * * * As reported by the TCR on Aug. 17, 2023, S&P Global Ratings lowered its issuer credit rating on Cano Health Inc. to 'CCC-' from 'B-'. S&P said, "We based our negative outlook on our expectation for continued weak operating performance and cash flow deficits. Given the company's current liquidity position, we believe there is heightened risk of a near-term default such as a bankruptcy filing, debt restructuring, or missed interest payment." CARVANA CO: Morgan Stanley Entities Report Equity Stake ------------------------------------------------------- Morgan Stanley and its wholly-owned subsidiary, Morgan Stanley Investment Management Inc., filed a Schedule 13G/A Report with the U.S. Securities and Exchange Commission, disclosing beneficial ownership of Class A Common Stock of Carvana Co. Morgan Stanley reported beneficial ownership of 15,757,954 shares, representing 13.8% of the outstanding shares as of December 31, 2023. Meanwhile, Morgan Stanley Investment Management, disclosed that it beneficially owned 15,587,131 of Class A common shares, representing 13.7% of the outstanding shares. A full-text copy of the Report is available at http://tinyurl.com/2p84p2xx About Carvana Founded in 2012 and based in Tempe, Arizona, Carvana Co. -- http://www.carvana.com-- is an e-commerce platform for buying and selling used cars. Carvana.com allows someone to purchase a vehicle from the comfort of their home, completing the entire process online, benefiting from a 7-day money back guarantee, home delivery, nationwide inventory selection and more. Customers also have the option to sell or trade-in their vehicle across all Carvana locations, including its patented Car Vending Machines, in more than 300 U.S. markets. Carvana Co. reported a net loss of $2.89 billion for the year ended Dec. 31, 2022, a net loss of $287 million for the year ended Dec. 31, 2021, and a net loss of $462 million for the year ended Dec. 31, 2020. As of Sept. 30, 2023, Carvana had $7.02 billion in total assets, $7.23 billion in total liabilities, and a total stockholders' deficit of $202 million. * * * As reported by the TCR on Sept. 13, 2023, S&P Global Ratings raised its issuer credit rating on U.S.-based Carvana Co. to 'CCC+' from 'D'. S&P said, "The negative outlook reflects our expectation that we could downgrade the company if the company's performance were to deteriorate further such that we believe liquidity would become constrained or if we believe there is a likelihood the company could conduct a distressed restructuring over the next 12 months. The upgrade to 'CCC+' reflects the near-term improvement in the company's liquidity position, though the capital structure remains unsustainable." Moody's Investors Service upgraded Carvana Co.'s corporate family rating to Caa3 from Ca, the TCR reported on Sept. 22, 2023. Moody said the upgrade of Carvana's CFR to Caa3 reflects the completion of its debt exchange that pushes out some near-term maturities, reduces outstanding debt and materially reduces cash interest expense in the two years following the exchange. CARVANA CO: The Vanguard Group Holds 8.79% Stake ------------------------------------------------ The Vanguard Group disclosed in a Schedule 13G/A Report filed with the U.S. Securities and Exchange Commission that as of December 29, 2023, it beneficially owned 10,023,577 shares of Carvana Co.'s Common Stock, representing 8.79% of the shares outstanding. A full-text copy of the Report is available at http://tinyurl.com/3s2w99sc About Carvana Founded in 2012 and based in Tempe, Arizona, Carvana Co. -- http://www.carvana.com-- is an e-commerce platform for buying and selling used cars. The Company is transforming the used car buying and selling experience by giving consumers what they want -- a wide selection, great value and quality, transparent pricing, and a simple, no pressure transaction. Each element of its business, from inventory procurement to fulfillment and overall ease of the online transaction, has been built for this singular purpose. Carvana reported a net loss of $287 million for the year ended Dec. 31, 2021, and a net loss of $462 million for the year ended Dec. 31, 2020. * * * As reported by the TCR on Sept. 13, 2023, S&P Global Ratings raised its issuer credit rating on U.S.-based Carvana Co. to 'CCC+' from 'D'. S&P said, "The negative outlook reflects our expectation that we could downgrade the company if the company's performance were to deteriorate further such that we believe liquidity would become constrained or if we believe there is a likelihood the company could conduct a distressed restructuring over the next 12 months. The upgrade to 'CCC+' reflects the near-term improvement in the company's liquidity position, though the capital structure remains unsustainable." Moody's Investors Service upgraded Carvana Co.'s corporate family rating to Caa3 from Ca, the TCR reported on Sept. 22, 2023. Moody's said the upgrade of Carvana's CFR to Caa3 reflects the completion of its debt exchange that pushes out some near-term maturities, reduces outstanding debt and materially reduces cash interest expense in the two years following the exchange. CBDMD INC: Reports $996,501 Net Loss for First Quarter ------------------------------------------------------ cbdMD, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q, disclosing a net loss of $996,501 on $5,375,405 of total net sales for the three months ended December 31, 2023, compared to a net loss of $3,956,062 on $6,085,218 of total net sales for the same period in 2022. As of December 31, 2023, the Company had $15,095,168 in total assets, $8,058,425 in total liabilities, and $7,036,743 in total shareholders' equity. A full-text copy of the Form 10-Q is available at http://tinyurl.com/54z2tacm About cbdMD, INC. Headquartered in Charlotte, NC, cbdMD, Inc. -- www.cbdmd.com -- owns and operates the nationally recognized CBD (cannabidiol) brands cbdMD, Paw CBD and cbdMD Botanicals. Its mission is to enhance its customer's overall quality of life while bringing CBD education, awareness and accessibility of high quality and effective products to all. The Company sources cannabinoids, including CBD, which are extracted from non-GMO hemp grown on farms in the United States. Charlotte, North Carolina-based Cherry Bekaert LLP, the Company's auditor since 2016, issued a "going concern" qualification in its report dated Dec. 22, 2023, citing that the Company has historically incurred losses, including a net loss of approximately [$23 million] in the current year, resulting in an accumulated deficit of approximately $174 million as of Sept. 30, 2023. These conditions raise substantial doubt about the Company's ability to continue as a going concern. CBS TRUCKING: Hires Charles A. Higgs as Special Counsel ------------------------------------------------------- CBS Trucking, Inc. seeks approval from the U.S. Bankruptcy Court for the Southern District of New York to employ the Law Office of Charles A. Higgs, Esq. as special litigation counsel. The Debtor needs the firm's legal assistance in connection with the following: a. drafting and filing Applications for Examination and Production of Documents under Bankruptcy Rule 2004 and conducting Examinations under Bankruptcy Rule 2004; b. drafting and filing adversary proceedings in this bankruptcy case and representation of the Debtor in the adversary proceedings; and c. advising the Debtor on various litigation matters. The Debtor paid the firm a pre-petition retainer of $2,400. The firm will be paid at the rate of $450 per hour for attorneys, and $200 per hour for paraprofessionals. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Charles A. Higgs, Esq., a partner at Law Office of Charles A. Higgs, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Charles A. Higgs, Esq. LAW OFFICE OF CHARLES A. HIGGS 2 Depot Plaza Bedford Hills, NY 10507 Tel: (917) 673-3768 Email: charles@freshstartesq.com About CBS Trucking, Inc. CBS Trucking, Inc. is part of the general freight trucking industry. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. N.Y. Case No. 23-35547) on June 30, 2023. In the petition signed by Sokol Bala, president, the Debtor disclosed $448,619 in assets and $1.236 million in liabilities. Judge Cecelia G. Morris oversees the case. James J. Rufo, Esq., at Law Office of James J. Rufo, represents the Debtor as legal counsel. CBS TRUCKING: Hires Law Office of James J. Rufo as Counsel ---------------------------------------------------------- CBS Trucking, Inc. seeks approval from the U.S. Bankruptcy Court for the Southern District of New York to employ The Law Office of James J. Rufo as counsel. The firm's services include: (a) advising the Debtor concerning the administration of its Chapter 11 bankruptcy case; (b) preparing all necessary applications and motions as required under the Bankruptcy Code, Federal Rules of Bankruptcy Procedure, and Local Bankruptcy Rules; (c) preparing a disclosure statement and plan of reorganization; and (d) providing other legal services that are necessary for the administration of the Debtor's bankruptcy case. The firm will be paid at these rates: James J. Rufo, Esq. $450 per hour Paralegals $200 per hour The Debtor paid the firm a retainer of $9,238. James Rufo, Esq., a partner at The Law Office of James J. Rufo, disclosed in a court filing that his firm is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached through: James J. Rufo, Esq. THE LAW OFFICE OF JAMES J. RUFO 222 Bloomingdale Road, Suite 202 White Plains, NY 10605 Tel: (914) 600-7161 Email: jrufo@jamesrufolaw.com About CBS Trucking, Inc. CBS Trucking, Inc. is part of the general freight trucking industry. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. N.Y. Case No. 23-35547) on June 30, 2023. In the petition signed by Sokol Bala, president, the Debtor disclosed $448,619 in assets and $1.236 million in liabilities. Judge Cecelia G. Morris oversees the case. James J. Rufo, Esq., at Law Office of James J. Rufo, represents the Debtor as legal counsel. CDNT HOLDINGS: Hires FactorLaw as Bankruptcy Counsel ---------------------------------------------------- CDNT Holdings LLC and its affiliate seeks approval from the U.S. Bankruptcy Court for the Northern District of Illinois to employ FactorLaw as its bankruptcy counsel. The firm's services include: a. advising and consulting with the Debtor regarding its powers, rights and duties; b. attending meetings and negotiating with creditors and other parties and their respective representatives; c. advising and consulting with the Debtor on the conduct of its Chapter 11 case, including all the legal and administrative requirements of operating under Chapter 11 of the Bankruptcy Code; d. taking all necessary action to protect and preserve the estate, including but not limited to, prosecuting or defending all motions and proceedings on behalf of the Debtor and the estate; e. preparing, filing and defending adversary proceedings or other litigation involving the Debtor or its interests in property; f. preparing legal papers; g. preparing and negotiating a Chapter 11 plan, disclosure statement and all related agreements and documents, and taking any necessary action to obtain confirmation of a plan; and h. providing other necessary legal services. The firm will be paid at these rates: William J. Factor Partner $450 per hour Jeffrey K. Paulsen Partner $400 per hour Lars A. Peterson Partner $400 per hour Danielle Ranallo Legal Assistant $150 per hour Sam Rodgers Legal Assistant $150 per hour In addition, the firm will seek reimbursement for its out-of-pocket expenses. The firm received a retainer of $35,000 from the CDNT Holdings Creditor Trust. William Factor, Esq., a partner at FactorLaw, disclosed in a court filing that his firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached at: William J. Factor, Esq. Lars A. Peterson, Esq. FACTORLAW 105 W. Madison Street, Suite 1500 Chicago, IL 60602 Tel: (312) 878-6146 Email: wfactor@wfactorlaw.com lpeterson@wfactorlaw.com About CDNT Holdings LLC CDNT Holdings LLC is a limited liability company in Illinois. CDNT Holdings LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ill. Case No. 23-17222) on Dec. 23, 2023. In the petition filed by Robert Handler, as chief restructuring officer, the Debtor reported assets between $500,000 and $1 million and liabilities between $1 million and $10 million. The Honorable Bankruptcy Judge David D. Cleary oversees the case. The Debtor is represented by William J Factor, Esq., at William J. Factor. CHENIERE ENERGY: Moody's Affirms 'Ba1' CFR & Alters Outlook to Pos. ------------------------------------------------------------------- Moody's Investors Service affirmed Cheniere Energy, Inc.'s ("CEI") Baa3 senior unsecured notes rating. The outlook on CEI's ratings is stable. Concurrently, Moody's affirmed Cheniere Energy Partners, L.P.'s ("CQP") Ba1 Corporate Family Rating, Ba1-PD Probability of Default Rating and Ba1 senior unsecured notes ratings and changed the outlook to positive from stable. CQP's SGL-2 Speculative Grade Liquidity Rating (SGL) remains unchanged. RATINGS RATIONALE Cheniere Energy Partners, L.P.'s (CQP) CQP is a master limited partnership (MLP) that is approximately 51% owned by CEI (-49% LP interest and 2% GP interest, wholly-owned by CEI), and 49% by The Blackstone Group Inc., Brookfield Asset Management Inc. and public unitholders. CQP owns Sabine Pass Liquefaction, LLC's (SPL), a fully operational liquefaction facility with an aggregate nameplate liquefaction capacity of 30 MTPA, consisting of six liquefaction trains; Sabine Pass LNG, L.P. (SPLNG), a regasification terminal that has been in operation since 2008; and Cheniere Creole Trail Pipeline, L.P. (CTPL), a 94-mile long pipeline that provides natural gas supply transportation to SPL. CQP's debt service capacity and its Ba1 CFR are underpinned by cash flow and distributions from its operating subsidiaries. CQP benefits from the predictability and recurring nature of anticipated long-dated cash flow from its wholly-owned operating subsidiaries. These positives are balanced by CQP's structurally subordinated position to SPL's capital structure and significant ongoing distribution requirements, typical for a MLP. Moody's expects CQP to manage its consolidated leverage close to 4x Debt/EBITDA. CQP's significant free cash flow generation is expected to be primarily distributed to unitholders. CQP's liquidity position is good, as indicated by its SGL-2 rating. At the end of 2023, CQP had balance sheet cash of $0.6 billion and the company had a fully undrawn $1 billion revolving credit facility (unrated). CQP's notes will mature in 2029, 2031, 2032 and 2033. CQP's $5.6 billion senior unsecured notes are rated Ba1, at par with the CFR, reflecting all-unsecured capital structure. The standalone capital structure also includes $1 billion senior unsecured revolving credit facility maturing in 2028. Cheniere Energy, Inc. (CEI) CEI's Baa3 senior unsecured rating reflects the group's growing scale, high quality and improved earnings diversification and prudent management of debt. Moody's expects that CEI will maintain its Debt/EBITDA leverage below 4.5x calculated on proportionately consolidated basis during the completion of the expansion project at its 100% owned operating subsidiary Cheniere Corpus Christi Holdings, LLC (CCH, Baa2 stable). The Baa3 rating is also supported by low stand-alone leverage maintained at CEI. CEI's rating recognizes prudent financial policy exercised consistently across the whole organization, effective and proactive management of risks and conservative financing of growth. The Company established a balanced framework that gives priority to reinvestment of operating cash flow in plant expansion and to funding CEI's dividend. The company aims to allocate the remaining free cash flow to debt reduction and to share repurchases in equal measure, while maintaining solid liquidity. This financial policy also includes a Debt/EBITDA target for its consolidated leverage of below 4x, that Moody's expects CEI to be able to maintain after completion of the expansion project at CCH. By largely debt-financing the construction of the nine operating liquefaction trains across the two project sites to date, CEI has accumulated significant absolute amounts of debt. The company reported almost $16.8 billion of project level debt, in addition to $5.6 billion of intermediate holding company debt at CQP, all of which is structurally senior to the $1.5 billion debt outstanding at CEI at the end of 2023. While debt at CEI is structurally subordinated to substantial amounts of secured project level debt and intermediate holding company debt, CEI's debt service is well supported by residual cash flow generated under long-term, take-or-pay style contracts with strong and largely investment grade rated counterparties across nine fully operational natural gas liquefaction (LNG) trains, as well as by unencumbered cash flow generated by its Marketing subsidiary. CEI's liquidity position is excellent. At the end of 2023, CEI had consolidated balance sheet cash of $3.5 billion (excluding $0.6 billion cash at CQP) and a fully undrawn $1.25 billion unsecured revolving credit facility (unrated). CEI's notes mature in 2028. RATING OUTLOOK. The change of the outlook on CQP's ratings to positive mirrors the positive outlook change on Sabine Pass Liquefaction, LLC's (SPL) Baa2 ratings and reflects CQP's heavy reliance on distributions from SPL along with consistent cash flow from other unrated subsidiaries. The positive outlook on SPL's ratings incorporates its strong financial outlook enhanced by its incremental debt reduction. In turn, decline in SPL's debt will continue to reduce structural subordination of CQP's debt relative to SPL's operating cash flow. The stable outlook on CEI's ratings reflects Moody's expectation of CEI's continued robust operating performance and strong cash flow generation in 2024-2025 that should help maintain the improved leverage profile of the company during the construction period at CCH. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Cheniere Energy Partners, L.P.'s (CQP) Given CQP's level of reliance on SPL cash flow, a rating upgrade or downgrade at SPL would likely trigger a similar rating upgrade or downgrade at CQP. CQP's ratings could be upgraded if its leverage calculated on a consolidated basis is maintained at or below 4x Debt/EBITDA and it improves its distribution coverage. CQP's ratings could be downgraded if its Debt/EBITDA leverage calculated on a consolidated basis is maintained above 4.5x. Cheniere Energy, Inc. (CEI) CEI's ratings could be upgraded in step with upgrades at SPL, CCH, and CQP. The upgrade would also require CEI to maintain solid leverage profile, with Debt/EBITDA below 4.0x, calculated on a proportionate consolidation basis. CEI ratings could be downgraded as a result of a downgrade of SPL, CCH, or CQP. The ratings could be also downgraded if leverage increases and is sustained above 4.5x debt/EBITDA on proportionate consolidation basis, as a result of a change in financial policy, a material disruption in LNG liquefaction operations, or a deviation in LNG offtake contracting strategy that weakens cash flow certainty. The principal methodology used in these ratings was Midstream Energy published in February 2022. Cheniere Energy, Inc. is headquartered in Houston, Texas. Through its ownership and operation of two US-based LNG export facilities, Sabine Pass Liquefaction, LLC (SPL, Baa2 Positive) and CCH, CEI is established as one of the world's largest LNG exporters. CQP is a master limited partnership that owns SPL, as well as five LNG storage tanks and three marine berths; Sabine Pass LNG, L.P. (SPLNG), a regasification terminal that has been in operation since 2008; and Cheniere Creole Trail Pipeline, L.P. (CTPL), a 94-mile-long pipeline that provides natural gas supply transportation to SPL. CHENIERE ENERGY: The Vanguard Group Holds 9.46% Stake ----------------------------------------------------- The Vanguard Group disclosed in a Schedule 13G/A Report filed with the U.S. Securities and Exchange Commission that as of December 29, 2023, it beneficially owned 22,529,128 shares of Cheniere Energy, Inc.'s Common Stock, representing 9.46% of the shares outstanding. A full-text copy of the Report is available at http://tinyurl.com/ye2442kx About Cheniere Energy Headquartered in Houston, Texas, Cheniere Energy, Inc. is a leading producer and exporter of liquefied natural gas in the United States, reliably providing a clean, secure, and affordable solution to the growing global need for natural gas. Cheniere is a full-service LNG provider, with capabilities that include gas procurement and transportation, liquefaction, vessel chartering, and LNG delivery. Egan-Jones Ratings Company on May 8, 2023, maintained its 'CCC+' foreign currency and local currency senior unsecured ratings on debt issued by Cheniere Energy, Inc. CHORD ENERGY: S&P Alters Outlook to Positive, Affirms 'BB-' ICR --------------------------------------------------------------- S&P Global Ratings revised the outlook to positive from stable and affirmed all ratings, including its 'BB-' issuer credit rating on U.S.-based oil and gas exploration and production (E&P) company Chord Energy Corp. The positive rating outlook on Chord reflects S&P's expectation that the company will maintain a conservative financial policy and strong credit metrics, including average funds from operations (FFO) to debt well above 100% and debt to EBITDA well below 1x over the next two years. The outlook revision reflects Chord's increased scale and solid credit metrics. On Feb. 21, 2024, Chord Energy announced a deal to combine with Williston-focused oil and gas producer Enerplus Corp. (not rated) in a transaction valued at about $3.8 billion. In S&P Global Ratings' view, Chord will benefit from the larger scale of the combined company that is more comparable with higher-rated peers. Chord's scale in the Williston basin will significantly improve following its merger with Enerplus and will be more in line with higher-rated peers. The merger with Enerplus will increase Chord's proved reserves by about 297 million barrels of oil equivalent (mmboe) to 933 mmboe and expand its production by approximately 100 thousand barrels of oil equivalent per day (mboe/d) to about 270 mboe/d. We expect the transaction will close midyear 2024, subject to customary closing conditions in the U.S. and Canada. S&P anticipate the company will maintain solid financial metrics and adequate liquidity over the next 12 months. S&P expects the company will continue to operate Enerplus' current two rig-program in addition to its existing stand-alone four-rig program after the close of the merger, leading to an increase in capital spending to $1.1 billion-$1.2 billion in 2024 from about $900 million in 2023. The company continues to maintain a conservative balance sheet and adequate liquidity, with $400 million unsecured notes due 2026, about $991 million available on its revolving credit facility maturing in 2027, and a solid cash balance of approximately $318 million at the end of the fourth quarter of 2023. S&P said, "Furthermore, we believe the transaction structure will also support credit measures since the company will finance the acquisition with about 90% equity and use internally generated cash to finance the remaining 10%. Therefore, based on our current price deck assumptions, we forecast FFO to debt well above 100% and debt to EBITDA well below 1x over the next two years, with significant free operating cash flow (FOCF) allocated primarily toward shareholder returns." S&P expects Chord will maintain its 75%+ return of capital program, including base and variable dividends and share repurchases. S&P said, "We anticipate the company will generate $1.1 billion-$1.3 billion of free cash flow annually over the next two years. Under the company's current capital allocation framework, when company-reported debt to EBITDA is below 0.5x, it will allocate 75%+ of free cash flow to shareholders. Our base case scenario assumes shareholder rewards of $800 million-$1,000 million (dividends and share repurchases) annually over the next two years as a result of increased free cash flow. This represents an increase from about $650 million in 2023 in combined shareholder returns. We expect Chord will maintain its conservative financial policies, including this framework, following the transaction, and continue to generate significant discretionary cash flow (DCF). "Our positive rating outlook on Chord reflects our expectation that the company will maintain conservative financial metrics, including average FFO to debt well above 100% and debt to EBITDA well below 1x over the next two years. Given its relatively low debt, we anticipate the company will use most of its FOCF for shareholder returns, including dividends and share repurchases. "We could revise our outlook to stable if the company experienced difficulties integrating its operations with Enerplus or if the company pursued a more aggressive financial policy, such as larger shareholder distributions or debt-financed acquisitions. We could also revise our outlook if FFO to debt to approached 60% on a sustained basis, which would most likely follow a decline in commodity prices below our expectations with no offsetting reduction to Chord's capital spending plans. "We would consider an upgrade upon a successful integration with Enerplus, establishing an operating track record as a combined entity, and sustaining its scale of production and reserves while maintaining conservative financial policies with FFO to debt comfortably above 60%." CINEMARK HOLDINGS: Board OKs New STIP for Executive Bonuses ----------------------------------------------------------- Cinemark Holdings, Inc. disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that the Board of Directors of the Company approved a new bonus plan, the Cinemark Holdings, Inc. Short-Term Incentive Plan (STIP), to provide the terms of annual bonus opportunities to be granted to certain of the Company's executive officers and other key employees. Under the STIP, each of the Company's executive officers and other key employees selected to participate in the STIP for a particular plan year will be eligible to receive a cash bonus if the Company achieves certain performance goals established by the Compensation Committee of the Board. A Participant's performance bonus, other than the Chief Executive Officer's performance bonus, may be modified by the Chief Executive Officer or, with respect to any named executive officer, the Compensation Committee to increase or decrease the Participant's performance bonus up to a maximum of +/- 15% based upon such Participant's individual performance against such Participant's annual business objectives and goals. The STIP provides that, except as otherwise provided by the Compensation Committee or as set forth in an offer letter or employment agreement, a Participant generally must remain employed with the Company or a subsidiary of the Company through the last day of the plan year to be eligible for a bonus for that year. A full-text copy of the STIP is available at http://tinyurl.com/yfkvnb5e About Cinemark Holdings Inc. Headquartered in Plano, Texas, Cinemark Holdings Inc. (NYSE: CNK) -- https://ir.cinemark.com/ -- is one of the largest movie theatre companies in the world. Its circuit, comprised of various brands that also include Century, Tinseltown and Rave, as of September 30, 2023, operated 507 theatres with 5,765 screens in 42 states domestically and 13 countries throughout South and Central America. As of September 30, 2023, the Company had $4.8 billion in total assets and $2.4 billion in long-term debt. Egan-Jones Ratings Company on August 3, 2023, maintained its 'CC' foreign currency and local currency senior unsecured ratings on debt issued by Cinemark Holdings Inc. CINEMARK HOLDINGS: The Vanguard Group Holds 10.86% Stake -------------------------------------------------------- The Vanguard Group disclosed in a Schedule 13G/A Report filed with the U.S. Securities and Exchange Commission that as of December 29, 2023, it beneficially owned 13,207,009 shares of Cinemark Holdings Inc.'s Common Stock, representing 10.86% of the shares outstanding. A full-text copy of the Report is available at http://tinyurl.com/2ukn7d5k About Cinemark Holdings Inc. Headquartered in Plano, Texas, Cinemark Holdings Inc. (NYSE: CNK) -- https://ir.cinemark.com/ -- is one of the largest movie theatre companies in the world. Its circuit, comprised of various brands that also include Century, Tinseltown and Rave, as of September 30, 2023 operated 507 theatres with 5,765 screens in 42 states domestically and 13 countries throughout South and Central America. As of September 30, 2023, the Company had $4.8 billion in total assets and $2.4 billion in long-term debt. Egan-Jones Ratings Company on August 3, 2023, maintained its 'CC' foreign currency and local currency senior unsecured ratings on debt issued by Cinemark Holdings Inc. CLEAR CHANNEL: S&P Rates New $865MM Senior Secured Notes 'B' ------------------------------------------------------------ S&P Global Ratings assigned its 'B' issue-level rating and '1' recovery rating to Clear Channel Outdoor Holdings Inc.'s proposed $865 million senior secured notes due in 2030 and proposed $425 million senior secured term loan B due 2028. The '1' recovery rating indicates its expectation of very high (90%-100%; rounded estimate: 95%) recovery for lenders in the event of a payment default. The company plans to use the proceeds to repay the remaining outstanding borrowings on its term loan maturing in 2026 (approximately $1.26 billion outstanding) as well as transaction related fees. S&P's 'CCC+' issuer credit rating and stable outlook on Clear Channel are unchanged because the proposed transaction will not affect net leverage. COLES OF LA JOLLA: Case Summary & Seven Unsecured Creditors ----------------------------------------------------------- Debtor: Coles of La Jolla, Inc. d/b/a Coles Fine Flooring 1170 West Morena Boulevard San Diego, CA 92110 Business Description: The Debtor is a family owned and operated carpet, fine furniture and gift store specializing in specializing in fine flooring. Chapter 11 Petition Date: February 26, 2024 Court: United States Bankruptcy Court Southern District of California Case No.: 24-00613 Debtor's Counsel: Stella Havkin, Esq. STELLA HAVKIN 5950 Canoga Avenue, Suite 400 Woodland Hills, CA 91367 Email: shavkinesq@gmail.com Total Assets: $4,941,193 Total Liabilities: $3,329,830 The petition was signed by Stephen M. Coles as president. A full-text copy of the petition containing, among other items, a list of the Debtor's seven unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/UMRQ5TQ/Coles_of_La_Jolla_Inc__casbke-24-00613__0001.0.pdf?mcid=tGE4TAMA COMMSCOPE HOLDING: The Vanguard Group Holds 16.08% Stake -------------------------------------------------------- The Vanguard Group disclosed in a Schedule 13G/A Report filed with the U.S. Securities and Exchange Commission that as of December 29, 2023, it beneficially owned 34,107,786 shares of CommScope Holding Company's Common Stock, representing 16.08% of the shares outstanding. A full-text copy of the Report is available at http://tinyurl.com/y4zwppr4 About CommScope Holding Headquartered in Hickory, North Carolina, CommScope Holding Company, Inc. -- https://www.commscope.com -- is a global provider of infrastructure solutions for communication, data center and entertainment networks. The Company's solutions for wired and wireless networks enable service providers, including cable, telephone and digital broadcast satellite operators and media programmers to deliver media, voice, Internet Protocol (IP) data services and Wi-Fi to their subscribers and allow enterprises to experience constant wireless and wired connectivity across complex and varied networking environments. CommScope reported a net loss of $1.28 billion in 2022, a net loss of $462.6 million in 2021, and net loss of $573.4 million in 2020. For the nine months ended Sept. 30, 2023, the Company incurred a net loss of $925.7 million. * * * As reported by the TCR on Nov. 22, 2023, S&P Global Ratings lowered its issuer credit rating on Network infrastructure provider CommScope Holding Co. Inc. to 'CCC' from 'B-' and removed the ratings from CreditWatch with negative implications, where they were placed on Oct. 31, 2023. S&P revised the outlook to Negative. The negative outlook reflects S&P's view that CommScope's expected weak financial performance of leverage above the 10x area and low FOCF generation in 2023 and 2024 will increase the risk of a distressed exchange or buyback within the next 12 months to address upcoming maturities. COMMUNITY HEALTH: The Vanguard Group Holds 5.92% Stake ------------------------------------------------------ The Vanguard Group disclosed in a Schedule 13G/A Report filed with the U.S. Securities and Exchange Commission that as of December 29, 2023, it beneficially owned 8,095,948 shares of Community Health Systems Inc.'s Common Stock, representing 5.92% of the shares outstanding. A full-text copy of the Report is available at http://tinyurl.com/48hm9sbw About Community Health Systems Inc. Community Health Systems, Inc. -- http://www.chs.net-- is a publicly traded hospital company and an operator of general acute care hospitals in communities across the country. As of Oct. 25, 2023, the Company's subsidiaries own or lease 76 affiliated hospitals with over 12,000 beds and operate more than 1,000 sites of care, including physician practices, urgent care centers, freestanding emergency departments, occupational medicine clinics, imaging centers, cancer centers and ambulatory surgery centers. As of Sept. 30, 2023, the Company had $14.67 billion in total assets, $15.56 billion in total liabilities, $329 million in redeemable noncontrolling interests in equity of consolidated subsidiaries, and a total stockholders' deficit of $1.22 billion. * * * As reported by the TCR on Dec. 15, 2023, Moody's Investors Service downgraded CHS/Community Health Systems, Inc.'s Corporate Family Rating to Caa2 from Caa1. Moody's said the downgrade of Community Health's ratings reflects the company's very high level of the financial leverage and the company's inability to generate positive free cash flow despite some industrywide easing of labor pressure in recent quarters. As reported by the TCR on Dec. 20, 2023, S&P Global Ratings raised its rating on Community Health Systems Inc. to 'CCC+' from 'SD' (selective default). S&P said, "We believe Community Health's capital structure is currently unsustainable. The company remains highly leveraged with S&P Global Ratings-adjusted debt to EBITDA of 8.4x. In addition, the company has not established a track record of sustained positive free cash flow generation. While we expect improved EBITDA margins and positive cash flow in 2024, leverage will remain high while the company has a significant interest burden and maturities starting in 2026." CORENERGY INFRASTRUCTURE: Case Summary & Nine Unsecured Creditors ----------------------------------------------------------------- Debtor: CorEnergy Infrastructure Trust, Inc. 1100 Walnut Street, Suite 3350 Kansas City, MO 64106 Case No.: 24-40236 Business Description: CorEnergy is a Maryland corporation formed in 2005 as a Business Development Company under the Investment Company Act of 1940, but since 2012 has operated for tax purposes as a real estate investment trust ("REIT"). Its stock is publicly traded and widely held, and it operates under the oversight of a board of directors that meets the independence standards of the New York Stock Exchange. Since its conversion to a REIT in 2012, CorEnergy has focused on owning and leasing energy midstream infrastructure and operating energy midstream companies. Chapter 11 Petition Date: February 25, 2024 Court: United States Bankruptcy Court Western District of Missouri Judge: Hon. Cynthia A. Norton Debtor's Counsel: Mark T. Benedict, Esq. HUSCH BLACKWELL LLP 4801 Main Street Suite 100 Kansas City, MO 64112 Tel: 816-983-8000 Fax: 816-983-8080 Email: mark.benedict@hsuchblackwell.com Debtor's Financial Advisor: STIFEL, NICOLAUS & CO., INC. Debtor's Special Counsel & Special Conflicts Counsel: STINSON LLP Total Assets as of Jan. 31, 2024: $14,492,662 Total Debts as of Jan. 31, 2024: $118,415,403 The petition was signed by David J. Schulte as officer. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/SO34NCA/CorEnergy_Infrastructure_Trust__mowbke-24-40236__0001.0.pdf?mcid=tGE4TAMA List of Debtor's Nine Unsecured Creditors: Entity Nature of Claim Claim Amount 1. American Express Trade Claim $6,941 200 Vesey Street New York, NY 10285-3106 Laureen E. Seeger, Chief Legal Officer Phone: 212-640-5574 Email: laureen.e.seeger@aexp.com 2. Internal Revenue Taxes $0 Service Insolvency Operations P.O. Box 7346 Philadelphia, PA 19101-7346 Tel: 800-973-0424 3. Larry Alexander Threatened $0 33731 Paseo Baja Litigation San Juan Capistrano, CA 92675 Brook Barnes Phone: 858-910-4783 Email: bbarnes@swlaw.com 4. Missouri Department of Revenue Taxes $0 Taxation Division P.O. Box 3365 Jefferson City, MO 65105 Tel: 573-751-8533 5. Nestor Taura Threatened $0 16778 Nandina Avenue Litigation Riverside, CA 92504 Brook Barnes Phone: 858-910-4783 Email: bbarnes@swlaw.com 6. Regions Bank Trade Claim $11,268 1900 5th Ave North Birmingham, AL 35203 Anne D. Silvestri, Managing Director Phone: 314-615-2372 Email: anne.silvestri@regions.com 7. The Depository Trade Claim $510 Trust Company Attn: Ann Shuman, General Counsel P O Box 27590 New York, NY 10087-7590 Ann Shuman, General Counsel Phone: 888-382-2721 Email: spr@dtcc.com 8. U.S. Bank NA, as 5.875% $118,242,651 Indenture Trustee Convertible Attn: Brian Kabbes Senior Notes One U.S. Bank Plaza Due 2025 Saint Louis, MO 63101 Adam Maier Phone: 612-335-1412 Email: adam.maier@stinson.com 9. Valerie Jackson Threatened $0 17061 Westport Litigation Drive Huntington Beach, CA 92649 Brook Barnes Phone: 858-910-4783 Email: bbarnes@swlaw.com CURO GROUP: OCO Capital Reports 4.94% Stake as of Feb. 8 -------------------------------------------------------- In a Schedule 13G/A filed with the U.S. Securities and Exchange Commission, OCO Capital GP, LLC disclosed that as of February 8, 2024, it beneficially owned 2,039,163 shares of common stock of Curo Group Holdings Corp., representing 4.94% based on 41,300,542 shares of Common Stock reported to be outstanding on Curo Group's Quarterly Report on Form 10-Q filed on November 2, 2023. A full-text copy of the Report is available at: https://www.sec.gov/Archives/edgar/data/1711291/000094366324000037/ococapital13ga022024.htm About Curo Group Headquartered in Chicago, IL, Curo Group Holdings Corp. is a tech-enabled, omni-channel consumer finance company serving a full spectrum of non-prime, near-prime and prime consumers in portions of the U.S. and Canada. CURO was founded over 25 years ago to meet the growing needs of consumers looking for alternative access to credit. The Company continuously updates its products and technology platform to offer a variety of convenient, accessible financial and loan services. Curo Group reported a net loss of $185.48 million for the year ended Dec. 31, 2022. As of Dec. 31, 2022, the Company had $2.79 billion in total assets, $2.84 billion in total liabilities, and a total stockholders' deficit of $54.13 million. * * * As reported by the TCR on February 8, 2024, S&P Global Ratings lowered its long-term issuer credit rating on Curo Group Holdings Corp. to 'CCC-' from 'CCC+'. The outlook is negative. S&P also lowered its issue ratings on the company's 1.5-lien notes to 'CC' from 'CCC' and on the company's junior notes to 'C' from 'CCC-'. S&P said, "We expect Curo could default on its interest payments in the next six months. As of Jan. 31, 2024, the company reported it had potentially breached its minimum liquidity covenant of $75 million. Curo had $84.6 million of unrestricted cash on balance sheet as of Dec. 31, 2023. The company has to make $37.5 million of combined interest payments on its 1.5-lien notes and junior secured notes on a semiannual basis, and we think that even if Curo successfully amended the grace period for the 1.5-lien notes to 30 days, it could have insufficient liquidity within six months." Meanwhile, Moody's Investors Service has downgraded Curo Group Holdings Corp.'s corporate family rating to Ca from Caa2. The senior secured debt rating was downgraded to Caa3 from Caa1 and the senior unsecured rating was downgraded to C from Caa3. The outlook remains negative. DELCATH SYSTEMS: Vivo Opportunity Entities Hold 9.99% Stake ----------------------------------------------------------- Vivo Opportunity Fund Holdings, LP and Vivo Opportunity, LLC disclosed in a Schedule 13G/A filed with the U.S. Securities and Exchange Commission that as of December 31, 2023, they beneficially owned 2,708,579 shares of Delcath Systems, Inc.'s Common Stock, representing 9.99% of the shares outstanding. The amount owned represents (i) 1,666,746 shares of common stock, par value $0.01 per share of Delcath Systems, Inc. and (ii) 1,041,833 shares of Common Stock issuable upon conversion of 6,251 shares of Series F-4 Convertible Preferred Stock, par value $0.01 per share (the "Series F-4 Preferred Stock") underlying Tranche B warrants that are exercisable within 60 days of this Statement, based on 22,046,101 shares of Common Stock of Delcath Systems' outstanding as of November 8, 2023, as reported in the Delcath's Quarterly Report on Form 10-Q, filed with the Securities and Exchange Commission on November 13, 2023. All securities are held of record by Vivo Opportunity Fund Holdings, L.P. Vivo Opportunity, LLC is the general partner of Vivo Opportunity Fund Holdings, L.P. The Series F-4 Preferred Stock contains provisions preventing such Series F-4 Preferred Stock from being converted if such exercise would result in the holder obtaining greater than 9.99% of the Issuer's voting securities. However, the amounts herein represent the number of shares of Common Stock that would be issuable upon conversion of the Series F-4 Preferred Stock in full, and do not give effect to the blocking provision. A full-text copy of the Report is available at http://tinyurl.com/4h78j4fa About Delcath Systems Headquartered in New York, NY, Delcath Systems, Inc. -- http://www.delcath.com-- is an interventional oncology company focused on the treatment of primary and metastatic liver cancers. The Company's lead product candidate, the HEPZATO KIT (melphalan hydrochloride for injection/hepatic delivery system), is a drug/device combination product. HEPZATO is designed to administer high-dose chemotherapy to the liver while controlling systemic exposure and associated side effects. Delcath reported a net loss of $36.51 million for the year ended Dec. 31, 2022, compared to a net loss of $25.65 million for the year ended Dec. 31, 2021. As of March 31, 2023, the Company had $30.60 million in total assets, $25.31 million in total liabilities, $18.37 million in mezzanine equity, and a total stockholders' deficit of $13.07 million. New York, NY-based Marcum LLP, the Company's auditor since 2018, issued a "going concern" qualification in its report dated March 27, 2023, citing that the Company has a significant working capital deficiency, has incurred significant losses and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. The Company believes that current cash and cash equivalents will enable the Company to have sufficient cash through the launch of HEPZATO. If there is a substantial delay in the launch of HEPZATO, the Company expects to need to raise additional capital under structures available to the Company, including debt or equity offerings, which may not be on favorable terms. If commercialization were significantly delayed, the Company would not have sufficient funds to meet its obligations within 12 months from the issuance date of these condensed consolidated financial statements. As such, there is uncertainty regarding the Company's ability to maintain liquidity sufficient to operate its business effectively, which raises substantial doubt about its ability to continue as a going concern, according to the Company's Quarterly Report for the period ended Sept. 30, 2023. DISTRIBUIDORA NARANJITO: Case Summary & 17 Unsecured Creditors -------------------------------------------------------------- Debtor: Distribuidora Naranjito Import & Export Corp. BO Pajaros Americanos Carr 863 Int. Carr. 861 Bayamon, PR 00957 Case No.: 24-00711 Chapter 11 Petition Date: February 26, 2024 Court: United States Bankruptcy Court District of Puerto Rico Debtor's Counsel: Modesto Bigas-Mendez, Esq. MODESTO BIGAS LAW OFFICE PO Box 7462 Ponce, PR 00732 Tel: (787) 844-1444 Fax: (787) 842-4090 Email: modestobigas@yahoo.com Total Assets: $1,039,957 Total Liabilities: $2,352,350 The petition was signed by Osmar A. Aymat Rivera as president. A full-text copy of the petition containing, among other items, a list of the Debtor's 17 unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/SAQWVHY/DISTRIBUIDORA_NARANJITO_IMPORT__prbke-24-00711__0001.0.pdf?mcid=tGE4TAMA DYE & DURHAM: Sixth Street Marks C$37.8MM Loan at 24% Off --------------------------------------------------------- Sixth Street Specialty Lending, Inc has marked its C$37,874,000 loan extended to Dye & Durham Corp to market at C$28,938,000 or 76% of the outstanding amount, as of December 31, 2023, according to a disclosure contained in Sixth Street's Form 10-K for the fiscal year ended December 31, 2023, filed with the Securities and Exchange Commission on February 15, 2024. Sixth Street is a participant in a First Lien Loan to Dye & Durham Corp. The loan accrues interest at a rate of 11.20% (C + 5.75%). The loan matures December 2027. Sixth Street Specialty Lending, Inc. is a Delaware corporation formed on July 21, 2010. The Company was formed primarily to lend to, and selectively invest in, middle-market companies in the United States. The Company has elected to be regulated as a business development company under the 1940 Act. In addition, for tax purposes, the Company has elected to be treated as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended. The Company is managed by Sixth Street Specialty Lending Advisers, LLC. On June 1, 2011, the Company formed a wholly-owned subsidiary, TC Lending, LLC, a Delaware limited liability company. On March 22, 2012, the Company formed a wholly-owned subsidiary, Sixth Street SL SPV, LLC, a Delaware limited liability company. On May 19, 2014, the Company formed a wholly-owned subsidiary, Sixth Street SL Holding, LLC, a Delaware limited liability company. On December 9, 2020, the Company formed a wholly-owned subsidiary, Sixth Street Specialty Lending Sub, LLC, a Cayman Islands limited liability company. Dye & Durham Corporation provides cloud-based software solutions. The Company connects a global network of professionals with public records to support business transactions and regulatory compliance through its platform. Dye & Durham serves customers in North America and the United Kingdom. EAGLE PARENT: Moody's Cuts CFR to B3 & Alters Outlook to Negative ----------------------------------------------------------------- Moody's Investors Service downgraded Eagle Parent Corp.'s (dba "Restaurant Technologies") Corporate Family Rating to B3 from B2, its Probability of Default Rating to B3-PD from B2-PD, and the company's first-lien credit facilities ratings to B3 from B2. The first-lien credit facilities include a $100 million senior secured revolving credit facility expiring in April 2027 and a $885 million senior secured term loan B that matures in April 2029. The ratings outlook is negative and was previously stable. The ratings downgrade reflects Restaurant Technologies' weak credit metrics, including elevated debt-to-EBITDA at 9.0x and negative free cash flow for the 12-months ending September 30, 2023 that is increasing revolver usage. Moody's expects Restaurant Technologies' credit metrics will continue to be stretched in the next 12-18 months as the company uses all cash flows generated from the business as well as revolver borrowings to fund new customer installations and interest expense. To support business growth, Restaurant Technologies has to incur upfront investments to fund new customer installations and the company has experienced significant cost increases in the past two years. Cost increases stem partly from expansion in its labor force to grow the business as well as higher fleet maintenance costs as the company was not able to replace old fleets quickly due to supply chain issues. Moreover, the company's performance has been impacted by used cooking oil (UCO) price declines and the roughly two-month time lag on customer credit versus spot UCO prices. As a result of these factors, the company's EBITDA margin has materially declined to about 10% for the 12-month ending September 2023 from 15% in 2021. Moody's expects Restaurant Technologies to improve its EBITDA margin in the next 12-18 months as the company is focusing on operating efficiencies and service productivity. Upgrades to the service vehicle fleet will also reduce repair and maintenance costs. Restaurant Technologies has fleet financing in place to cover all fleet related capital spending in 2024, which helps its liquidity. The company's focus on growing its topline and earnings via new customer installations and services cross selling to existing customers over the next 12-18 months should translate into earnings growth such that credit metrics will improve including debt-to-EBITDA declining to a low 7.0x range. Moody's expects that the company will maintain adequate liquidity and the company will balance liquidity with business growth. The negative outlook reflects Moody's expectation that Restaurant Technologies will remain reliant on the revolver to fund growth initiatives, that credit metrics will continue to be weak despite some improvement in 2024, and that the company will continue to generate negative free cash flow in the next 12-18 months. RATINGS RATIONALE Restaurant Technologies' B3 CFR reflects its relatively moderate size with annual revenue under $1 billion (net revenue of roughly $340 million excluding oil passthrough), negative free cash flow, and its high financial leverage of 9.0x debt-to-EBITDA as of September 30, 2023. The rating is supported by Restaurant Technologies' leading market position in the closed-loop oil management industry, its deep entrenchment in customers' cooking oil supply chains, the high recurring revenue nature driven by delivery and service fees embedded in customer contracts, and its high customer retention rates. The company has limited exposure to fresh oil commodity price fluctuations because the cost of oil is passed-through to the customer. Revenue from fresh oil delivery and associated service fees, which comprise more than 70% of the company's revenue, are through customer-specific long-term contracts and recurring. Less than 30% of Restaurant Technologies' revenues are generated through sale of used cooking oil (UCO) to a leading biofuel producer. Nevertheless, volatility in the UCO market and discrepancies on customer credit due to timing may have meaningful impact on the company's operating performance. Over the longer term, even if UCO prices were to decline, Moody's anticipates Restaurant Technologies has the ability to offset lower UCO prices by increasing other services fees or reducing its cost of services including lower oil delivery costs. The company benefits from its established position in the market in conjunction with its healthy geographic footprint servicing most major metropolitan areas. Moody's expects the healthy backlog of new customer installations, the continued ramp up of the company's AutoMist and Grease Lock products will support revenue growth in the high single-digit to low teens range over the next 12-18 months with debt-to-EBITDA leverage declining to a low 7x range. Moody's also expect favorable pricing trends in the UCO market in the long term and hedge contracts that the company has in place to protect Restaurant Technologies for downside risk. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded if the company improves its credit metrics, including debt-to-EBITDA sustained below 7.0x and EBITA-to-interest expense is sustained above 1.0x. In addition, Moody's would expect the company to maintain at least good liquidity accompanied by comfortably positive free cash flow generation and less revolver reliance. The ratings could be downgraded if returns on new installations deteriorate, customer volume weakens, or the company is unable to mitigate the earnings drag from lower UCO prices. The ratings could also be downgraded if liquidity deteriorates such as increasing revolver usage. The principal methodology used in these ratings was Business and Consumer Services published in November 2021. Headquartered in Mendota Heights, Minnesota, Restaurant Technologies, Inc. operates as a closed-loop cooking oil distributor for quick service and casual dining restaurants, grocery stores, and hospitality customers. The company is owned by private equity firm ECP and co-investors including Enlightened Hospitality Investments and Conti (Sponsor) following a March 2022 leveraged buyout. The company is private and does not publicly disclose its financials. Restaurant Technologies generated gross revenue of $981 million for the twelve-month period ended September 30, 2023. EAST TOWN MANAGEMENT: Voluntary Chapter 11 Case Summary ------------------------------------------------------- Debtor: East Town Management, LLC 13500 Watertown Plank Rd. Ste. 101 Elm Grove, WI 53122 Case No.: 24-20856 Chapter 11 Petition Date: February 26, 2024 Court: United States Bankruptcy Court Eastern District of Wisconsin Judge: Hon. Beth E Hanan Debtor's Counsel: Evan P. Schmit, Esq. KERKMAN & DUNN 839 N. Jefferson St., Ste. 400 Milwaukee, WI 53202-3744 Tel: 414-277-8200 Fax: 414-277-0100 Email: eschmit@kerkmandunn.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Christopher Knight as sole member. A copy of the Debtor's list of 20 largest unsecured creditors is now available for download at PacerMonitor.com. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/AQU33MI/East_Town_Management_LLC__wiebke-24-20856__0001.0.pdf?mcid=tGE4TAMA EBIX INC: Committee Hires Berkeley Research as Financial Advisor ---------------------------------------------------------------- The official committee of unsecured creditors of Ebix, Inc. and its affiliates seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas to employ Berkeley Research Group, LLC as financial advisor. The firm will provide these services: a) develop strategies to maximize recoveries from the Debtors' assets and advise and assist the Committee with such strategies, including development of recovery models for use by the unsecured creditors; b) monitor liquidity and cash flows throughout the Chapter 11 Cases and scrutinize cash disbursements and capital requirements, including, but not limited to, critical vendor payments and other payments permitted pursuant to first day motions; c) develop and issue periodic monitoring reports to enable the Committee to effectively evaluate the Debtors' performance relative to projections and any relevant operational issues, including liquidity, any 363-sale processes, any sales of equity or debt securities / capital raise and subsequent wind-down activities on an ongoing basis; d) advise and assist the Committee in its analysis and monitoring of the historical, current and projected financial affairs of the Debtors, including, schedules of assets and liabilities, statement of financial affairs, and monthly operating reports; e) advise and assist the Committee with respect to any debtor-in-possession financing arrangements and/or use of cash collateral including evaluation of asserted liens thereon; f) analyze both historical and ongoing intercompany and/or related party transactions and or material unusual transactions of the Debtors and non-Debtor affiliates. Such analysis to include developing an oversight protocol with the Debtors' advisors to closely monitor such transactions to prevent value leakage; g) advise and assist the Committee in its assessment of the Debtors' employee needs and related costs, including any recent (including prepetition) employee bonuses or retention payments and any proposed employee bonuses such as any proposed Key Employee Incentive Plan or Key Employee Retention Plan for the Debtors' insiders and employees, and providing expert testimony related thereto; h) evaluate the Debtors' and non-Debtors' business plan/operational restructuring and product/ service forecasts, including the impact of industry trends, customer programs, and their impact on actual and forecasted financial results as well as monitoring the implementation of related strategic initiatives; i) prepare valuations of the Debtors' assets, including the value of equity of any consolidated and/or publicly traded subsidiary; j) identify and develop strategies related to the Debtors' intellectual property; k) advise and assist the Committee in reviewing and evaluating any court motions (including any assumption or rejection motions or objections thereto), applications, or other forms of relief filed or to be filed by the Debtors, or any other parties-in-interest; l) advise and assist the Committee and Counsel in their review of any potential prepetition liens of secured parties; m) advise the Committee with respect to any potential preference payments, fraudulent conveyances, and other potential causes of action that the Debtors' estates may hold against insiders and/or third parties and assist with any investigations related to such matters as required; n) identify and asses the value of unencumbered assets; o) as appropriate and in concert with the Committee's other professionals, analyze and monitor any sale processes and transactions both within and outside the U.S. and assess the reasonableness of the process and the consideration received; p) assist with the development and review of a cost/benefit analysis with respect to the assumption or rejection of various executory contracts and leases; q) monitor the Debtors' claims management process, including analyzing guarantees and claims by entity and preparing related summaries; r) review and provide analysis of any bankruptcy plan and disclosure statement relating to the Debtors including, if applicable, the development and analysis of any bankruptcy plans proposed by the Committee to assess their achievability; s) attend Committee meetings, court hearings, and auctions as may be required; t) work with the Debtors' tax advisors to ensure that any restructuring or sale transaction is structured to minimize tax liabilities to the estate as well as assist with the review of any tax issues associated with, for example, claims/stock trading, preservation of net operating losses, and refunds from any plan of reorganization and/or asset sales; u) work with the Debtors' financial advisor and investment banker on matters outlined above, as necessary; v) analyze the Debtors operating results and liquidity for its operations outside the U.S.; and w) provide other services as may be requested from time to time by the Committee and its Counsel, consistent with the role of a financial advisor including rendering expert testimony, issuing expert reports and/or preparing for litigation, valuation and/or forensic analyses that have not yet been identified but may be requested from time to time by the Committee and its Counsel. The firm will be paid at these rates: Managing Directors $1,095 to $1,325 per hour Associate Directors & Directors $865 to $1,050 per hour Professional Staff $420 to $850 per hour Support Staff $175 to $375 per hour The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. David Galfus, a managing director at Berkeley Research Group, disclosed in a court filing that his firm is a "disinterested person" as defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: David Galfus Berkeley Research Group, LLC 250 Pehle Avenue, Suite 301 Saddle Brook, NJ 07663 Tel: (201) 587-7117 Email: dgalfus@thinkbrg.com About Ebix, Inc. Ebix Inc. -- https://www.ebix.com/ -- is headquartered in Atlanta, Ga., and it supplies software and electronic commerce solutions to the insurance industry. With approximately 200 offices across six continents, Ebix, (NASDAQ: EBIX) endeavors to provide on-demand infrastructure exchanges to the insurance, financial services, travel and healthcare industries. Ebix and its affiliates filed Chapter 11 petitions (Bankr. N.D. Texas Lead Case No. 23-80004) on Dec. 17, 2023. At the time of the filing, Ebix reported between $500 million and $1 billion in both assets and liabilities. Judge Scott W. Everett oversees the cases. The Debtors tapped Sidley Austin, LLP as bankruptcy counsel; Alixpartners, LLP as financial advisor; and Jefferies, LLC as investment banker. Omni Agent Solutions, Inc. is the claims agent. The U.S. Trustee for Region 6 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. The committee is represented by McDermott Will & Emery, LLP. EVOKE PHARMA: AIGH Capital, Orin Hirschman Report 9.99% Stake ------------------------------------------------------------- AIGH Capital Management, LLC and Orin Hirschman disclosed in a Schedule 13G/A Report filed with the U.S. Securities and Exchange Commission that as of January 16, 2024, they beneficially owned 847,000 shares of Evoke Pharma, Inc.'s common stock, representing 9.99% of the shares outstanding. The amount owned includes 22,000 Warrants to purchase common stock and excludes 3,564,764 Warrants to purchase common stock not exercisable due to beneficial ownership limitations on exercise. A full-text copy of the Report is available at http://tinyurl.com/3n4bhsaj About Evoke Pharma Headquartered in Solana Beach, California, Evoke Pharma, Inc. -- http://www.evokepharma.com-- is a specialty pharmaceutical company focused primarily on the development of drugs to treat GI disorders and diseases. The Company is developing Gimoti, a nasal spray formulation of metoclopramide, for the relief of symptoms associated with acute and recurrent diabetic gastroparesis. Evoke Pharma reported a net loss of $8.22 million for the year ended Dec. 31, 2022, compared to a net loss of $8.54 million for the year ended Dec. 31, 2021. As of Sept. 30, 2023, the Company had $7.85 million in total assets, $8.73 million in total liabilities, and a total stockholders' deficit of $873,775. San Diego, California-based BDO USA, LLP, the Company's auditor since 2014, issued a "going concern" qualification in its report dated March 21, 2023, citing that the Company has suffered recurring losses and negative cash flows from operations since inception. These factors raise substantial doubt about the Company's ability to continue as a going concern. EVOKE PHARMA: Falls Short of Nasdaq Minimum Bid Price Requirement ----------------------------------------------------------------- Evoke Pharma, Inc. disclosed in a Form 8-K filed with the Securities and Exchange Commission that it received a letter from the Nasdaq Stock Market staff indicating that for the 30 consecutive business days prior to Feb. 21, 2024, the bid price for the Company's common stock had closed below the minimum $1.00 per share requirement for continued listing on The Nasdaq Capital Market under Nasdaq Listing Rule 5550(a)(2). In accordance with Nasdaq Listing Rule 5810(c)(3)(A), the Company has been provided an initial period of 180 calendar days, or until Aug. 19, 2024, to regain compliance. The letter states that the Nasdaq staff will provide written notification that the Company has achieved compliance with Rule 5550(a)(2) if at any time before Aug. 19, 2024, the bid price of the Company's common stock closes at $1.00 per share or more for a minimum of ten consecutive business days. The Nasdaq letter has no immediate effect on the listing or trading of the Company's common stock and the common stock will continue to trade on The Nasdaq Capital Market under the symbol "EVOK." The Company intends to monitor the bid price of its common stock and consider available options if its common stock does not trade at a level likely to result in the Company regaining compliance with Nasdaq's minimum bid price rule by Aug. 19, 2024. If the Company does not regain compliance with Rule 5550(a)(2) by Aug. 19, 2024, the Company may be eligible for an additional 180 calendar day compliance period. To qualify, the Company would be required to meet the continued listing requirement for market value of publicly held shares and all other initial listing standards for the Nasdaq Capital Market, with the exception of the bid price requirement, and would need to provide written notice of its intention to cure the deficiency during the second compliance period, by effecting a reverse stock split, if necessary. However, if it appears to the Nasdaq staff that the Company will not be able to cure the deficiency, or if the Company is otherwise not eligible, the Nasdaq staff would notify the Company that its securities would be subject to delisting. In the event of such a notification, the Company may appeal the Nasdaq staff's determination to delist its securities, but there can be no assurance the Nasdaq staff would grant the Company's request for continued listing. About Evoke Pharma Headquartered in Solana Beach, California, Evoke Pharma, Inc. -- http://www.evokepharma.com-- is a specialty pharmaceutical company focused primarily on the development of drugs to treat GI disorders and diseases. The Company is developing Gimoti, a nasal spray formulation of metoclopramide, for the relief of symptoms associated with acute and recurrent diabetic gastroparesis. Evoke Pharma reported a net loss of $8.22 million for the year ended Dec. 31, 2022, compared to a net loss of $8.54 million for the year ended Dec. 31, 2021. As of Sept. 30, 2023, the Company had $7.85 million in total assets, $8.73 million in total liabilities, and a total stockholders' deficit of $873,775. San Diego, California-based BDO USA, LLP, the Company's auditor since 2014, issued a "going concern" qualification in its report dated March 21, 2023, citing that the Company has suffered recurring losses and negative cash flows from operations since inception. These factors raise substantial doubt about the Company's ability to continue as a going concern. Evoke Pharma said in its Quarterly Report for the period ended Sept. 30, 2023, that it has incurred recurring losses and negative cash flows from operations since inception and expects to continue to incur net losses for the foreseeable future until such time, if ever, that it can generate significant revenues from the sale of Gimoti. As of September 30, 2023, the Company had approximately $6.0 million in cash and cash equivalents. The Company anticipates that it will continue to incur losses from operations due to commercialization activities, including manufacturing Gimoti, conducting the post-marketing commitment single-dose pharmacokinetics ("PK") clinical trial of Gimoti to characterize dose proportionality of a lower dose strength of Gimoti, and for other general and administrative costs to support the Company's operations. As a result, the Company believes that there is substantial doubt about its ability to continue as a going concern for one year after the date these financial statements are issued. FARFETCH LTD: J. Neves & TGF Participations LTD Reports Stake ------------------------------------------------------------- Jose Neves and TGF Participations Limited disclosed ownership of shares in Farfetch Limited in a Schedule 13G/A filed with the U.S. Securities and Exchange Commission. The shares owned represent Farfetch's Class A Ordinary Shares as of December 31, 2023, based upon 351,972,468 Class A Ordinary Shares outstanding as of December 31, 2022, as disclosed in the Farfetch's Form 20-F filed with the Securities and Exchange Commission on March 8, 2023. The percent of class presented below assumes the conversion of the Class B Ordinary Shares, par value $0.04 per share of Farfetch held by the Reporting Persons into Class A Ordinary Shares on a one-to-one basis. Reporting Person Amount beneficially Percent of owned class Jose Neves 49,876,223 12.4% TGF Participations Limited 43,423,518 11% Jose Neves is the beneficial owner of 49,876,223 Class A Ordinary Shares, which includes: (i) 6,452,705 Class A Ordinary Shares issuable upon vesting and exercise of restricted stock units and stock options held of record by Neves that are exercisable within 60 days of December 31, 2023, (ii) 565,438 Class A Ordinary Shares held of record by TGF Participations Limited, and (iii) 42,858,080 Class A Ordinary Shares issuable upon conversion on a one-for-one basis of Class B Ordinary Shares held of record by TGF Participations Limited. Neves exercises voting and investment power over the securities held of record by TGF Participations Limited and may be deemed to share beneficial ownership of the securities held of record by TGF Participations Limited. A full-text copy of the Report is available at: https://www.sec.gov/Archives/edgar/data/1740915/000119312524032167/d760909dsc13ga.htm About Farfetch Ltd London, UK-based Farfetch Limited is a global platform for the luxury fashion industry, operating the Farfetch Marketplace which connects consumers around the world with over 1,400 brands, boutiques and department stores. The company's additional businesses include Browns and Stadium Goods, which offer luxury products to consumers, New Guards Group, a platform for the development of global fashion brands, and Farfetch Platform Solutions, which services enterprise clients with e-commerce and technology capabilities. * * * As reported by the Troubled Company Reporter on Jan. 2, 2024, S&P Global Ratings lowered its long-term issuer credit rating on Farfetch Ltd. to 'CC' from 'CCC+'. S&P also lowered its issue rating on the term loan to 'CCC-' from 'CCC+' and placed it on CreditWatch developing to reflect the uncertainty on the timely completion and implications of the sale. The '3' (50%) recovery rating on this debt is unchanged. The negative outlook on the long-term issuer credit rating reflects S&P's opinion of the virtual certainty that Farfetch Ltd. will default on its convertible notes (not rated) in the next few months. Farfetch Holdings PLC (Farfetch Holdings), an intermediary holding company owned by Farfetch Ltd., has announced its intention to sell Farfetch businesses via an English-law pre-pack administration process to Athena Topco LP, a holding company owned by Coupang Inc., and funds managed or advised by Greenoaks Capital Partners LLC, and subsequently to delist and liquidate Farfetch Ltd. Athena Topco will acquire Farfetch businesses after making a $500 million bridge loan available to reduce the immediate acute liquidity needs the company is facing. On Dec. 18, 2023, Farfetch announced an agreement with Athena Topco, an entity owned by Coupang Inc., and Greenoaks Capital Partners, for Farfetch Holdings to sell 100% of its businesses and assets. The agreement is subject to regulatory approvals and completion of an independent sale process. The acquirer has offered a $500 million committed first-lien, delayed-draw term bridge loan facility available Farfetch Holdings and certain direct and/or indirect subsidiaries to meet the short-term liquidity needs of the group, which will be converted into equity when the transaction closes. The group expects to close the sale by April 30, 2024, during the exclusivity period, having received regulatory approvals. The issuer of convertible notes, Farfetch Ltd., will be delisted in January 2024 and liquidated upon the completion of the sale. In addition, the group announced that, upon completion of the sale, the convertible note holders will not recover any of their outstanding investments. S&P, therefore, considers the default of Farfetch Ltd. on its convertible notes to be a virtual certainty, expected in first-half 2024, upon the completion of the sale. However, the group plans to continue to service its debt under the existing term loan agreement and the lenders of the credit agreement have agreed to forbear several events of default to allow the sale. S&P said, "We understand that the credit agreement with term loan lenders has been amended to allow for the sale to occur without triggering events of defaults during the exclusivity period, which runs until April 30, 2024. As per management's representations, under the terms of the transaction support and the bridge facility agreements, if the transaction is completed under the outlined timeframe and announced terms and conditions, Farfetch Holdings and its subsidiaries would not default under the term loan agreement. In such a scenario, depending on operating performance, capital structure, liquidity, and other factors after closing, we could consider raising the rating on the term loans. However, if the sale is not completed at all or on time, or if the conditions materially differ from those announced, we view the potential risk of default for the term loan as inevitable within the next six months, absent unanticipated significantly favorable changes in the issuer's circumstances." S&P said, "The negative outlook reflects that we are likely to lower our long-term issuer credit rating on Farfetch Ltd. to 'SD' (selective default) in the next few months, following the closing of the sale and the nonpayment of the financial obligations related to the convertible notes. "We would lower the rating on Farfetch Ltd. to 'SD' if the company defaults on the convertible notes and continues to service its term loan. We would typically lower the rating of Farfetch Ltd. to 'D' (default) if the company defaults on all its obligations or files for insolvency." Rating upside is unlikely at this stage and would involve unforeseen favorable circumstances. S&P said, "The CreditWatch developing on the $600 million senior secured term loan, which we also downgraded to 'CCC-' from 'CCC+', reflects the uncertainty regarding the closing and final conditions of the sale transaction and the creditworthiness of the surviving business. Rating upside would depend on the outcome of the sale transaction and its implications for the term loans. Rating downside would likely occur if the announced transaction does not close as expected. We expect to review the ratings in the coming weeks and months as more information becomes available regarding the outcome of the sale transaction and of the group's creditworthiness." On Jan. 4, 2024, TCR reported that Fitch Ratings has downgraded Farfetch Limited's Long-Term Issuer Default Rating (IDR) to 'CC' from 'B-' and senior secured term loan (TLB) rating to 'CCC-' from 'BB-' and removed them from Rating Watch Negative (RWN). The Recovery Rating on the TLB has been revised to 'RR3' from 'RR1'. The downgrade reflects a significant deterioration in Farfetch's liquidity position as Fitch believes the company is de-facto insolvent and can avoid liquidity crisis only with third-party support. Should the intended acquisition structured through an English-law pre-pack administration fail to close by end-April 2024, Fitch would see a TLB default as inevitable. Fitch would consider downgrading the rating to 'D' once Farfetch's subsidiary Farfetch Holding plc enters into administration and restructure its liabilities, which would result in zero recovery for its convertible notes holders. Fitch would subsequently re-rate the company once administration is completed. FLEETNURSE INC: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: FleetNurse, Inc. 1776 Millrace Drive, Suite 300 Eugene, OR 97403 Case No.: 24-60405 Chapter 11 Petition Date: February 23, 2024 Court: United States Bankruptcy Court District of Oregon Judge: Hon. Thomas M. Renn Debtor's Counsel: Nicholas J. Henderson, Esq. ELEVATE LAW GROUP 6000 SW Meadows Road Suite 450 Lake Oswego, OR 97035 Tel: (503) 417-0500 Fax: (503) 417-0501 Email: nick@elevatelawpdx.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Israel Angeles as CEO. 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/QXILRRI/FleetNurse_Inc__orbke-24-60405__0001.0.pdf?mcid=tGE4TAMA FULLSTREAM OPERATIONS: Sixth Street Marks $29.6MM Loan at 90% Off ----------------------------------------------------------------- Sixth Street Specialty Lending, Inc has marked its $29,663,000 loan extended to Fullsteam Operations, LLC to market at $29,094,000 or 10% of the outstanding amount, as of December 31, 2023, according to a disclosure contained in Sixth Street's Form 10-K for the fiscal year ended December 31, 2023, filed with the Securities and Exchange Commission on February 15, 2024. Sixth Street is a participant in a First Lien Loan to Fullsteam Operations, LLC. The loan accrues interest at a rate of 13.78% (SOFR + 8.40%). The loan matures November 2029. Sixth Street Specialty Lending, Inc. is a Delaware corporation formed on July 21, 2010. The Company was formed primarily to lend to, and selectively invest in, middle-market companies in the United States. The Company has elected to be regulated as a business development company under the 1940 Act. In addition, for tax purposes, the Company has elected to be treated as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended. The Company is managed by Sixth Street Specialty Lending Advisers, LLC. On June 1, 2011, the Company formed a wholly-owned subsidiary, TC Lending, LLC, a Delaware limited liability company. On March 22, 2012, the Company formed a wholly-owned subsidiary, Sixth Street SL SPV, LLC, a Delaware limited liability company. On May 19, 2014, the Company formed a wholly-owned subsidiary, Sixth Street SL Holding, LLC, a Delaware limited liability company. On December 9, 2020, the Company formed a wholly-owned subsidiary, Sixth Street Specialty Lending Sub, LLC, a Cayman Islands limited liability company. Fullsteam Operations LLC is a software and payments company. The Company develops and creates payment technology, vertical software, industry-specific features, and end-to-end business management systems. Fullsteam Operations serves customers in the United States and Canada. GAMESTOP CORP: The Vanguard Group Holds 8.33% Stake --------------------------------------------------- The Vanguard Group disclosed in a Schedule 13G/A Report filed with the U.S. Securities and Exchange Commission that as of December 29, 2023, it beneficially owned 25,450,256 shares of GameStop Corp.'s Common Stock, representing 8.33% of the shares outstanding. A full-text copy of the Report is available at http://tinyurl.com/2d5nbxnz About GameStop Grapevine, Texas-based GameStop Corp. is a specialty retailer offering games and entertainment products through its E-Commerce platforms and thousands of stores. GameStop reported a net loss of $313.1 million for the fiscal year ended Jan. 28, 2023, a net loss of $381.3 million for the fiscal year ended Jan. 29, 2022, a net loss of $215.3 million in 2020, a net loss of $470.9 million in 2019, and a net loss of $673 million in 2018. As of July 29, 2023, the Company had $2.80 billion in total assets, $1.53 billion in total liabilities, and $1.26 billion in total stockholders' equity. * * * Egan-Jones Ratings Company, on January 2, 2024, maintained its 'CC' foreign currency and local currency senior unsecured ratings on debt issued by GameStop Corporation. GAUCHO GROUP: 3i LP, 2 Others Report 9.9% Equity Stake ------------------------------------------------------ In a Schedule 13G Report filed with the U.S. Securities and Exchange Commission, the following reporting persons disclosed beneficial ownership of Gaucho Group Holdings, Inc.'s Common Stock as of February 6, 2024. Reporting Person Amount beneficially Percent of class: owned 3i, LP 626,832 9.9% 3i Management LLC 626,832 9.9% Maier Joshua Tarlow 626,832 9.9% The ownership percentages reported are based on (i) 5,647,763 shares of Common Stock outstanding as reported in the Issuer's Current Report on Form 8-K, filed with the U.S. Securities and Exchange Commission on February 7, 2024, and (ii) 626,832 shares of Common Stock issuable, in any combination, to 3i upon (x) the full exercise of Common Stock purchase warrants exercisable for up to an aggregate of 350,526 shares of Common Stock, which in each case is subject to a 4.99% beneficial ownership blocker, and (y) the full conversion of the senior secured convertible note, which is subject to a 9.99% beneficial ownership blocker. 3i holds the Warrants exercisable for up to an aggregate of 350,526 shares of Common Stock and the Note convertible into a number of shares of Common Stock pursuant to, and in accordance with, the conversion price and terms of the Convertible Note, subject to the Blocker. Due to the interaction between the Blocker and the 4.99% beneficial ownership limitation in each Warrant, 3i is prohibited from exercising the Warrants and/or converting the Note into shares of Common Stock if, as a result of such exercise or conversion, respectively, 3i, together with its affiliates and any persons acting as a group together with 3i or any such affiliates, would beneficially own more than 4.99% or 9.99% of the total number of shares of Common Stock then issued and outstanding immediately after giving effect to such exercise or conversion, as applicable. Consequently, 3i is the beneficial owner of 626,832 shares of Common Stock. 3i has the power to dispose of and the power to vote the Shares beneficially owned by it, which power may be exercised by 3i Management, the manager and general partner of 3i. Mr. Tarlow, as the manager of 3i Management, has shared power to vote and/or dispose of the Shares beneficially owned by each of 3i and 3i Management. Mr. Tarlow does not directly own the Shares. By reason of the provisions of Rule 13d-3 of the Act, Mr. Tarlow may be deemed to beneficially own the Shares beneficially owned by 3i and 3i Management, and 3i Management may be deemed to beneficially own the Shares beneficially owned by 3i. A full-text copy of the Report is available at: https://www.sec.gov/Archives/edgar/data/1559998/000175392624000276/g084023_13g.htm About Gaucho Group Headquartered in New York, NY, Gaucho Group Holdings, Inc. was incorporated on April 5, 1999. Effective Oct. 1, 2018, the Company changed its name from Algodon Wines & Luxury Development, Inc. to Algodon Group, Inc., and effective March 11, 2019, the Company changed its name from Algodon Group, Inc. to Gaucho Group Holdings, Inc. Through its wholly-owned subsidiaries, GGH invests in, develops and operates real estate projects in Argentina. GGH operates a hotel, golf and tennis resort, vineyard and producing winery in addition to developing residential lots located near the resort. In 2016, GGH formed a new subsidiary, Gaucho Group, Inc. and in 2018, established an e-commerce platform for the manufacture and sale of high-end fashion and accessories. In February 2022, the Company acquired 100% of Hollywood Burger Argentina, S.R.L., now Gaucho Development S.R.L ("GD"), through InvestProperty Group, LLC and Algodon Wine Estates S.R.L., which is an Argentine real estate holding company. In addition to GD, the activities in Argentina are conducted through its operating entities: InvestProperty Group, LLC, Algodon Global Properties, LLC, The Algodon Recoleta S.R.L, Algodon Properties II S.R.L., and Algodon Wine Estates S.R.L. Algodon distributes its wines in Europe under the name Algodon Wines (Europe). On March 20, 2020, the Company formed a wholly-owned Delaware subsidiary corporation, Bacchus Collection, Inc., which was dissolved on March 23, 2021. On June 14, 2021, the Company formed a wholly-owned Delaware limited liability company subsidiary, Gaucho Ventures I Las Vegas, LLC, for purposes of holding the Company's interest in LVH Holdings LLC. Gaucho reported a net loss of $21.83 million for the year ended Dec. 31, 2022, compared to a net loss of $2.39 million for the year ended Dec. 31, 2021. As of Sept. 30, 2023, the Company had $18.91 million in total assets, $11.02 million in total liabilities, and $7.89 million in total stockholders' equity. New York, NY-based Marcum LLP, the Company's auditor since 2013, issued a "going concern" qualification in its report dated April 17, 2023, citing that the Company has a significant working capital deficiency, has incurred significant losses and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. "The Company's operating needs include the planned costs to operate its business, including amounts required to fund working capital and capital expenditures. Based upon projected revenues and expenses, the Company believes that it may not have sufficient funds to operate for the next twelve months from the date these financial statements are made available. Since inception, the Company's operations have primarily been funded through proceeds received from equity and debt financings. The Company believes it has access to capital resources and continues to evaluate additional financing opportunities. There is no assurance that the Company will be able to obtain funds on commercially acceptable terms, if at all. There is also no assurance that the amount of funds the Company might raise will enable the Company to complete its development initiatives or attain profitable operations. The aforementioned factors raise substantial doubt about the Company's ability to continue as a going concern for a period of one year from the issuance of these financial statements," according to the Company's Quarterly Report for the period ended Sept. 30, 2023. GREYSTONE SELECT: Moody's Affirms 'Ba2' CFR, Outlook Stable ----------------------------------------------------------- Moody's Investors Service has affirmed the Ba2 long-term corporate family rating and Ba2 long-term backed senior secured bank credit facility rating of Greystone Select Financial, LLC. Greystone's outlook is stable. RATINGS RATIONALE The ratings reflect Moody's unchanged view of Greystone's ba2 standalone credit assessment, which is supported by the firm's solid franchise position in agency- and government-sponsored multifamily lending and servicing. The firm has demonstrated strong profitability over time and low historical credit losses. Greystone has also improved its capitalization in recent periods, which protects creditors against unexpected losses. At the same time, the ratings reflect the company's reliance on secured sources of funding and a cyclical and competitive operating environment. Greystone contended with significantly lower loan volumes during 2023 as high interest rates caused a decline in market-wide agency volumes of over 60% year-over-year. Nevertheless, Greystone outperformed the market and was able to maintain solid profitability, mainly because of its large servicing portfolio, which is a more stable source of revenue relative to transaction-based loan origination revenue. Greystone also continued to demonstrate an improvement in capitalization as leverage declined in recent years. Historically, Greystone operated with higher leverage than peers, and while on a consolidated basis leverage remains on the higher end of rated non-bank commercial real estate firms, the significant improvement is a benefit to creditors. The ratings also reflect Greystone's reliance on secured sources of funding. The firm relies on short-term, secured debt facilities and does not have a significant amount of unsecured debt in its capital structure, which increases refinancing risks and limits the company's ability to raise liquidity in times of stress. These risks are somewhat offset by the stability of agency and government multifamily lending. The ratings also reflect the risks in the company's off balance sheet bridge loan portfolio. Although the firm's portfolio has continued to exhibit strong credit metrics, borrowers may continue to struggle with higher interest rates and other pressures in certain subsegments within commercial real estate, which could result in elevated losses over time. Greystone's outlook is stable, reflecting Moody's expectation that the company will exhibit strong financial performance over the next 12-18 months. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Moody's could upgrade Greystone's ratings if the company: 1) reduces its reliance on confidence-sensitive secured funding and increases unencumbered assets, allowing access to alternative funding sources; 2) improves its debt maturity laddering; 3) maintains strong asset quality through the current credit cycle; 4) demonstrates predictable earnings and profitability that compare favorably with rated peers; and 5) maintains its tangible common equity to tangible managed assets ratio above 20%. Moody's could downgrade Greystone's ratings if the company: 1) reduces and maintains its tangible common equity to tangible managed assets below 15%; 2) experiences deterioration in asset quality that causes a meaningful increase in losses; 3) shows evidence of weakening underwriting standards; or 4) reduces its liquidity cushion, making it more vulnerable to market shocks. The principal methodology used in these ratings was Finance Companies Methodology published in November 2019. GROM SOCIAL: Lind Global, 2 Others Cease Ownership of Common Stock ------------------------------------------------------------------ Lind Global Fund II LP, Lind Global Partners II LLC, and Jeff Easton disclosed in a Schedule 13G/A Report filed with the U.S. Securities and Exchange Commission that as of December 31, 2023, they ceased to beneficially own shares of common stock of Grom Social Enterprises, Inc. A full-text copy of the Report is available at http://tinyurl.com/3kcvcmfp About Grom Social Enterprises Inc. Boca Raton, Florida-based Grom Social Enterprises, Inc. -- www.gromsocial.com -- is a media, technology and entertainment company that focuses on (i) delivering content to children under the age of 13 years in a safe secure platform that is compliant with the Children's Online Privacy Protection Act ("COPPA") and can be monitored by parents or guardians, (ii) creating, acquiring, and developing the commercial potential of Kids & Family entertainment properties and associated business opportunities, (iii) providing world class animation services, and (iv) offering protective web filtering solutions to block unwanted or inappropriate content. Grom Social reported a net loss of $16.77 million for the year ended Dec. 31, 2022, compared to a net loss of $10.22 million for the year ended Dec. 31, 2021. As of Sept. 30, 2023, the Company had $22.38 million in total assets, $3.79 million in total liabilities, and $18.59 million in total stockholders' equity. In its Quarterly Report for the three months ended Sept. 30, 2023, Grom disclosed that on a consolidated basis, the Company has incurred significant operating losses since its inception. As of September 30, 2023, the Company had an accumulated deficit of $90.2 million. During the nine months ended September 30, 2023, it used approximately $5.9 million, respectively, in cash for operating activities. The Company's management intends to raise additional funds through the issuance of equity securities or debt to enable the Company to meet its obligations for the twelve-month period. However, there can be no assurance that, in the event the Company requires additional financing, such financing will be available at terms acceptable to the Company, if at all. Failure to generate sufficient cash flows from operations and/or raise additional capital could have a material adverse effect on the Company's ability to achieve its intended business objectives. These factors raise substantial doubt about the Company's ability to continue as a going concern. GROUNDWORKS LLC: Moody's Assigns First Time B3 Corp. Family Rating ------------------------------------------------------------------ Moody's Investors Service assigned first time ratings to Groundworks, LLC including a B3 corporate family rating and a B3-PD probability of default rating. In addition, Moody's assigned a B3 rating to Groundworks' proposed senior secured first lien bank credit facility. The outlook is stable. The proceeds from the term loan will be used to repay existing debt. Groundworks' capital structure will consist of an $65 million senior secured first lien revolving credit facility expiring in 2029, an $815 million senior secured first lien term loan maturing 2031, and $150 million senior secured first lien delayed draw term loan due 2031. The B3 CFR assignment reflects governance considerations including the company's private ownership and acquisitive growth strategy. Moody's debt/EBITDA is over 6x for the last twelve month period ending September 30, 2023. Moody's expects the company to maintain a similar level of leverage as it executes its growth strategy. The B3 rating assignment on the proposed senior secured first lien term loan is in line with the B3 CFR. This reflects the preponderance of debt in the capital structure. RATINGS RATIONALE The B3 CFR reflects the company's high leverage and it's growth through debt-funded acquisition strategy, which adds execution and integration risk. Groundworks' industry is fragmented with low barriers to entry, which also increases the likelihood of future consolidation. The company's service offering is also largely one-time in nature, which creates the need to acquire customers. The ratings also reflect the benefit of the company's scale in a fragmented industry. This strategically positions Groundworks along the supply chain to receive products at competitive prices and meet customer demand. Groundworks also has a larger geographic presence than smaller competitors such as general contractors and regional providers, which leads to customer diversification. Residential foundation repair and water management services are less discretionary in nature, providing steady demand and a protection from volatility in economic cycles. Moody's expects Groundworks to have good liquidity with positive free cash flow over the next two years. Pro forma balance sheet cash is expected to be about $80 million and the company will also have access to a $65 million revolving credit facility, although both the cash and revolver could be used for future acquisitions. The revolving credit facility contains a springing leverage covenant that is tested when the revolver is drawn more than 40%. The company is expected to remain in compliance with the covenant. The stable outlook reflects Moody's view that Groundworks will continue to gain market share from smaller providers and de-lever modestly in 2024 and 2025. Marketing terms for the new credit facilities (final terms may differ materially) include the following: Incremental pari passu debt capacity up to the greater of pro forma closing EBITDA and 100% of consolidated EBITDA, plus unlimited amounts subject to a leverage ratio that is equal to or less than either 5.0x net First Lien Leverage Ratio or the leverage ratio prior to giving effect to such incurrence. There is an inside maturity sublimit up to the greater of 200% pro forma closing EBITDA and 200% of trailing four quarter EBITDA along with any term facility incurred in connection with a permitted acquisition or other investment. There are no "blocker" provisions which prohibit the transfer of specified assets to unrestricted subsidiaries. There are no protective provisions restricting an up-tiering transaction. Net cash proceeds from non-ordinary course asset sales in an amount up to the greater of pro forma closing EBITDA and 100% of training four quarter EBITDA may be used to make restricted payments in addition to reinvestment rights. ESG CONSIDERATIONS Groundworks' credit impact score of CIS-4 indicates the rating is lower than it would have been if ESG risk exposures did not exist. Groundworks has exposure to governance risks driven primarily by its concentrated ownership, elevated leverage, and acquisitive growth strategy. These governance considerations are reflected in the company's issuer profile score of G-4. Groundworks' environmental and social risks are in line with other route-based service companies, as reflected by the assigned issuer profile scores of E-3 and S-3, respectively. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The rating could be upgraded if debt to EBITDA is sustained below 6.0x, EBITA to interest is sustained above 2.0x, good liquidity is maintained, and the company adopts a more conservative financial policy. The rating could be downgraded if operating performance deteriorates, debt to EBITDA is sustained above 7.0x, EBITA to interest is sustained below 1.0x, or liquidity deteriorates. The principal methodology used in these ratings was Business and Consumer Services published in November 2021. Headquartered in Virginia Beach, Virginia, Groundworks, LLC (Groundworks) provides residential foundation repair and water management services including basement waterproofing and crawl space encapsulation. Affiliates of KKR & Co. acquired majority ownership of Groundworks in March 2023. Revenues for 2023 is about $1 billion. HAWAIIAN HOLDINGS: The Vanguard Group Holds 5.27% Stake ------------------------------------------------------- The Vanguard Group disclosed in a Schedule 13G/A Report filed with the U.S. Securities and Exchange Commission that as of December 29, 2023, it beneficially owned 2,720,323 shares of Hawaiian Holdings, Inc.'s Common Stock, representing 5.27% of the shares outstanding. A full-text copy of the Report is available at http://tinyurl.com/mrxdaspf About Hawaiian Holdings Headquartered in Honolulu, Hawaii, Hawaiian Holdings, Inc. provides transportation services. As of September 30, 2023, Hawaiian Holdings has $3,923,260 in total assets and $3,744,502 in total liabilities. * * * On November 15, 2023, Egan-Jones Ratings Company retained its 'CCC-' foreign currency and local currency senior unsecured ratings on debt issued by Hawaiian Holdings. HEARTLAND HOME: Hires Bradford Law Offices as Counsel ----------------------------------------------------- Heartland Home Builders, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of North Carolina to employ Bradford Law Offices to handle its Chapter 11 case. The firm will be paid at these rates: Attorney time outside court $575 per hour Attorney time in court $575 per hour Paralegal time $200 per hour Danny Bradford, Esq., an attorney at Bradford Law Offices, disclosed in a court filing that his firm is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached through: Danny Bradford, Esq. BRADFORD LAW OFFICES 455 Swiftside Drive, Suite 106 Cary, NC 27518-7198 Tel: (919) 758-8879 Email: Dbradford@bradford-law.com About Heartland Home Builders, LLC Heartland Home Builders, LLC, filed a Chapter 11 bankruptcy petition (Bankr. E.D.N.C. Case No. 24-00394-5-DMW) on Feb. 7, 2024. The Debtor hires Bradford Law Offices as counsel. HEARTLAND HOME: Unsecureds Will Get 100% in Liquidating Plan ------------------------------------------------------------ Heartland Home Builders, LLC, filed with the U.S. Bankruptcy Court for the Eastern District of North Carolina a Disclosure Statement describing Chapter 11 Plan of Liquidation dated February 20, 2024. The Debtor is a North Carolina limited liability company owed solely by Stephen Chandler. The company was formed in 2009 and has since operated as a licensed general contractor in the Vance County, North Carolina and surrounding areas. Stephen Chandler is the licensee that acts as the qualifier for the Debtor. The Debtor's business has been steady for years, but Stephen Chandler has decided to move towards retirement and no longer desires to operate the Debtor. Mr. Chandler's dissatisfaction with continuing to operate the Debtor was exacerbated after the filing of a lawsuit by Anthony & Pat Harris in December, 2023. The expense and stress of litigation has been such that Mr. Chandler decided to complete all outstanding projects and liquidate the Debtor. Before filing its bankruptcy petition, all but one job was completed. The Debtor filed this liquidating Chapter 11 bankruptcy Petition to use funds and assets available to satisfy outstanding claims and cease the operation of the Debtor. General unsecured creditors are classified in Class 3, and will receive a distribution of approximately 100% of their allowed claims, to be distributed as follows: each Allowed General Unsecured Claim shall be paid the balance of all proceeds from the Debtor's liquidation to the extent there are funds available after payment of all Secured and Priority Claims as required under the Bankruptcy Code. The Debtor proposes to make the payments proposed in its Plan from the liquidation of all assets. Class 3 consists of General Unsecured Claims. The Debtor believes that Allowed General Unsecured Claims total $1,800, not counting the disputed and unliquidated claim of Anthony & Pat Harris. The Debtor had $86,440 in funds on-hand on the petition date. This Class is impaired. The Debtor will satisfy Claims in Class 3 by distributing funds on-hand at the time of the Claims Bar Date, (August 5, 2024), to Allowed General Unsecured Claims, after satisfying all Administrative costs and expenses, and after the payment of any filed secured or priority claims. The Debtor is not aware of any such priority or secured claims at the time of filing this disclosure statement. The Debtor expects to pay Allowed General Unsecured Claims in Class 3 that are not disputed in full. In the event that there are not sufficient funds on hand to pay Class 3 claims in full, each claim shall be paid its pro rata share of funds available after satisfying all Administrative costs and expenses, and after the payment of any filed secured or priority claims. Class 4 consists of Stephen Chandler's equity interest in the Debtor. Title to and ownership of all property of the estate will vest in the Debtor upon confirmation of the Plan, subject to all valid liens of Secured Creditors under the confirmed plan. Liens of bifurcated claims will be valid only to the extent of the Allowed Secured Amount of the Claim. To the extent that Class 3 does not accept the Plan, Stephen Chandler shall offer $3,000 of New Value for the purchase of his equity interests in the estate. The Debtor believes it will complete its final project no later than March 31, 2024. The Debtor anticipates that it will have on hand net funds in the approximate amount of $40,000 by the time of its distribution to Class 3 Claims. The Debtor intends to distribute payment to Class 3 claims no later than August 12, 2024, which is one week after the Claims Bar Date. A full-text copy of the Disclosure Statement dated February 20, 2024 is available at https://urlcurt.com/u?l=fC6sJk from PacerMonitor.com at no charge. About Heartland Home Heartland Home Builders, LLC, was formed in 2009 and has since operated as a licensed general contractor in the Vance County, North Carolina and surrounding areas. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.C. Case No. 24-00394) on Feb. 7, 2024, with $100,001 to $500,000 in assets and $50,001 to $100,000 in liabilities. Judge David M. Warren oversees the case. Danny Bradford of Paul D. Bradford, PLLC, is the Debtor's legal counsel. HIS STORY: Hires Quilling Selander Lownds as Counsel ---------------------------------------------------- His Story Development LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of Texas to employ Quilling, Selander, Lownds, Winslett & Moser, P.C. as counsel. The firm will provide these services: (a) furnish legal advice to the Debtor with regard to its powers, duties and responsibilities as a debtor-in-possession and the continued management of its affairs and assets under chapter 11; (b) prepare for and on behalf of the Debtor, all necessary applications, motions, answers, orders, reports and other legal papers; (c) prepare a disclosure statement and plan of reorganization and other services incident thereto; (d) investigate and prosecute preference and fraudulent transfers actions arising under the avoidance powers of the Bankruptcy Code; and (e) perform all other legal services for the Debtor which may be necessary herein. The firm's hourly rates are as follows: Attorney $275 to $425 per hour Associates $175 to $275 per hour Paralegals $50 to $105 per hour The Debtor paid the firm $15,000 as initial retainer fee. John Paul Stanford, Esq., a shareholder of the firm, 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: John Paul Stanford, Esq. QUILLING, SELANDER, LOWNDS, WINSLETT & MOSER, P.C. 2001 Bryan Street, Suite 1800 Dallas, TA 75201 Tel: (214) 880-1805 Fax: (214) 871-2111 Email: jstanford@qslwm.com About His Story Development LLC His Story Development LLC in West Palm Beach FL, filed its voluntary petition for Chapter 11 protection (Bankr. E.D. Tex. Case No. 24-40288) on February 6, 2024, listing as much as $1 million to $10 million in both assets and liabilities. Bruce Lazarus, Managing Member of Evergreen Five LLC, the Managing Member of His Story Development LLC, signed the petition. QUILLING, SELANDER, LOWNDS, WINSLETT & MOSER, P.C. serve as the Debtor's legal counsel. HIS STORY: Hires Rosen Systems as Auctioneer -------------------------------------------- His Story Development LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of Texas to employ Rosen Systems, Inc. as auctioneer. The firm will market and auction the Debtor's assets. The firm will be paid 15 percent buyer's premium of the gross purchase price. As disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Michael Rosen Rosen Systems, Inc. 2323 Langford Street Dallas, TX 75208 Tel: (972) 248-2266 Fax: (972) 248-6887 About His Story Development LLC His Story Development LLC in West Palm Beach FL, filed its voluntary petition for Chapter 11 protection (Bankr. E.D. Tex. Case No. 24-40288) on February 6, 2024, listing as much as $1 million to $10 million in both assets and liabilities. Bruce Lazarus, Managing Member of Evergreen Five LLC, the Managing Member of His Story Development LLC, signed the petition. QUILLING, SELANDER, LOWNDS, WINSLETT & MOSER, P.C. serve as the Debtor's legal counsel. HORNBLOWER: Davis Polk Advises Crestview on Restructuring --------------------------------------------------------- Davis Polk is advising Crestview Advisors, L.L.C. and its affiliated funds in connection with the restructuring of Hornblower Holdings LLC. Crestview holds the majority of Hornblower's existing equity as well as substantial amounts of its prepetition funded indebtedness. On February 21, 2024, Hornblower and certain of its subsidiaries filed voluntary chapter 11 petitions in the United States Bankruptcy Court for the Southern District of Texas. Shortly before the filing, Crestview and certain other prepetition consenting stakeholders holding in the aggregate approximately 98% of the company's first-lien obligations executed a restructuring support agreement with Hornblower. The restructuring support agreement, among other things, contemplates a $285 million debtor-in-possession financing and $345 million equity rights offering. Crestview is participating in the DIP financing and backstopping the equity rights offering along with the other consenting stakeholders. On the same day, Hornblower obtained substantially all of the "first day" relief it sought before the bankruptcy court, and on February 22, 2024, Hornblower obtained interim approval of the DIP financing. Headquartered in San Francisco, California, Hornblower provides travel and transportation experiences and services, including dining, sightseeing and overnight cruises, railway excursions, walking and food tours, and ferry and other transportation services. Among other business lines, Hornblower owns Journey Beyond, Australia's leading experiential travel group. Hornblower serves over 30 million guests each year in over 100 countries and 125 U.S. cities. The Davis Polk restructuring team includes partners Brian M. Resnick and Adam L. Shpeen, counsel Stephanie Massman and associates Joseph W. Brown, David Kratzer and Luke Porcari. Partner Michael Davis is providing corporate advice and counsel Robert (Bodie) Stewart is providing capital markets advice. The finance team consists of partner Robert F. Smith. Partner Ethan R. Goldman is providing tax advice. Partner Elliot Moskowitz is providing litigation advice. All members of the Davis Polk team are based in the New York office. Davis Polk refers to Davis Polk & Wardwell LLP, a New York limited liability partnership, and its associated entities. INNOVATIVE DESIGNS: Posts $301K Net Loss in FY Ended Oct. 31 ------------------------------------------------------------ Innovative Designs, Inc. filed with the Securities and Exchange Commission its Annual Report on Form 10-K reporting a net loss of $301,378 on $347,763 of net revenues for the year ended Oct. 31, 2023, compared to a net loss of $225,489 on $258,734 of net revenues for the year ended Dec. 31, 2022. As of Dec. 31, 2023, the Company had $1.50 million in total assets, $350,564 in total current liabilities, $44,429 in total long-term liabilities, and $1.11 million in total stockholders' equity. Kennett Square, PA-based RW Group, LLC, the Company's auditor since 2021, issued a "going concern" qualification in its report dated Feb. 22, 2024, citing that the Company had net losses and negative cash flows from operations for the years ended Oct. 31, 2023 and 2022, and an accumulated deficit at Oct. 31, 2023 and 2022. These factors raise substantial doubt about the Company's ability to continue as a going concern for one year from the issuance date of these financial statements. A full-text copy of the Form 10-K is available for free at: https://www.sec.gov/ixviewer/ix.html?doc=/Archives/edgar/data/1190370/000173112224000304/e5442_10-k.htm About Innovative Designs Headquartered in Pittsburgh, Pennsylvania, Innovative Designs, Inc. operates in two separate business segments: cold weather clothing and a house wrap for the building construction industry. Both of its segment lines use products made from INSULTEX, which is a low-density foamed polyethylene with buoyancy, scent block, and thermal resistant properties. The Company has a license agreement directly with the owner of the INSULTEX Technology. IRONCLAD PRESSURE: Hires Lain Faulkner as Financial Advisor ----------------------------------------------------------- Ironclad Pressure Control, LLC seeks approval from the U.S. Bankruptcy Court for the Western District of Texas to employ Lain, Faulkner & Co., P.C. as financial advisor. The firm's services include: (a) assisting the Debtor with the preparation and updates of cash forecasts and financial projections assuming various restructuring alternatives; (b) preparing and assisting the Debtor with an assessment of potential restructuring alternatives; (c) assisting in negotiations with creditors and parties in interest as requested by the Debtor; and (d) assisting with such other matters as may be requested to the extent that they fall within the firm's expertise. The firm will be paid at these rates: Directors $440 to $560 per hour Accounting Professionals $235 to $325 per hour IT Professionals $300 per hour Staff Accountants $195 to $275 per hour Supporting Personnel $95 to $135 per hour The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Kelly McCullough, director of Lain, Faulkner & Co., P.C., attests that the firm is a "disinterested person" as defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Kelly McCullough Lain, Faulkner & Co., P.C. 400 North St. Paul Street # 600 Dallas, TX 75201 Tel: (214) 720-1929 About Ironclad Pressure Control, LLC Ironclad Pressure Control, LLC in Odessa, TX, filed its voluntary petition for Chapter 11 protection (Bankr. W.D. Tex. Case No. 23-70156) on December 8, 2023, listing $0 to $50,000 in assets and $1 million to $10 million in liabilities. Bailee Fernandez as president, signed the petition. Judge Shad Robinson oversees the case. ROCHELLE MCCULLOUGH, LLP serve as the Debtor's legal counsel. ITTELLA INTERNATIONAL: Hires ASK LLP as Special Counsel ------------------------------------------------------- Ittella International LLC and its affiliates seek approval from the U.S. Bankruptcy Court for the Central District of California to employ ASK LLP as special counsel. The firm will pursue avoidance actions under Chapter 5 of Title 11 of the U.S. Code. that may arise from time to time during the pendency of the Debtors' cases. The firm will also perform all aspects of litigation after an adversary proceeding is commended, including discovery, motion practice, mediation, and trial. The firm will be paid as follows: a. Pre-Suit. The firm shall earn legal fees on a contingency basis of 20 percent of the cash value of any recoveries and the cash equivalent value of any claim waiver obtained from a potential defendant of an Avoidance Action after the firm issues a demand letter but prior to initiating an Avoidance Action proceeding against such defendant. b. Post Suit. The firm shall earn legal fees on a contingency basis of 25 percent of the cash value of any recoveries and the cash equivalent value of any claim waiver obtained in connection with the settlement of any Avoidance Action after the firm initiates such Avoidance Action proceeding but prior to the earlier of (a) obtaining a judgment against such defendant or (b) after a final pretrial is held. c. Post Judgment/Final Pre-Trial. The firm shall earn legal fees on a contingency basis of 32.5 percent firm of the cash value of any recoveries and the cash equivalent value of any claim waiver obtained from an Avoidance Action defendant the earlier of the firm obtaining a judgment against such defendant or after a final pretrial is held. In accordance with Appendix B-Guidelines for Reviewing Applications for Compensation and Reimbursement of Expenses Filed under 11 U.S.C. Sec. 330 for Attorneys in Larger Chapter 11 Cases, the following is provided in response to the request for additional information: Question: Did you agree to any variations from, or alternatives to, your standard or customary billing arrangements for this engagement? Response: No. Question: Do any of the professionals included in this engagement vary their rate based on the geographic location of the bankruptcy case? Response: No. Question: If you represented the client in the 12 months prepetition, disclose your billing rates and material financial terms for the prepetition engagement, including any adjustments during the 12 months prepetition. If your billing rates and material financial terms have changed postpetition, explain the difference and the reasons for the difference. Response: Not applicable. Question: Has your client approved your prospective budget and staffing plan, and, if so for what budget period? Response: Compensation is a contingency-based fee, plus reimbursement of expenses. Joseph L. Steinfeld, Jr., Esq., a co-managing principal of ASK LLP, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Joseph L. Steinfeld, Jr., Esq. ASK LLP 2600 Eagan Woods Drive, Suite 400 St. Paul, MN 55121 55121 Tel: (651) 406-9665 Fax: (651) 406-9676 About Ittella International LLC Ittella International, LLC, is a supplier of plant-based products based in Paramount, Calif. Ittella International and seven affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Lead Case No. 23-14154) on July 2, 2023. In the petition signed by its chief executive officer, Salvatore Galletti, Ittella International reported $10 million to $50 million in both assets and liabilities. Judge Sandra R. Klein oversees the cases. The Debtors tapped David L. Neale, Esq., at Levene, Neale, Bender, Yoo and Golubchik, LLP as bankruptcy counsel; Rutan and Tucker, LLP as their special corporate and SEC counsel; SC&H Group, Inc. as investment banker; and Grant Thornton, LLP as accountant. The U.S. Trustee for Region 16 appointed two separate committees to represent unsecured creditors of Ittella International and its affiliate, New Mexico Food Distributors, Inc. The committee of New Mexico Food Distributors tapped Brinkman Law Group, PC as counsel. IYS VENTURES: Hires Infiniti Properties as Real Estate Broker ------------------------------------------------------------- IYS Ventures, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Illinois to employ Infiniti Properties, Inc. as real estate broker. The firm will prepare the analysis of the 9 gas stations located in Illinois, Indiana, Minnesota, Ohio, South Dakota and Wisconsin; prepare a written broker's opinion of value, and litigation support including testimony in evidentiary proceedings as may be necessary. The firm will be paid a fee of $450 for each broker opinion of value. Ned Malley, a partner of Infiniti Properties, Inc., disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Ned Malley Infiniti Properties, Inc. 9566 W 147th St. Orland Park, IL 60462 Tel: (708) 206-3000 About IYS Ventures, LLC IYS Ventures LLC leases, owns and operates gas stations located in Illinois, Minnesota, Michigan, Indiana, Ohio, South Dakota, Virginia, Wisconsin, and Louisiana. The Debtor filed a petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ill. Case No. 23-06782) on May 23, 2023. In the petition filed by Muwafak Rizek, as manager and member, the Debtor reported assets between $1 million and $10 million and liabilities between $10 million and $50 million. Honorable Bankruptcy Judge David D. Cleary oversees the case. The Debtor is represented by Gregory K Stern, Esq. at Gregory K. Stern, P.C., represents the Debtor as legal counsel. KARBEN4 BREWING: Voluntary Chapter 11 Case Summary -------------------------------------------------- Debtor: Karben4 Brewing, LLC 3698 Kinsman Blvd Madison, WI 53704 Case No.: 24-10358 Business Description: The Debtor is in the beverage manufacturing business. Chapter 11 Petition Date: February 26, 2024 Court: United States Bankruptcy Court Western District of Wisconsin Judge: Hon. Catherine J Furay Debtor's Counsel: Jerome R. Kerkman, Esq. KERKMAN & DUNN 839 N. Jefferson St., Ste. 400 Milwaukee, WI 53202-3744 Tel: 414-277-8200 Email: jkerkman@kerkmandunn.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Zachary Koga as manager. A copy of the Debtor's list of 20 largest unsecured creditors is now available for download at PacerMonitor.com. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/DXJYNVA/Karben4_Brewing_LLC__wiwbke-24-10358__0001.0.pdf?mcid=tGE4TAMA KING ASSET: Case Summary & One Unsecured Creditor ------------------------------------------------- Debtor: King Asset Management Corp 78 Clinton Avenue Saint James, NY 11780 Business Description: The Debtor is primarily engaged in renting and leasing real estate properties. The Debtor owns three one-family dwelling located in New York having a total comparable sale value of value of $1.33 million. Chapter 11 Petition Date: February 26, 2024 Court: United States Bankruptcy Court Eastern District of New York Case No.: 24-70723 Judge: Hon. Robert E. Grossman Debtor's Counsel: Richard S Feinsilver, Esq. RICHARD S FEINSILVER, ESQ. One Old Country Road Suite 347 Carle Place, NY 11514 Tel: 516-873-6330 Fax: 516-873-6183 Email: feinlawny@yahoo.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Jason Kaiser as president. The Debtor listed PHH Mortgage, Box 371458, 500 Ross Street, 154-0470 Pittsburgh, PA 15250 as its sole unsecured creditor holding a claim of $15,000. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/T5ZUNSA/King_Asset_Management_Corp__nyebke-24-70723__0001.0.pdf?mcid=tGE4TAMA LE LAMPADARIE: Involuntary Chapter 11 Case Summary -------------------------------------------------- Alleged Debtor: Le Lampadarie Inc. d/b/a Lamppost Bistro Bar & Lounge 276 Atlantic City Boulevard Pine Beach, NJ 08741 Involuntary Chapter 11 Petition Date: February 26, 2024 Court: United States Bankruptcy Court District of New Jersey Case No.: 24-11753 Petitioners' Counsel: None A full-text copy of the Involuntary Petition is now available for download at PacerMonitor.com. Alleged creditors who signed the petition: Hillel Fisher. LUMMUS TECHNOLOGY: Moody's Affirms 'B2' CFR, Outlook Stable ----------------------------------------------------------- Moody's Investors Service affirmed Lummus Technology Holdings V LLC's B2 Corporate Family Rating and B2-PD Probability of Default Rating. Moody's also affirmed the B1 ratings on its backed senior secured first lien term loan and the backed senior secured first lien revolving bank credit facility, and the Caa1 rating on its senior unsecured notes. The outlook is stable. "The affirmation reflects Moody's expectation that, despite the challenging macro economic environment, Lummus will maintain its stable operating performance and financial profile at a level supportive for its ratings over the next 12 to 18 months," said Jin Wu, Moody's Vice President and lead analyst for Lummus, "The company's good liquidity also supports its rating;" added Wu. RATINGS RATIONALE Lummus' credit profile reflects its strong technology platform and business model with high barriers to entry, as evidenced by its robust backlog that provides a highly visible recurring revenue and earnings stream. The credit profile is also supported by the company's strong market shares across all segments, high EBITDA margins compared to many similarly rated chemical companies, and its asset light business model which requires limited ongoing CapEx spending. Lummus' credit profile is constrained by its still elevated leverage, including Moody's standard adjustments, which was more than 6.0x for the trailing twelve months ended September 30, 2023. The company has relatively small scale compared to its key competitors which also constrains its rating. The company derives the majority of its revenue and profits from fixed-priced contracts which exposes it to project execution risks including delays and cost overrun, although Lummus has demonstrated good risk management and has minimal exposure to accruals for losses. Lummus generated solid business and financial performance in the first three quarters of 2023 despite the challenging operating environment for the global chemical industry. Company maintained a sizeable backlog which will support its revenue and earnings resilience. Total revenue and EBITDA increased in the first three quarters of 2023 compared with the same period in 2022. Lummus's leverage as measured by Moody's adjusted Debt/EBITDA modestly improved to 6.5x as of end-Sept 2023, down from 6.8x in 2022. While global economic growth slows down, Moody's expect Lummus will maintain a stable performance with its leverage falling to low 6x in 2024, driven by modestly improving earnings while its outstanding debt remains flat. This leverage level will continue to support the ratings. RATING OUTLOOK The stable outlook reflects that Lummus' financial and operating performance will remain stable and consistent with Moody's expectations. LIQUIDITY Lummus's rating is also supported by its good liquidity. The company has cash on the balance sheet of approximately $84 million and no borrowings under its $175 million revolving credit facility as of end September 2023. The revolver's maturity was extended to December 2027 from June 2025 through a recent refinancing completed in Feb 2024. With Moody's expectation of modest positive FCF in 2024, Lummus's total liquidity will be more than sufficient to cover its short-term debts of $10 million as of September 30, 2023, as well as its low CapEx and modest working capital requirements over the next 12 months. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Moody's would likely consider a downgrade if Debt/EBITDA is sustained above 7.0x, the company faces operational challenges due to a sustained downturn in revenues and EBITDA. Moody's could upgrade the ratings if Debt/EBITDA, including standard adjustments, is sustained below 5.5x, free cash flow-to-debt (FCF/Debt) is sustained above 10% and the sponsors commit to maintaining leverage below 5.5x. ESG CONSIDERATIONS Environmental, social, and governance factors are important factors influencing Lummus' credit quality, but not a driver of the actions. Lummus' (CIS-4) score indicates that the rating is lower than it would have been if ESG risk exposures did not exist. Governance risks are the most significant and stem from the sponsors' willingness to maintain a significant amount of debt in the capital structure, which weakens credit metrics. As a provider of services, equipment and catalysts to the refining and petrochemical industries environmental risks are limited but expected to increase over the longer term. Similarly, social risks are limited as well but expected to increase over time due to the company's end markets. ISSUER PROFILE Lummus Technology Holdings V LLC, based in Houston, Texas, is a leading technology licensing, catalyst and equipment supplier for the refining and petrochemical industries. Through the Chevron Lummus Global joint venture, it is a leading technology provider for the production of renewable and conventional transportation fuels, premium base oils and lubricants. The company is owned by The Chatterjee Group ("TCG") and Rhône Capital. Lummus reported revenue of $584 million for the last twelve months ended September 30, 2023. The principal methodology used in these ratings was Chemicals published in October 2023. MBIA INC: Kahn Brothers Reports 9.44% Equity Stake -------------------------------------------------- Kahn Brothers Group, Inc. disclosed in a Schedule 13G filed with the U.S. Securities and Exchange Commission that it beneficially owned 4,829,606 shares of MBIA Inc.'s common stock, representing 9.44% of the shares outstanding. A full-text copy of the Report is available at http://tinyurl.com/y5x75pw4 About MBIA MBIA Inc., together with its consolidated subsidiaries, operates within the financial guarantee insurance industry. MBIA manages its business within three operating segments: 1) United States public finance insurance; 2) corporate; and 3) international and structured finance insurance. The Company's U.S. public finance insurance portfolio is managed through National Public Finance Guarantee Corporation, its corporate segment is managed through MBIA Inc. and several of its subsidiaries, including our service company, MBIA Services Corporation, and its international and structured finance insurance business is primarily managed through MBIA Insurance Corporation and its subsidiaries. MBIA reported a net loss attributable to the Company of $195 million in 2022, a net loss attributable to the Company of $445 million in 2021, and a net loss attributable to the Company of $578 million in 2020. * * * Egan-Jones Ratings Company on September 28, 2023, maintained its 'CCC-' foreign currency and local currency senior unsecured ratings on debt issued by MBIA Inc. MOBIQUITY TECHNOLOGIES: Lind Global, 2 Others Report 9.9% Stake --------------------------------------------------------------- Lind Global Fund II LP, Lind Global Partners II LLC, and Jeff Easton disclosed in a Schedule 13G/A Report filed with the U.S. Securities and Exchange Commission that as of December 31, 2023, they beneficially owned warrants to purchase 405,000 shares of Mobiquity Technologies, Inc.'s common stock, representing 9.9% of the shares outstanding. The reporting person's ownership consists of (i) 8,000 Publicly Traded Warrants and (ii) 1,720,430 2023 Warrants; however, due to the exercise limitations of the Warrants, the reporting person's beneficial ownership has been limited to 405,000 shares in the aggregate. Each of the Warrants includes a provision limiting the holder's ability to exercise the Warrants if such exercise would cause the holder to beneficially own greater than 9.99% of the Company. A full-text copy of the Report is available at http://tinyurl.com/4hr2mc4y About Mobiquity Technologies Inc. Headquartered in Shoreham, NY, Mobiquity Technologies, Inc., is a next-generation advertising technology, data compliance and intelligence company which operates through our various proprietary software platforms. The Company's product solutions are comprised of three proprietary software platforms: Advertising Technology Operating System (ATOS Platform); Data Intelligence Platform; and Publisher Platform for Monetization and Compliance. The Company reported a net loss of $8.06 million in 2022, compared to a net loss of $18.33 million in 2021. As of Sept. 30, 2023, the Company had $3.28 million in total assets, $1.73 million in total liabilities, and $1.55 million in total stockholders' equity. In Mobiquity's Form 10-Q Report for the quarterly period ended September 30, 2023, the Company's management concluded that there is substantial doubt about the Company's ability to continue as a going concern within the next 12 months. As of September 30, 2023, the Company reported accumulated deficit of $215,727,236, and working capital deficit of $1,448,281. NABORS INDUSTRIES: Reports $11.8MM Net Loss in FY Ended Dec. 31 --------------------------------------------------------------- Nabors Industries Ltd. filed with the U.S. Securities and Exchange Commission its Annual Report on Form 10-K disclosing a net loss from continuing operations attributable to Nabors common shareholders of $11.8 million for the year ended December 31, 2023, compared to a net loss from continuing operations attributable to Nabors common shareholders of $350.3 million for the same period in 2022, or a $338.5 million decrease in the net loss. As of December 31, 2023, the Company had $5.28 billion in total assets, $3.99 billion in total liabilities, $739.08 million of redeemable noncontrolling interest in subsidiary, and $542.01 million in total equity. A full-text copy of the Form 10-K is available at: https://www.sec.gov/ixviewer/ix.html?doc=/Archives/edgar/data/1163739/000155837024000973/nbr-20231231x10k.htm About Nabors Nabors Industries Ltd. (NYSE: NBR) owns and operates land-based drilling rig fleets and provides offshore platform rigs in the United States and several international markets. Nabors also provides directional drilling services, tubular services, performance software, and innovative technologies for its own rig fleet and those of third parties. Nabors Industries reported a net loss of $307.22 million in 2022, a net loss $543.69 million in 2021, a net loss of $762.85 million in 2020, a net loss of $680.51 million in 2019, a net loss of $612.73 million in 2018, and a net loss of $540.63 million in 2017. As of Sept. 30, 2023, the Company had $4.72 billion in total assets, $3.34 billion in total liabilities, $834.19 million in redeemable noncontrolling interest in subsidiary, and $548.17 million in total equity. * * * Egan-Jones Ratings Company on September 28, 2023, upgraded the foreign currency and local currency senior unsecured ratings on debt issued by Nabors Industries, Inc. to CCC+ from CCC-. PAGEUP PEOPLE: Sixth Street Marks AUD13.4MM Loan at 32% Off ----------------------------------------------------------- Sixth Street Specialty Lending, Inc has marked its AUD13,400,000 loan extended to PageUp People Limited to market at AUD9,143,000 or 68% of the outstanding amount, as of December 31, 2023, according to a disclosure contained in Sixth Street's Form 10-K for the fiscal year ended December 31, 2023, filed with the Securities and Exchange Commission on February 15, 2024. Sixth Street is a participant in a First Lien Loan to PageUp People Limited. The loan accrues interest at a rate of 9.36% (B + 5%). The loan matures December 2025. Sixth Street Specialty Lending, Inc. is a Delaware corporation formed on July 21, 2010. The Company was formed primarily to lend to, and selectively invest in, middle-market companies in the United States. The Company has elected to be regulated as a business development company under the 1940 Act. In addition, for tax purposes, the Company has elected to be treated as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended. The Company is managed by Sixth Street Specialty Lending Advisers, LLC. On June 1, 2011, the Company formed a wholly-owned subsidiary, TC Lending, LLC, a Delaware limited liability company. On March 22, 2012, the Company formed a wholly-owned subsidiary, Sixth Street SL SPV, LLC, a Delaware limited liability company. On May 19, 2014, the Company formed a wholly-owned subsidiary, Sixth Street SL Holding, LLC, a Delaware limited liability company. On December 9, 2020, the Company formed a wholly-owned subsidiary, Sixth Street Specialty Lending Sub, LLC, a Cayman Islands limited liability company. PageUp People Limited develops enterprise software solutions. The Company offers talent management platform for recruitment, learning, performance, and succession planning of HR practitioners, leaders, employees, and candidates. PageUp People serves customers worldwide. PG&E CORP: S&P Upgrades ICR to 'BB' on Improving Risk Management ---------------------------------------------------------------- S&P Global Ratings raised its issuer credit rating on PG&E Corp. and subsidiary Pacific Gas & Electric Co. (Pac Gas) to 'BB' from 'BB-'. S&P also raised its issue-level ratings on PG&E's senior secured debt rating to 'BB' from 'BB-' and Pac Gas' senior secured debt on its first-mortgage bonds (FMBs) to 'BBB' from 'BBB-'. The stable outlooks on PG&E and Pac Gas reflect S&P's expectation that consolidated funds from operations (FFO) to debt will improve to 14%-20% through 2026 and the company will not be the cause of a catastrophic wildfire. On Feb. 22, 2024, PG&E Corp. concluded fiscal 2023 without causing a catastrophic wildfire. S&P believes this improvement reflects management's ongoing implementation of its wildfire mitigation efforts that is reducing the company's wildfire risks. S&P revised upward S&P's assessment of PG&E's and Pac Gas' management and governance (M&G) to neutral from negative. While the company has a history of regulatory and legal infractions beyond isolated episodes that S&P assessed as outside of the industry norms, we believe management's more recent effective implementation of its longer-term wildfire mitigation plans improves its risk management and reduces its wildfire exposure. Management has implemented public safety power shutoffs, enhanced powerline safety settings, enhanced vegetation management, improved situational awareness to identify wildfires, and installed cover conductors and undergrounded various distribution lines to decrease the likelihood of causing a wildfire. In addition, it effectively partnered with state agencies to decrease the likelihood of catastrophic wildfires and has a large wildfire fund it can access if it is the cause of a catastrophic wildfire. S&P views management's successful implementation of these many risk decreasing initiatives as clear evidence that PG&E has identified and continues to effectively remedy its many deficiencies. The stable outlooks on PG&E and Pac Gas reflect our expectation that PG&E will improve its FFO to debt such that it consistently greater than 13% and that it will not be the cause of a catastrophic wildfire. S&P would downgrade PG&E and Pac Gas over the next 12 months if PG&E's FFO to debt does not improve to consistently greater than 13%. S&P could also lower ratings if risks increase, which could occur if: -- The company causes a catastrophic wildfire; -- Its management of regulatory risk weakens; -- Its business risk increases; or -- Any of California's investor-owned utilities are found to be the cause of a catastrophic wildfire, thereby increasing the probability the Wildfire Fund could be depleted sooner than expected. S&P could raise itsr ratings on PG&E and Pac Gas over the next 12 months if: -- Pac Gas' wildfire mitigation plan is approved; -- The company is not found to be the cause of a catastrophic wildfire; -- The company makes progress with its 10-year undergrounding plan; -- Pac Gas maintains its safety certification; -- California's other investor-owned utilities are not found to be the cause of a catastrophic wildfire that could deplete the Wildfire Fund sooner than expected; and -- PG&E's FFO to debt is consistently greater than 13%. Environmental and social factors are very negative considerations in S&P's credit rating analysis of PG&E. Climate change has increased the frequency of wildfires in Northern California, and environmental factors have become an integral part of our credit analysis of the company. Ownership of the Diablo Canyon nuclear power plant exposes PG&E and Pac Gas to higher operational risks. Regarding social factors, the Pac Gas service territory is susceptible to wildfires and potentially higher customer bills due to continued significant investments in wildfire mitigation, system hardening, and technology. The high social risks also include the health and safety risks related to nuclear generation. Environmental, social, and governance (ESG) credit factors for this change in credit rating/outlook and/or CreditWatch status: -- Risk management, culture, and oversight PLUTO ACQUISITION: S&P Upgrades ICR to 'B-' on Distressed Exchange ------------------------------------------------------------------ S&P Global Ratings raised the issuer credit rating to 'B-' from 'SD' (selective default) on Dallas-based home health, personal care, and hospice services provider Pluto Acquisition I Inc. (AccentCare Inc.). S&P said, "At the same time, we assigned a 'B+' rating to the company's new super-priority facility and 'B-' rating to its first-lien facility. "The stable outlook reflects our expectation for substantial operational improvement and for cash flow to continue to improve and remain positive (without the benefit of deferrable interest) in 2026." AccentCare Inc. recently completed a debt restructuring involving the extension of debt maturities. S&P said, "We expect Pluto's revenue growth will modestly accelerate from below 4% in 2023 to 4%-4.5% in 2024 and 2025 given planned operational improvements by a new leadership team. Revenue growth is supported by the improving labor environment which enables the company to expand capacity, initiatives to improve conversion of referrals to patient volume, and upgrade in its contracting capabilities. We believe the business has been underperforming, and that these and other measures will address why patient volume, particularly for the home health segment, has lagged our expectations." Cash flow will turn the corner in 2024. Pluto has been hurt by both business underperformance, cash drag related to aggressive acquisitions in 2021, and operating restructurings. S&P said, "We expect it to largely eliminate both acquisition-related and restructuring costs in 2024. Coupled with expected operating improvement, this will improve the cash flow trend in 2024 and 2025. We expect Pluto to end 2023 with about a $43 million discretionary cash flow deficit, which we believe will improve to about break-even in 2024 by eliminating nonrecurring cash expenses, deferred cash interest on the third-out debt, and with better operating performance. We expect operating cash flow will continue improving such that when the payment-in-kind (PIK) debt on the third-out debt returns to cash pay in 2026, discretionary cash flow will be sustainably positive." The recent restructuring, which helps both debt maturities and liquidity, provides more time for Pluto to achieve its turnaround. The effort pushed out debt maturities until 2028. Moreover, the restructuring increased liquidity as the proceeds of the new money issue repaid a substantial amount of the asset-based lending (ABL) facility balance and the outstanding balance on the revolving cash flow facility. S&P believes this provides ample time and liquidity to achieve the key elements of Pluto's long-range plan that address patient volume in each segment, opportunities for better payment rates, and achieving the goals of its extensive cost reduction plan. S&P said, "The stable outlook on Pluto reflects our expectation for substantial operational improvement and for cash flow to remain sustainably positive (without the benefit of deferred interest) in 2026. "We could lower our rating if the company falls short of our base-case expectations such that we view its capital structure as unsustainable. We believe it will be the case if cash flow does not improve to our forecast. "Although unlikely over the next two years, we could raise our rating on AccentCare if we expect adjusted debt to EBITDA below 7x and improved adjusted discretionary cash flow to debt remaining above 3%. This could occur if the company's business growth, particularly the expected improvement in its home health segment, drives better performance than we anticipate. "Governance factors are a moderately negative consideration in our credit rating analysis. Our assessment of the company's financial risk profile as highly leveraged reflects corporate decision-making that prioritizes the interests of controlling owners, in line with our view of most rated entities owned by private-equity sponsors. Our assessment also reflects the generally finite holding periods and a focus on maximizing shareholder returns." PRECISION DRILLING: Moody's Raises CFR to Ba3, Outlook Stable ------------------------------------------------------------- Moody's Investors Service upgraded Precision Drilling Corporation's corporate family rating to Ba3 from B1, probability of default rating to Ba3-PD from B1-PD and senior unsecured ratings to B1 from B2. Precision's SGL-2 (good) speculative grade liquidity rating is unchanged. The outlook was changed to stable from positive. "The upgrade reflects ongoing debt reduction supporting low leverage and resiliency through industry cycles," said Whitney Leavens, Moody's analyst. RATINGS RATIONALE Precision's rating benefits from: (1) low financial leverage and strong free cash flow; (2) solid market positions and international exposure with a high-quality drilling rig fleet; (3) conservative financial policy supporting ongoing debt reduction; and (4) good liquidity track record through industry cycles. The rating is challenged by: (1) exposure to the cyclical nature of the land drilling industry leading to cash flow volatility and slow recovery out of downturns; (2) geographic concentration in North America; and (3) small scale in terms of total assets. Precision's liquidity is good (SGL-2). At the end of 2023, the company had about C$54 million in cash and about C$515 million (US$391 million) available after letters of credit (US$56 million) under its US$447 million secured revolving credit facility expiring June 2025. Moody's expect Precision to generate free cash flow of over C$150 million over the next twelve months through Q4-24. Moody's forecast the company will have ample cushion with its financial covenants (senior debt to EBITDA less than 2.5x and interest coverage more than 2.5x) over the same period. Alternative sources of liquidity are limited principally to the sale of Precision's existing drilling rigs and well service rigs, which are largely encumbered. Precision's senior unsecured notes are rated B1, one notch below the Ba3 CFR, reflecting the priority ranking of the secured credit facilities in the capital structure. The stable outlook reflects Moody's expectation that Precision will maintain low financial leverage and consistent positive free cash flow. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded if Precision maintains conservative financial leverage, executes on debt reduction targets, and maintains strong positive free cash flow and good liquidity. The ratings could be downgraded if adjusted debt to EBITDA is sustained above 3.5x, liquidity weakens or Precision generates ongoing negative free cash flow or implements more aggressive financial policies. Precision Drilling Corporation is a Calgary, Alberta-based onshore driller that also provides well completion and production services to exploration and production companies in major hydrocarbon basins across North America and the Middle East. The principal methodology used in these ratings was Oilfield Services published in January 2023. PRIME MARKETING: Hires Golden Goodrich LLP as Counsel ----------------------------------------------------- Prime Marketing, LLC seeks approval from the U.S. Bankruptcy Court for the District of Nevada to employ Golden Goodrich, LLP as its legal counsel. The Debtor requires legal counsel to: a. give advice with respect to the requirements and provisions of the Bankruptcy Code, Federal Rules of Bankruptcy Procedure, Local Bankruptcy Rules, U.S. Trustee Guidelines, and other applicable requirements which may affect the Debtor; b. assist the Debtor in preparing and filing schedules and statement of financial affairs, comply with the U.S. Trustee requirements, and prepare other documents; c. assist the Debtor in selling its property; d. assist the Debtor in obtaining court authority to employ and pay a real estate broker to market and sell its property, and work with the broker to resolve any related issues; e. assist the Debtor in obtaining court authority to employ special litigation counsel to represent the Debtor in a state court action; f. assist the Debtor in obtaining court authority to employ a third-party vacation rental company to market and rent its property; g. assist the Debtor in negotiations with creditors and other parties involved in its Chapter 11 case; h. assist the Debtor in the preparation of a disclosure statement and Chapter 11 plan; i. prepare legal papers; j. represent the Debtor in any proceeding or hearing in the main bankruptcy case where the rights of the estate or the Debtor may be litigated or affected; and k. provide other necessary legal services. The firm will be paid at these rates: Jeffrey I. Golden $850 per hour Christopher A. Minier $700 per hour Attorneys $250 to $850 per hour In addition, the firm will receive reimbursement for out-of-pocket expenses incurred. The firm received a pre-bankruptcy retainer of $35,000. Jeffrey Golden, Esq., a partner at Golden Goodrich, disclosed in a court filing that his firm is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached at: Jeffrey I. Golden, Esq. Christopher A. Minier, Esq. GOLDEN GOODRICH, LLP 3070 Bristol Street, Suite 640 Costa Mesa, CA 92626 Tel: (714) 966-1000 Fax: (714) 966-1002 Email: jgolden@go2.law cminier@go2.law About Prime Marketing, LLC Prime Marketing, LLC is a provider of smart IT tools for a business of global organizations of any sizes. From developing exclusive strategies to delivering the products, services and expertise, the company helps its clients' business run more competently and revise through technology Solutions. Prime Marketing filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D. Nev. Case No. 24-50091) on Jan. 29, 2024, with $100,000 to $500,000 in assets and $1 million to $10 million in liabilities. Judge Katharine M. Samson oversees the case. L. Edward Humphrey, Esq., at Humphrey O'Rourke, PLLC represents the Debtor as legal counsel. PROOF TOPCO: S&P Assigns 'B' ICR on Announced Refinancing --------------------------------------------------------- S&P Global Ratings assigned its 'B' issuer credit rating to Proof Topco, LLC, the ultimate parent of the group. The outlook is stable. At the same time, S&P assigned its 'B' issue-level rating and '3' recovery rating to the proposed revolver and first-lien credit facility. The '3' recovery rating indicates its expectation for average (50%-70%; rounded estimate: 50%) recovery in the event of a payment default. The stable outlook reflects S&P's expectation that the demand for the company's services will continue to grow in the low-single digit percent area over the next 12 months, as well as its forecast that its revenue will rise above $1 billion pro forma for its recent acquisitions and greenfield expansions. S&P expects Groundworks to pursue acquisitions frequently leading to leverage being sustained over 5x in the long term. U.S.-based residential foundation repair and water management services consolidator Proof Topco LLC (d/b/a Groundworks) announced its plans to raise a new $65 million revolving credit facility, $815 million first-lien term loan, and $150 million delayed draw term loan, which S&P Global Ratings expects it will use to refinance its existing term loan and outstanding delayed draw term loan. Pro forma for the incremental debt and recently completed acquisitions, S&P estimates that the company's leverage will be approximately 6x at close. S&P's ratings reflect Groundworks' narrow focus in the highly competitive and fragmented foundation repair and water management industry, in which it holds a leading position. With just over $1 billion of sales across its 21 local brands in 34 states, the company is the largest player in the niche U.S. residential foundation repair and water management industry. It provides critical housing repair services, primarily foundation repair, as well as basement waterproofing, crawl space encapsulation, and concrete lifting. The demand for these services tends to be less exposed to economic downturns considering the importance of these repairs in maintaining the value of a consumer's investment in their home. However, some consumers could opt for cheaper local alternatives or delay their projects until a critical repair is needed, which would likely increase the cost of the project. S&P said, "Additionally, we expect the aging housing stock in the U.S., given the low housing affordability index and high mortgage and interest rates that have dampened new home demand, will act as a tailwind supporting the demand for Groundworks' services. There is some degree of seasonality for the business as demand in winter months tends to be slower in some markets--though we believe Groundworks has reduced its exposure to this by expanding into the Southern and Western U.S. markets, which feature less-variable weather conditions. Additionally, while there is potential for intra-year volatility, we believe the demand for Groundworks' services would continue to benefit from major unfavorable weather changes." Groundworks has grown quickly through acquisitions since 2016. The residential foundation repair and water management services market is primarily comprised of small, local, family-owned companies that compete for the same customers in their respective geographic markets. In contrast, Groundworks holds a 7% share of the overall market and is the largest consolidator in the space. The company is approximately 9x larger than its next largest non-franchise competitor, according to management. Groundworks has primarily relied on acquisitions and greenfield branch openings for its expansion. Since its inception, the company has completed numerous acquisitions and organic greenfield branch openings to increase its scale through the consolidation of local providers, with the pace of its expansion increasing in recent years. Management's growth strategy has enabled it to increase its revenue in the double-digit percent area over the last several years in an industry that otherwise typically expands at a modest low-single-digit percentage rate. Groundworks' high debt burden, acquisitive growth strategy, and financial-sponsor ownership will likely keep leverage high, which constrains S&P's rating. Through the proposed transaction, the company will repay the debt it obtained through the private credit markets as part of its initial leveraged buyout (LBO) by affiliaties of KKR & Co., a global investment firm, in March 2023. Groundworks' proposed capital structure includes a $150 million delayed draw term loan that we expect will be undrawn at close but available as a funding source for its future acquisitions among other uses. Pro forma for its proposed refinancing, future acquisitions, and new branch openings, S&P forecasts the company's leverage will be in the mid-5x area by the end of 2024 before improving modestly to the low-5x area by 2025. S&P said, "We believe the aggressive pace of the company's acquisitions and new branch openings will likely continue under KKR's ownership and anticipate it will primarily fund these transactions with a mix of debt and equity. This leads us to expect leverage to be sustained over 5x over the long term. Groundworks has been successful in integrating its acquisitions and executing its new branch openings. This is due to its practice of retaining the local brand names and prior leadership while integrating the acquired providers to build upon Groundworks' nation-wide scale and vertical integration advantages. However, we note that the company's track record as a consolidated entity remains limited, given its recent founding in 2016. In addition, integrating a steady stream of acquisitions can often be challenging, even for more-established entities." The company's sizable scale provides it with cost advantages that support its good margins. Groundworks' scale provides it with a competitive advantage compared to other players in the fragmented space by enabling it to offer a greater variety of service options, supporting better marketing capabilities, and providing it with lower material costs through its vertically integrated procurement. The company has full control over its vertically integrated supply chain, with the majority of its materials sourced in-house and processed in its three primary warehouse facilities. This sets it apart from the smaller industry players who largely rely on more expensive third-party sourcing for their products and raw materials. S&P believes Groundworks has a track record of increasing the gross margins of its acquired businesses that would otherwise have less purchasing power through leveraging these cost efficiencies. The company's S&P Global Ratings-adjusted EBITDA margin is higher than those of some of its similarly-rated residential repair service peers. However, maintaining its strong revenue and margin expansion growth of the last several years could prove difficult in our view, given the tight labor market and inflationary wage pressures in the U.S. that have stressed its peers' margin profiles in the recent past. The company's low working capital needs and cash capital expenditure (capex) requirements support its good cash flow generation. S&P expects Groundworks will generate at least $50 million of free operating cash flow (FOCF) each year for the next two years. The company's ability to generate consistent cash flow stems from the relatively stable demand for its critical repair offerings, the prepaid nature of its services, and the asset-light nature of its business as a service provider that doesn't need to maintain a sizable fixed asset base or significant capital investments. Its cash capex needs have historically been relatively low and primarily growth-related because the company typically finances a majority of its overall capex spend with finance leases. S&P expects Groundworks will have cash capex needs of between $20 million and $25 million annually over the next two years. S&P said, "The stable outlook reflects our expectation that the demand for the company's services will continue to grow in the low-single digit percent area over the next 12 months, as well as our forecast that its revenue will rise above $1 billion pro forma for its recent acquisitions and greenfield expansions. We expect Groundworks to pursue acquisitions frequently leading to leverage being sustained over 5x in the long term." S&P could lower its ratings on Groundworks if its leverage rises above 7x on a sustained basis. This could occur if: -- The company's financial policy becomes more aggressive and undertakes debt-funded acquisitions or shareholder returns above S&P's expectations; -- The macroeconomic environment worsens and the company is unable to manage inflationary cost pressures; or -- The company has difficulty integrating its acquisitions or incurs losses on unsuccessful greenfield projects. S&P could raise its ratings on Groundworks if it demonstrates commitment to a financial policy consistent with sustaining leverage below 5x. This could occur if: -- The company prioritizes debt reduction, instead of acquisitions or shareholder returns, or funding acquisitions such that leverage is maintained below 5x; or -- The company outperforms S&P's expectations and expands its margin faster than it expects. PROTECH FIRE: Unsecureds Will Get 15% of Claims in Plan ------------------------------------------------------- ProTech Fire & Security, LLC, submitted a First Amended Disclosure Statement describing Chapter 11 Plan dated February 20, 2024. On July 10, 2007, the Debtor was formed as a limited liability company. The original managing members of the Debtor were William M. McDonald, III, Garrett S. Steiger, and Charles C. Garren. Based upon operations since filing, the Debtor has determined that it can reorganize as a much smaller company and pay its creditors from the profits from current operations. The Debtor has applied for an employee retention credit (the "ERC") in the amount of $476,619.70. After payment of the fees to Corporate Tax Incentives, there will be approximately $428,957.73 which the Debtor will use to partially fund its Chapter 11 Plan. The Debtor has not included the ERC as part of its projections as there appears to be a moratorium on continued funding of ERCs due to fraud in the system. Instead, if received, the funds will be used to pay down the secured debts of the Small Business Administration. The secured debt of the SBA is approximately $639,000.00. The Plan proposes to pay the Debtor's creditors their pro-rata share from the profits of the Debtor's operations, and collection of accounts receivable and the ERC. Class 3B is impaired and consists of the claims of Ford Motor Credit in the approximate amount of $30,450.29. This claim is secured by a lien on a 2020 Ford Explorer. On the date of filing the Explorer had little equity. There is insufficient equity in this vehicle to provide any recovery for the unsecured creditors of this Estate. However, the payments were such that the vehicle was burdensome to the Estate. Garrett Steiger has refinanced this vehicle under his personal name, pays the note from his salary, and continues to use it for the Debtor's operations. Class 4A is impaired and consists of the claims of Harris County, et al., secured by statutory liens on the Debtors' Business Personal Property in the amount of $9,336.86. This claim will be paid in twelve equal monthly installments of approximately $934.78 with interest at the rate of 12% over the first year of the Plan until paid in full. In the event that the final payment of $934.78 is insufficient to pay this claim in full, then the final payment shall be increased such that the final payment will pay the claim in full. Class 4B is impaired and consists of the claims of the Comptroller of Public Accounts in the amounts of $6,828.38 and $18,399.67. These claims are for franchise taxes and sales taxes, respectively, and are secured by statutory liens under Chapter 113 of the Texas Tax Code. These claims will be paid in equal monthly payments over the first two years of the plan with interest at the rate of 8.5%. The anticipated payment on the franchise taxes is $337.82 with the final payment adjusted to ensure payment in full of this claim. The anticipated payment on the sales tax is $910.30 with the final payment adjusted to ensure payment in full of this claim. Class 5A is impaired and consists of the claims of the Small Business Administration (the "SBA") in the approximate amounts of $139,136.36 (the "First SBA Claim") and $500,000.00 (the "Second SBA Claim"). These claims are in the first and second lien position by virtue of UCC-1 Financing Statements filed with the Texas Secretary of State on September 29, 2020, and February 3, 2022. These claims shall continue to be paid in accordance with their respective notes. The monthly payments are in the amounts of $679.00 and $2,445.00 respectively, and will continue to be paid monthly until paid in full. Class 6 is impaired and consists of the unsecured claims in this Estate, including the deficiency claims, if any, of Ally Bank, PHSI Pure Water Finance, and Itria. The claimants in this Class are in the approximate amount of $1,255,224.00 Claimants in Class 6 will receive a pro-rata distribution of the net funds from the collection of remaining receivables and the employee retention credit, after payment of all other Classes under the Plan. Based upon the attached projections, the creditors will receive 15% of their respective claims under the Plan. Estimated payments to this Class are $3,138.06 paid pro-rata to the unsecured creditors. Class 7 is impaired and consists of the equity security holders, Garrett Steiger. Mr. Steiger will not retain any equity in the Debtor. However, as a proponent of the Plan, Mr. Steiger shall be deemed to have accepted the Plan. The stock in the debtor shall remain treasury stock with the exception of one share of common stock being allocated to Mr. Steiger as authority to act as disbursing agent under the Plan. Mr. Steiger shall not receive any fees for acting as disbursing agent but will receive his regular salary as an employee. A full-text copy of the First Amended Disclosure Statement dated February 20, 2024 is available at https://urlcurt.com/u?l=DNL4FV from PacerMonitor.com at no charge. Attorneys for the Debtor: Julie M. Koenig, Esq. COOPER & SCULLY, PC. 815 Walker, Suite 1040 Houston, TX 77002 Tel: (713) 236-6800 Fax: (713) 236-6880 E-mail: Julie.Koenig@cooperscully.com About ProTech Fire & Security ProTech Fire & Security, LLC, installs, monitors and maintains fire and security alarms, surveillance systems, access control, voice and data solutions, bi-directional antenna BDA and a host of other ancillary products and services for general contractors, architects, property managers and end users in Texas. ProTech Fire & Security sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Texas Case No. 23-31839) on May 19, 2023, with $453,929 in assets and $1,896,142 in liabilities. Garrett Steiger, president, signed the petition. Judge Eduardo V. Rodriguez oversees the case. The Debtor tapped Julie M. Koenig, Esq., at Cooper & Scully, PC as legal counsel and German & Cohn, PC as accountan QUIKRETE HOLDINGS: S&P Raises ICR to 'BB', Outlook Stable --------------------------------------------------------- S&P Global Ratings raised its issuer credit rating on Atlanta-based Quikrete Holdings Inc. to 'BB' from 'BB-'. At the same time, S&P raised its issue-level ratings on the company's $2.4 billion term loan due 2027 and its $1.7 billion term loan B due 2029 to 'BB' from 'BB-' concurrent with the upgrade, and revised the recovery rating to '3' from '4'. This reflects S&P's expectation of meaningful recovery in the event of a payment default. The stable outlook reflects S&P's view that Quikrete's operating performance will continue to benefit from favorable infrastructure demand and a relatively stable residential construction environment such that its debt to EBITDA remains below 3x. Strong operating performance buoyed by the Forterra acquisition has improved our financial risk assessment of Quikrete. Quikrete's fiscal year (FY) 2022 revenue grew nearly 52% compared with FY 2021 as it closed its $2.5 billion acquisition of Forterra in March 2022. The company's revenue and credit metrics continued to improve in FY 2023 as it benefited from a full year's earnings from the Forterra acquisition, as well as improved EBITDA from other bolt-on acquisitions. As of Sept. 30, 2023, Quikrete's rolling 12 months' (RTM) S&P Global Ratings-adjusted debt to EBITDA declined below 3x. Furthermore, S&P does not expect Quikrete to undertake a large debt-financed acquisition within the next year or so. Credit metrics will also be supported by healthy cash flow generation and limited capital expenditures. Thus, S&P believes that Quikrete's debt leverage will remain under 3x for the next 12 months. S&P said, "We expect Quikrete's EBITDA margins to improve in 2024 and 2025.As of Sept. 30, 2023, Quikrete's RTM EBITDA margin remained steady, driven by moderating input costs such as labor and freight, and its ability to take sustainable pricing actions. We expect the aforementioned costs to continue to moderate, as well as the company's cost-containment measures to continue in 2024 and 2025, resulting in a 100-200 basis points improvement over the next two years. Thus, we forecast Quikrete's EBITDA margin percentage to marginally improve in 2024-2025." Leading market positions and well-known brands provide a competitive advantage. The company's well-known brands include its Quikrete cement and concrete and Pavestone and Keystone paver and block products, as well as its Rinker concrete pipe and storm-water products. Many of the company's products rank number one or number two in market share, which makes them attractive to large retailers like Home Depot and Lowe's. In addition, 30%-35% of sales are driven by repair and remodeling, which are more stable than new residential and project-based commercial construction. The stable outlook reflects S&P's view that Quikrete will continue to generate steady revenue and cash flows such that its debt to EBITDA remains below 3x. S&P said, "Although highly unlikely over the next year, we could lower the ratings on Quikrete if adjusted debt to EBITDA rises above 4x, perhaps as a result of a more aggressive financial policy that includes debt-financed acquisitions. "We could raise the ratings on Quikrete if the company's grows its scale modestly while sustaining above average EBITDA margins, enhancing our view of the company's business risk profile. We could also raise the ratings if the company's adjusted leverage improves below 2x on a sustained basis, or if the company's FFO-to-debt ratio increases above 45%." QURATE RETAIL: Contrarius Investment Entities Hold 9.3% Stake ------------------------------------------------------------- Contrarius Investment Management Limited and Contrarius Investment Management (Bermuda) Limited disclosed in a Schedule 13G Report filed with the U.S. Securities and Exchange Commission that as of December 31, 2023, each entity beneficially owned an aggregate amount of 35,250,650 shares of Series A Common Stock of Qurate Retail, Inc., representing 9.3% of the shares outstanding. A full-text copy of the Report is available at: https://www.sec.gov/Archives/edgar/data/1355096/000199937124001858/qrtea-sc13g_123123.htm About Qurate Retail Headquartered in Englewood, Colorado, Qurate Retail, Inc. owns controlling and non-controlling interests in a broad range of video and online commerce companies. The Company's largest businesses and reportable segments are QxH (QVC U.S. and HSN) and QVC International. QVC, Inc., which includes QxH and QVC International, markets and sells a wide variety of consumer products in the United States and several foreign countries via highly engaging video-rich, interactive shopping experiences. Cornerstone Brands, Inc. consists of a portfolio of aspirational home and apparel brands, and is a reportable segment. The Company's "Corporate and other" category includes its consolidated subsidiary Zulily, LLC, along with various cost and equity method investments. Qurate reported a net loss of $2.53 billion for the year ended Dec. 31, 2022. Qurate Retail received on Sept. 14, 2023, written notice from The Nasdaq Stock Market notifying the Company that, because the closing bid price for the Company's Series A common stock, par value $0.01 per share ("QRTEA"), has fallen below $1.00 per share for 30 consecutive business days, the Company no longer complies with the minimum bid price requirement for continued listing of QRTEA on the Nasdaq Global Select Market. * * * As reported by the TCR on March 21, 2023, S&P Global Ratings lowered its issuer credit rating on U.S.-based video commerce and online retailer Qurate Retail Inc. to 'CCC+' from 'B-'. S&P said, "We view the company's capital structure as potentially unsustainable in a rising interest rate environment. We expect Qurate's adjusted leverage to remain high, above the 6x area in 2023." RADIOLOGY PARTNERS: S&P Downgrades Issuer Credit Rating to 'SD' --------------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating on El Segundo, Calif.-based Radiology Partners Holdings LLC to 'SD' (selective default) from 'CC', the issue-level rating on first-lien term loan and secured notes to 'D' from 'CCC+', and the issue-level rating on the unsecured notes to 'D' from 'C'. S&P's 'CCC+' rating on the revolver is unchanged. S&P expects to reassess its ratings on Radiology Partners over the coming days to reflect the revised capital structure and improved liquidity and credit profile. El Segundo, Calif.-based Radiology Partners Holdings LLC completed a transaction that extends the maturities and modifies other terms of its debt obligations. This transaction is in conjunction with raising approximately $720 million of equity. The proceeds will be used to repay the $380 million balance outstanding on the revolver, $168 million of the term loan, and $68 million of secured notes. S&P said, "We view Radiology Partners' debt modification transaction as a distressed exchange. The company completed a debt modification transaction that influenced all tranches of outstanding debt in conjunction with raising $720 million of new equity. The company will use the proceeds of the new equity to repay the $380 million balance outstanding on the revolver, $168 million of the term loan, and $83 million of senior secured notes, with the remainder to cover transaction related costs and general corporate purposes. "Our 'CCC+' rating on the revolver is unaffected by this transaction because we don't view the modifications to the revolver as tantamount to a default. It includes full repayment of the balance outstanding and other considerations received, including fees and the seniority given to a portion of the revolver relative to other secured debt. "We view the modifications to the first-lien term loan, secured notes, and unsecured notes, including the extension of maturities, as tantamount to default because we believe lenders received less than the original promise. This is notwithstanding the injection of equity and additional (payment-in-kind based) interest. We recognize that this transaction significantly reduces Radiology Partners' leverage, enhances its maturity profile and liquidity, and provides financial flexibility to pay in kind a portion of its interest, including interest on the new second-lien notes (issued in exchange for a portion of the unsecured notes). "We plan to reassess our issuer credit rating and issue-level ratings over the coming days to reflect the revised capital structure and improved liquidity and credit profile." RANIERI PARTNERS: Deadline to File Claims Set for March 8 --------------------------------------------------------- Ranieri Partners LLC will be dissolved as of March 15, 2024. Any claims against the partnership should be submitted before March 8, 2024. All debts owned to the company and all claims against the company, will be received by Ranieri Partners LLC at 50 Charles Lindergh, Blvd., Suite 500, Uniondale, New York 11553. Ranieri Partners LLC operates as an investment company. SABROSA CAFE: Case Summary & 16 Unsecured Creditors --------------------------------------------------- Debtor: Sabrosa Cafe & Gallery, Inc. 3216 S. Howell Avenue Milwaukee, WI 53207 Business Description: Sabrosa Cafe is a breakfast & lunch restaurant in Southeastern Wisconsin. Chapter 11 Petition Date: February 26, 2024 Court: United States Bankruptcy Court Eastern District of Wisconsin Case No.: 24-20858 Judge: Hon. Katherine M Perhach Debtor's Counsel: Michelle A Angell, Esq. MILLER & MILLER LAW, LLC 633 W Wisconsin Ave, Ste 500 Milwaukee, WI 53203-1918 Tel: 414-277-7742 Fax: 414-277-1303 Email: michelle@millermillerlaw.com Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Francisco Sanchez as president. A full-text copy of the petition containing, among other items, a list of the Debtor's 16 unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/QWAHB2Y/Sabrosa_Cafe__Gallery_Inc__wiebke-24-20858__0001.0.pdf?mcid=tGE4TAMA SAMJANE PROPERTIES: Amends Plan to Include MSD & Collector Claims ----------------------------------------------------------------- SamJane Properties, LLC, submitted a First Amended Disclosure Statement with respect to First Amended Plan dated February 20, 2024. Since the commencement of this Chapter 11 Case, the Debtor has continued in possession of its assets. Class 1A consists of the Secured Claim of Velocity Commercial Capital, L.L.C. in the amount of $547,544.23. The Claim of Velocity is alleged to be secured by a first deed of trust on Debtor's Real Estate. Debtor shall pay this claim in full from available cash on upon the later of (i) the effective date; (ii) the first business day after a final order is entered allowing such claim of Velocity; or (iii) as soon thereafter as there is sufficient available cash to make such payment. This class is not impaired. Class 1B consists of the Secured Claim of Metropolitan St. Louis Sewer District in the amount of $1,395.15. The Secured Claim of MSD is alleged to be secured by a virture of a staturoty lien on Debtor's Real Estate. Debtor shall pay this claim in full from available cash on upon the later of (i) the effective date; (ii) the first business day after a final order is entered allowing such claim of MSD; or (iii) as soon thereafter as there is sufficient available cash to make such payment. This class is not impaired. Class 1C consists of the Secured Claim of St. Louis County Collector Revenue. The Secured Claim of Collector is alleged to be secured by a statutory lien on Debtor's Real Estate. Debtor shall pay this claim in full from available cash on upon the later of (i) the effective date; (ii) the first business day after a final order is entered allowing such claim of the collector; or (iii) as soon thereafter as there is sufficient available cash to make such payment. This class is not impaired. Class 2 consists of General Unsecured Claims. The Claims in Class 2 total approximately $1,900.00. Debtor reserves the right to file an objection to any proof of claim filed in the Bankruptcy Case. Allowed General Unsecured Claims shall be paid in full from available xash upon the later of (i) the effective date; (ii) the first business day after a final order is entered allowing such Administrative Expense Claim; or (iii) as soon thereafter as there is sufficient available cash to make such payment. This class is impaired. The distributions will be made by disbursing a pro rata share of available cash to each holder of an allowed Class 2 Claim. Distributions will be made only after and only to the extent that all Class 1 Secured Claims, all Administrative Expenses, and all Priority Unsecured Tax Claims and all Other Priority Claims are paid in full, and to the extent Debtor has available cash. Payments to holders of Allowed Claims and Interests and otherwise provided in the Plan shall be funded from Debtor's available cash. Debtor believes the Real Estate has a fair market value of $725,000.00 to $750,000.00 and that a sale of the Real Estate would provide sufficient funds to pay in full all Allowed Claims and Interests and other amount payable under the Plan. As Debtor has no operations, the sole source of fundung in the Plan will be from the proceeds of a sale of the Real Estate. If there is no sale of the Real Estate, no Creditors will be paid under the Plan. A full-text copy of the First Amended Disclosure Statement dated February 20, 2024 is available at https://urlcurt.com/u?l=diFUPQ from PacerMonitor.com at no charge. Attorneys for Debtor: Robert A. Breidenbach, Esq. GOLDSTEIN & PRESSMAN, P.C. 7777 Bonhomme Ave., Suite 1910 Clayton, MO 63105 Telephone: (314) 727-1717 Facsimile: (314) 727-1447 Email: rab@goldsteinpressman.com About Samjane Properties SamJane Properties, LLC, owns the land, the furniture, fixtures and equipment located at 2386 N. HWY 67, Florissant, MO 63033. The Debtor filed a Chapter 11 petition (Bankr. E.D. Mo. Case No. 23-43553) on Oct. 2, 2023, with $500,001 to $1 million in assets and $0 to $50,000 in liabilities. Judge Bonnie L. Clair oversees the case. Robert A. Breidenbach of Goldstein & Pressman is the Debtor's legal counsel. SCIH SALT: Moody's Affirms 'B3' CFR, Outlook Remains Stable ----------------------------------------------------------- Moody's Investors Service affirmed SCIH Salt Holdings Inc.'s B3 Corporate Family Rating, B3-PD Probability of Default Rating, B3 ratings of its senior secured first lien revolving credit facility, senior secured first lien term loan B and senior secured notes, as well as the Caa2 rating of its senior unsecured notes. The ratings outlook remains stable. RATINGS RATIONALE The ratings affirmation reflects the strengthening in SCIH Salt's credit profile since the acquisition of Morton Salt, as evidenced by wider operating margins, the earnings growth driven improvement in leverage and return to positive free cash flow generation. The rating action also reflects the company's still elevated leverage profile and the risks of additional shareholder distributions and debt-financed acquisitions given its private ownership. SCIH Salt's B3 CFR is supported by its scale, broad geographic reach as well as improved operational and end-market diversification since the acquisition of Morton Salt. The rating is also supported by the steady long-term nature of rock salt demand, the company's access to significant rock salt and evaporated salt supply and high industry barriers to entry. The company's strong position in more stable evaporated and solar salt consuming industrial and consumer end-markets help mitigate the volatility in earnings and credit metrics caused by mild winters in the Great Lakes, Great Plains, Midwest and East Coast regions. The rating is constrained by SCIH Salt's relatively limited product diversity and meaningful reliance on weather-dependent revenues which make up about 45-50% of the company's revenues. SCIH Salt generated $447 million in Moody's-adjusted EBITDA in the LTM ended December 31, 2023 as pricing and cost saving initiatives were offset by lower volumes, continued input and labor cost inflation, the negative impact of the Windsor Salt strike that ended in August 2023, mild winter conditions during the first fiscal quarter of 2024 and slightly higher gross debt levels after SCIH Salt paid a $132 million dividend to the parent company in December 2023. As a result, leverage, measured as Moody's-adjusted EBITDA, increased to 7.9x in the LTM ended on December 31, 2023 from 6.8x in FY2023 and 7.3x in FY2022. Assuming modestly below-average 2023-2024 winter, given the weak start to the winter season, Moody's forecast that SCIH Salt will generate $515-535 million in Moody's-adjusted EBITDA in FY2024 benefitting from the full-year contribution by Windsor Salt, additional price increases and the ongoing cost-saving initiatives. Moody's expect that leverage will improve to low-mid 6x in FY2024. Moody's anticipate that the company will generate material free cash flow during the March 2024 quarter, but do not expect it to be used for debt repayment beyond the partial reduction of revolver borrowings. While SCIH Salt's scale, operational diversity and high EBITDA margins are strong for the current rating, its high gross debt level, elevated leverage, low RCF/Net Debt risks and the event risks associated with its private ownership continue to limit the ratings upside. SCIH Salt has adequate liquidity supported by $104 million in cash on hand, as of December 31, 2022 and $260 million available under the $400 million revolving credit facility. The company's liquidity position should comfortably support its first lien term loan annual amortization payments and provide cash for incremental debt repayment should it choose to reduce gross debt. Moody's expects significant quarterly cash flow variation due to the seasonality of the salt business and expects the company to generally rely on the RCF to fund the inventory build-up before collecting significant cash in the first calendar quarter of the year. The first lien senior secured credit facilities comprised of the recently extended $400 million first lien senior secured revolving credit facility that expires in 2026, the $1.5 billion first lien senior secured term loan due in 2027 and senior secured notes maturing in 2028 are rated B3, in line with the B3 CFR, reflecting the preponderance of the first lien debt in the capital structure. First lien facilities are secured by substantially all of the assets of the borrower and guarantors (domestic subsidiaries), 65% stock pledge of the Canadian subsidiaries that generate about 30% of the revenues and have a negative pledge restricting their ability to incur debt and liens subject to certain carveouts. The first lien term loan contains no financial covenants. The revolving credit facility has a springing first lien net leverage covenant of 7.17x when the revolver is drawn at 35%. The Caa2 rating of the senior unsecured notes reflects their lower priority position in the capital structure and their effective subordination to the secured debt. The notes are guaranteed on a senior unsecured basis by substantially all of the assets of the borrower and guarantors (domestic subsidiaries). The stable rating outlook reflects expectations that the company will demonstrate a substantial earnings growth in the FY2024-2025 and that Moody's- adjusted leverage will improve to below 7x over the next 12-18 months. The stable outlook also assumes that the company will generate free cash flow through mild winters. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Moody's would consider an upgrade if the company pays down debt so that in mild (trough) winter conditions leverage does not exceed 5.5x, retained cash flow to debt (RCF/Net Debt) is sustained above 7.5%, and the company maintains good liquidity and a conservative financial policy including no large debt-financed acquisitions and no significant dividend payments to the owners. Moody's would consider downgrading the ratings if, in mild (trough) winter conditions, leverage were expected to exceed 8x and interest coverage to fall below 1.25x. Moody's could also downgrade the ratings if liquidity deteriorates, the company does not generate positive free cash flow, undertakes another large debt-financed acquisition or makes a significant distribution that will constrain its ability to maintain a credit profile appropriate for the B3 rating through mild winters. Headquartered in Overland Park, Kansas, SCIH Salt Holdings Inc. operates 12 salt mines, 8 evaporation plants, 4 solar salt plants, 15 processing plants and 130 facilities located in the US, Canada and Chile. The company is the largest salt producer of salt in the world ex. China providing de-icing, consumer and industrial salt products to a diverse group of customers. The company is owned by Stone Canyon Industries Holdings LLC, global industrial holding company with shareholders comprised of family offices, pensions and sovereign wealth funds. SCIH Salt Holdings Inc. generated about $2 billion in net revenues during the LTM ended December 31, 2023. The principal methodology used in these ratings was Chemicals published in October 2023. SHORT FORK: Hires Marcus & Millicap as Real Estate Broker --------------------------------------------------------- Short Fork Farms, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Mississippi to employ Marcus & Millicap Real Estate Investment Services of Nevada, Inc. as real estate broker. The firm will market and sell the Debtor's real property located at Desoto County, MS, described in the Desoto County Tax Assessor's Offices as Short Fork Farms PUD 951 Acres less and except 430 acres farm land. The firm will be paid a commission of 4 percent of the purchase price. William M. Davis, a partner at Marcus & Millicap Real Estate Investment Services, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: William M. Davis Marcus & Millicap Real Estate Investment Services of Nevada, Inc. 5100 Poplar Avenue, Suite 2505 Memphis, TN 38137 Tel: (901) 620-3600 Fax: (901) 620-3610 About Short Fork Farms, LLC Short Fork Farms LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Miss. Case No. 23-13661) on November 30, 2023. In the petition signed by Guy Hendrix, member the Debtor disclosed up to $50,000 in both assets and liabilities. Craig M. Geno, Esq., at Law Offices of Craig M. Geno, PLLC, represents the Debtor as legal counsel. SINTX TECHNOLOGIES: Lind Global Fund, 2 Others No Longer Hold Stake ------------------------------------------------------------------- Lind Global Fund II LP, Lind Global Partners II LLC, and Jeff Easton disclosed in a Schedule 13G/A Report filed with the U.S. Securities and Exchange Commission that as of December 31, 2023, they ceased to beneficially own shares of common stock of SINTX Technologies, Inc. A full-text copy of the Report is available at http://tinyurl.com/3kh2ausy About SINTX Technologies Headquartered in Salt Lake City, Utah, SINTX Technologies, Inc. -- https://ir.sintx.com -- is an advanced ceramics company that develops and commercializes materials, components, and technologies for biomedical, technical, and antipathogenic applications. The core strength of SINTX Technologies is the manufacturing, research, and development of advanced ceramics for external partners. SINTX reported net loss of $12.04 million in 2022, a net loss of $9.31 million in 2021, a net loss of $7.03 million in 2020, and a net loss of $4.79 million in 2019. For the six months ended June 30, 2023, the Company reported a net loss of $2.75 million. As of Dec. 31, 2022, the Company had $15.77 million in total assets, $10.07 million in total liabilities, and $5.70 million in total stockholders' equity. If the Company seeks to obtain additional equity or debt financing, such funding is not assured and may not be available to the Company on favorable or acceptable terms and may involve significant restrictive covenants. Any additional equity financing is also not assured and, if available to the Company, will most likely be dilutive to its current stockholders. If the Company is not able to obtain additional debt or equity financing on a timely basis, the impact on the Company will be material and adverse. These uncertainties raise substantial doubt about the Company's ability to continue as a going concern, according to the Company's Quarterly Report for the period ended Sept. 30, 2023. SINTX disclosed in a Form 8-K filed with the Securities and Exchange Commission that on Oct. 20, 2023, the Company received a notice from Nasdaq Listing Qualifications department of the Nasdaq Stock Market LLC stating that the bid price of the Company's common stock for the 30 consecutive trading days prior to Oct. 20, 2023, had closed below the minimum $1.00 per share required for continued listing under Listing Rule 5550(a)(2). SOUND INPATIENT: Moody's Cuts CFR to Ca & First Lien Loan to Caa3 ----------------------------------------------------------------- Moody's Investors Service downgraded the ratings of Sound Inpatient Physicians, Inc. including the Corporate Family Rating to Ca from Caa2, and the Probability of Default Rating to Ca-PD from Caa2-PD. Moody's also downgraded the ratings of the company's senior secured first lien revolving credit facility and term loan to Caa3 from Caa1 and the senior secured second lien term loan to C from Ca. The outlook remains stable. The ratings downgrade reflects Moody's view that the company's liquidity has weakened further as its $65 million revolving credit facility remains fully drawn and has become current on February 14, 2024. Moody's believes that the company's capital structure is unsustainable with estimated financial leverage above 20 times. The company faces ongoing challenges in successfully returning the company's business to profitability on a sustained basis and the heightened risk of the company pursuing a transaction that Moody's considers to be a distressed exchange (and hence a default under Moody's definition). RATINGS RATIONALE Sound's Ca CFR reflects its very high financial leverage, weak liquidity and high level of business concentration in hospital medicine. Moody's expects that the LTM debt/EBITDA will remain very high, above 10 times, in the next 12 months and the company's path to deleveraging remains uncertain without debt restructuring. Moody's estimates that the company's adjusted financial leverage (Moody's adjusted basis) was approximately 22.9x at the end of September 2023. The company's ratings benefit from its leading position as a provider of hospitalists focused on value-based care programs, which better aligns its incentives with hospitals and payors than many other physician staffing/services companies. The credit profile is further supported by the fact that Sound is partially owned by Optum Health. Sound's liquidity is weak. The company had -$53 million in cash after fully drawing its $65 million revolver as of December 31, 2023. The revolver is currently scheduled to expire in February 2025 and hence Moody's does not view it as a reliable external source of liquidity. With fully drawn revolver, minimal free cash flow and mandatory amortization commitment of approximately $8.1 million in the next 12 months, the company will rely heavily on the $46 million incremental revolver (with borrowing base limitations) to deal with routine operating needs. The incremental revolver expires in June 2025. The stable outlook reflects that despite a gradual improvement in the company's earnings, liquidity will remain weak. In addition, the risk of a default is very high and recovery in event of a default is likely to be low, particularly for the senior secured second lien term loan. Sound Inpatient Physicians, Inc.'s s CIS-5 score indicates that the company's credit profile is weaker than it would have been if ESG exposures did not exist, and the negative impact is more pronounced than for issuers scored CIS-4. The CIS-5 score reflects governance considerations including very high refinancing risk and social risk exposures mainly stemming from human capital and responsible production. The company's G-5 governance score reflects its aggressive financial strategy. The company faces heightened refinancing risks in the next 12 months reflected in upcoming debt maturities and it has a concentrated decision-making structure under private equity ownership. S-4 score represents social risk exposures mainly stemming from human capital and responsible production. The company is exposed to a scarcity of qualified human capital as it relies heavily on specialized labor, which often requires extensive licensing. The company could face liabilities related to patient care if it becomes a target of medical malpractice litigations and/or if it ends up violating industry regulations. The company is also exposed to changes in reimbursement rates by its payors, which include government payors, as well as a push towards reducing overall healthcare costs. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be downgraded if Sound proactively seeks bankruptcy protection, or if the prospects for recovery further decline. Although unlikely in the near term, a material improvement in Sound's liquidity position and operating performance would be needed to support an upgrade. Additionally, an upgrade could occur if there is debt paydown, a contribution of equity from the sponsors and if Moody's views Sound's capital structure as becoming tenable. Sound Inpatient Physicians, Inc. is a provider of physician services in acute, post-acute, emergency medicine, and intensivist facilities through its wholly-owned subsidiaries and affiliated companies. Sound's principal business is to provide hospitalist services to hospitals and health plans designed to improve the well-being of patients while reducing their associated costs through the management of medical care. Revenues for the 12 months ended September 30, 2023 were approximately $1.8 billion. The company is primarily owned by private equity sponsor Summit Partners and Optum Health. The principal methodology used in these ratings was Business and Consumer Services published in November 2021. TENEO HOLDINGS: Moody's Rates New First Lien Bank Loans 'B2' ------------------------------------------------------------ Moody's Investors Service affirmed Teneo Holdings LLC's B2 corporate family rating and B2-PD probability of default rating. Moody's also assigned a B2 rating to Teneo's proposed backed senior secured first lien bank credit facilities consisting of a $90 million revolver expiring 2029 and a $690 million term loan due 2031. Moody's has maintained the stable outlook. Teneo is a provider of strategic advisory services to CEOs and senior executives of companies. Proceeds from the term loan will be used to refinance Teneo's existing debt, pay fees and expenses related to the transaction and add cash to the balance sheet. The assigned ratings and outlook are subject to review of final documentation and no material change to the size, terms and conditions of the transaction as advised to Moody's. The ratings affirmation reflects Moody's expectation that steady demand for Teneo's services will support modest revenue and earnings growth such that financial leverage, as expressed by debt to EBITDA, will decline towards 5.7x in 2024 from 6.4x in 2023. RATINGS RATIONALE Teneo's B2 CFR reflects its high pro-forma financial debt to EBITDA leverage of 6.4x (pro-forma for completed acquisitions and the proposed refinancing transaction) as of 2023 and its small size and scale within a highly competitive advisory services landscape. The rating is also constrained by the risk related to key employee retention, given the nature of the business in providing strategic corporate advice, reliance on a strong reputation to sustain client relationships, as well as event and financial policy risk given its financial sponsor ownership. The rating also considers foreign currency exchange risk. About 60% of Teneo's business is outside the US, most of which is primarily in British pound sterling currency. However, the rating is supported by its strong market position and client relationships as a provider of strategic advisory services to CEOs and senior executives with good geographic and client diversity. The rating also benefits from Teneo's good liquidity and the continued demand for a majority of its service offerings across the economic cycle owing to the mix of cyclical and countercyclical offerings that Moody's expects will limit downside revenue and earnings risk in a recession. The rating incorporates the benefits of Teneo's relatively high recurring revenue base, solid margins and low capital expenditure requirements that support stable cash flow generation. All financial metrics cited reflect Moody's standard adjustments. The B2 rating assigned to the proposed senior secured first lien credit facility (consisting of a $90 million revolver expiring 2029 and a $690 million term loan due 2031) is in line with the B2 CFR and reflects its position as the vast majority of debt in the capital structure. The company has a modest amount of capital leases. The facilities are secured by a first lien on substantially all material domestic assets. Moody's anticipates marketing terms for the proposed credit facilities (final terms may differ materially) will include the following: incremental pari passu debt capacity up to the greater of $140 million and 100% LTM EBITDA, plus unlimited amounts subject to a maximum First Lien Net Leverage Ratio and an inside maturity sublimit to be announced;. a "blocker" provision restricting the transfer of material intellectual property to unrestricted subsidiaries; and some limitations on up-tiering transactions to contractually subordinate the liens or debt. Moody's expects Teneo to maintain good liquidity over the next 12 to 15 months and that the company will generate at least $20 million of positive free cash flow (excluding tax distributions) in 2024, which provides good coverage of the 1% (or $6.9 million) of required debt amortization of first lien term loan debt. After transaction close, Moody's also expects Teneo will have full availability under its new $90 million revolver expiring in 2029. Teneo's financial covenant (applicable to only the revolver) will be a springing maximum first lien net leverage ratio, tested quarterly if amounts drawn under the revolver plus letters of credit is greater than 40%. No term loan financial maintenance covenants are expected. The stable outlook reflects Moody's expectations that Teneo will maintain good liquidity and that steady demand for its services will contribute to modest revenue and earnings growth such that debt to EBITDA declines towards 5.5x in 2024. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded if the company delivers sustained revenue and earnings growth, with financial leverage maintained below 4.5x, EBITA to interest expense sustained above 1.75x and free cash flow as a percentage of debt sustained above 5%. The company would also need to maintain financial policies that would sustain these credit metrics to be considered for an upgrade. The ratings could be downgraded if there is loss of key employees or reputational damage to the company. Deterioration in operating performance or an aggressive use of debt contributing to financial leverage to be sustained above 6.5x, EBITA to interest expense sustained below 1.25x, free cash flow as a percentage of debt remaining below 2%, or liquidity to deteriorate could also prompt a downgrade. The principal methodology used in these ratings was Business and Consumer Services published in November 2021. Teneo, headquartered in New York City and controlled by affiliates of private equity firm CVC Capital Partners, is a global provider of strategic advisory services to CEOs and other senior executives of companies. Moody's expects 2024 revenue of about $650 million. TENEO HOLDINGS: S&P Rates New $690MM Sec. 1st-Lien Term Loan 'B' ---------------------------------------------------------------- S&P Global Ratings assigned its 'B' issue-level rating and '3' recovery rating to Teneo Holdings LLC' proposed $690 million senior secured first-lien term loan due 2031. The '3' recovery rating indicates our expectation for meaningful (50%-70%; rounded estimate: 55%) recovery in the event of a payment default. The company plans to use the proceeds from the proposed loan to repay its existing first-lien term loan due 2025 ($665 million outstanding), pay related transaction fees and expenses, and add a modest amount of cash to the balance sheet. Although the transaction will increase the amount of first-lien debt in the company's capital structure and somewhat reduce the recovery prospects for its first-lien debtholders, S&P's recovery and issue-level ratings on its first-lien debt are unchanged. S&P said, "Our 'B' issuer credit rating and stable outlook on Teneo are unchanged. We expect Teneo's S&P Global Ratings-adjusted leverage to be about 6x in 2024 as strategic operational investments begin to roll off. We also expect revenue to increase in the mid-single-digit percentage area due to continued growth in the company's financial advisory segment and strategy and communications segment. We could lower the rating if we believed that Teneo's leverage would increase to above 6.5x on a sustained basis." ISSUE RATINGS--RECOVERY ANALYSIS Key analytical factors -- S&P assigned its 'B' issue-level rating and '3' recovery rating to the company's proposed $690 million senior secured term loan due 2031 and $90 million revolving credit facility due 2029. The '3' recovery rating indicates S&P's expectation for meaningful (50%-70%; rounded estimate: 55%) recovery. -- The credit facility is unconditionally guaranteed by the parent Teneo Global LLC and borrower Teneo Holdings LLC, in addition to the company's other material domestic U.S. subsidiaries and wholly owned material subsidiaries organized under the laws of England and Wales. -- The credit facility is secured by substantially all domestic and U.K.-based tangible and intangible assets of the borrowers and guarantors. -- S&P's simulated default scenario contemplates a default in 2026. It includes a confluence of default factors such as aggressive shareholder-rewarding activities adding to the company's high debt levels, weak operating performance resulting from adverse events that affect the company's reputation, intense competition resulting in the loss of key clients, difficulty in attracting and retaining qualified professionals, or unsuccessful new market launches. -- If the company defaults, given the asset-lite nature of the business, S&P believes lenders would reorganize the company to maximize recovery. Simulated default assumptions -- Simulated year of default: 2026 -- EBITDA multiple: 6x -- EBITDA at emergence: About $76 million -- Jurisdiction: U.S. The revolving credit facility is 85% drawn at default. Simplified waterfall -- Net enterprise value after 5% bankruptcy administration expenses: About $436 million -- Valuation split (obligors/non-obligors): 60%/40% -- Collateral value available to first-lien debt: About $375 million (including about $61 million unpledged value from non-obligors) -- Total first-lien debt: About $784 million --Recovery expectation: 50%-70%; rounded estimate: 55% Note: Debt amounts include six months of accrued interest that S&P assumes will be owed at default. Collateral value includes asset pledges from obligors (after priority claims) plus equity pledges in non-obligors. S&P generally assumes usage of 85% for cash flow revolving facilities at default. TPT GLOBAL: Registers Additional 3.5B Shares for Incentive Plan --------------------------------------------------------------- TPT Global Tech, Inc. filed with the Securities and Exchange Commission a Form S-8 registration statement to register an additional 3,500,000,000 shares of its common stock, $0.001 par value per share, issuable to eligible individuals under the Registrant's Amended and Restated 2024 TPT Global Tech, Inc. Stock Option, Compensation, and Award Incentive Plan, such shares which are in addition to the (a) 1,000,000 shares of Common Stock registered on the Registrant's Form S-8 filed on September 25, 2020 (File No. 333-249040), (the "Prior Registration Statement"). A full-text copy of the Registration Statement is available at http://tinyurl.com/brx693mt About TPT Global Tech TPT Global Tech Inc. (OTC:TPTW) based in San Diego, California, is a technology holding company based in San Diego, California. The Company operates in various sectors including media, telecommunications, Smart City Real Estate Development, and the launch of the first super App, VuMe technology platform. As a media content delivery hub, TPT Global Tech utilizes its own proprietary global digital media TV and telecommunications infrastructure platform. TPT offers software as a service (SaaS), technology platform as a service (PAAS), and cloud-based unified communication as a service (UCaaS) solutions to businesses worldwide. Their UCaaS services enable businesses of all sizes to access the latest voice, data, media, and collaboration features. TPT Global reported a net loss attributable to the Company's shareholders of $61.50 million for the year ended Dec. 31, 2022, compared to a net loss attributable to the Company's shareholders of $4.02 million for the year ended Dec. 31, 2021. As of Dec. 31, 2022, the Company had $1.05 million in total assets, $34.02 millionin total liabilities, $58.25 million in mezzanine equity, and atotal stockholders' deficit of $91.21 million. Draper, UT-based Sadler, Gibb & Associates, LLC, the Company's auditor since 2016, issued a "going concern" qualification in its report dated May 16, 2023, 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. Based on TPT's financial history since inception, the Company's auditor has expressed substantial doubt as to the Company's ability to continue as a going concern. As reflected in the accompanying financial statements, as of September 30, 2023, the C Company had an accumulated deficit totaling $109,549,957. This raises substantial doubts about the Company's ability to continue as a going concern, the Company said in its Quarterly Report for the period ended Sept. 30, 2023. TPT GLOBAL: Secures $3M Equity Financing to Support VuMe App Launch ------------------------------------------------------------------- TPT Global Tech, Inc. announced that it has entered into a $3,000,000 equity financing agreement with MACRAB, LLC under the terms of a Standby Equity Commitment Agreement, as well as a registration rights agreement related thereto. The $3,000,000 financing term is a maximum duration of 24 months. Under the terms of the Registration Rights Agreement, a Form S-1 Registration Statement will be filed with the Securities & Exchange Commission to register the common shares that may be issued in connection with this Facility. This strategic financial arrangement is designed to support the company's corporate endeavors, notably the launch of the innovative VuMe Super App and the enhancement of the company's financial structure through debt reduction. The company also is currently raising capital through its SEC-qualified Tier 2 1A Preferred Share offering https://tptglobaltech.com/presentations/. The Standby Equity Commitment Agreement provides TPT Global Tech with a reliable source of capital over the next 24 months. This agreement allows the company to draw down funds in tranches, as needed, giving it the flexibility to manage cash flow efficiently while aggressively pursuing its strategic objectives. The terms of the agreement have been structured to align with the company's growth trajectory and operational needs, ensuring that TPT Global Tech can access capital in a manner that minimizes dilution and maximizes value for existing shareholders. Stephen Thomas, CEO of TPT Global Tech, expressed his enthusiasm for the agreement, stating, "This Standby Equity Commitment is a testament to our partners' confidence in TPT Global Tech's vision and strategic direction. It provides us with the financial flexibility to accelerate the development and launch of our VuMe Super App, a platform we believe will redefine user engagement across multiple digital services. Additionally, this commitment allows us to improve our balance sheet by reducing debt, positioning us for sustainable growth and long-term success." The VuMe Super App, TPT Global Tech's cornerstone project, is set to integrate a variety of digital services, including social media, multimedia streaming, and mobile payment options into a single, seamless user experience. The Standby Equity Commitment not only facilitates the app's launch but also underscores TPT Global Tech's dedication to innovation and excellence in the tech and telecom sectors. Furthermore, this equity financing mechanism is an important step in TPT Global Tech's ongoing efforts to enhance its financial health and operational efficiency. By leveraging this commitment, the company is well-positioned to execute its strategic plan, deliver on its promises to stakeholders, and achieve its objectives in the rapidly evolving digital landscape. About TPT Global Tech TPT Global Tech Inc. (OTC:TPTW) based in San Diego, California, is a technology holding company based in San Diego, California. The Company operates in various sectors including media, telecommunications, Smart City Real Estate Development, and the launch of the first super App, VuMe technology platform. As a media content delivery hub, TPT Global Tech utilizes its own proprietary global digital media TV and telecommunications infrastructure platform. TPT offers software as a service (SaaS), technology platform as a service (PAAS), and cloud-based unified communication as a service (UCaaS) solutions to businesses worldwide. Their UCaaS services enable businesses of all sizes to access the latest voice, data, media, and collaboration features. TPT Global reported a net loss attributable to the Company's shareholders of $61.50 million for the year ended Dec. 31, 2022, compared to a net loss attributable to the Company's shareholders of $4.02 million for the year ended Dec. 31, 2021. As of Dec. 31, 2022, the Company had $1.05 million in total assets, $34.02 million in total liabilities, $58.25 million in mezzanine equity, and a total stockholders' deficit of $91.21 million. Draper, UT-based Sadler, Gibb & Associates, LLC, the Company's auditor since 2016, issued a "going concern" qualification in its report dated May 16, 2023, 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. In its Quarterly Report for the period ended Sept. 30, 2023, TPT disclosed that based on the Company's financial history since inception, the Company's auditor has expressed substantial doubt as to the Company's ability to continue as a going concern. As reflected in the accompanying financial statements, as of September 30, 2023, the Company had an accumulated deficit totaling $109,549,957. This raises substantial doubts about the Company's ability to continue as a going concern. TPT GLOBAL: To Spearhead Adaptive AI and Data Stream Learning ------------------------------------------------------------- TPT Global Tech, Inc. announced it is setting a new benchmark in the integration of Adaptive Artificial Intelligence and Data Stream Learning technologies. Through a strategic agreement with 4KST's cutting-edge Adaptive AI platform via Swamifi Fintech Ltd., TPTW is on a mission to redefine urban development. The Company's ambitious Smart City initiative is poised to transform urban landscapes by focusing on: * Energy Efficiency and Behavioral Insights: Crafting a universal framework to analyze and improve energy consumption patterns, emphasizing both quantitative and qualitative aspects of urban energy use. * Innovative Scoring Metrics: Introducing a dynamic scoring system for cities, enabling easy-to-understand benchmarks for energy efficiency and urban behavior. * Gamification in Urban Planning: Integrating VuMe's gamified elements to foster engagement and promote sustainable practices among city dwellers and businesses. * B2B and B2B2C Platforms: Leveraging VuMe as a comprehensive tool for cities and consumers alike, offering predictive analytics and privacy-protected energy usage comparison. Advisory Committee Announcement: Highlighting this strategic pivot, TPTW is thrilled to announce the first appointee to its advisory committee, James Leung. With a storied career spanning over three decades in technology, finance, and executive leadership, Leung brings a wealth of experience from his tenure with giants like Microsoft, Sprint, T-Mobile, and Kodak. His expertise is expected to be instrumental in driving TPTW's Adaptive AI and Smart City innovations forward. CEO's Vision: Stephen Thomas III, CEO of TPTW Global Tech, Inc., articulates the company's vision, "With Adaptive AI and Data Stream Learning at the forefront, we are poised to revolutionize Smart City development. Our advisory team's unparalleled expertise will be pivotal in realizing our vision for more efficient, sustainable, and interconnected urban environments." The Importance of Adaptive Artificial Intelligence: Recognized by the Gartner Report as a top strategic technology trend, Adaptive AI is crucial for the next generation of AI advancements. Gartner predicts that by 2026, organizations utilizing adaptive AI systems will outperform their competitors by 25% significantly in operational efficiency. About TPT Global Tech TPT Global Tech Inc. (OTC:TPTW) based in San Diego, California, is a technology holding company based in San Diego, California. The Company operates in various sectors including media, telecommunications, Smart City Real Estate Development, and the launch of the first super App, VuMe technology platform. As a media content delivery hub, TPT Global Tech utilizes its own proprietary global digital media TV and telecommunications infrastructure platform. TPT offers software as a service (SaaS), technology platform as a service (PAAS), and cloud-based unified communication as a service (UCaaS) solutions to businesses worldwide. Their UCaaS services enable businesses of all sizes to access the latest voice, data, media, and collaboration features. TPT Global reported a net loss attributable to the Company's shareholders of $61.50 million for the year ended Dec. 31, 2022, compared to a net loss attributable to the Company's shareholders of $4.02 million for the year ended Dec. 31, 2021. As of Dec. 31, 2022, the Company had $1.05 million in total assets, $34.02 million in total liabilities, $58.25 million in mezzanine equity, and a total stockholders' deficit of $91.21 million. Draper, UT-based Sadler, Gibb & Associates, LLC, the Company's auditor since 2016, issued a "going concern" qualification in its report dated May 16, 2023, 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. In its Quarterly Report for the period ended Sept. 30, 2023, TPT disclosed that based on the Company's financial history since inception, the Company's auditor has expressed substantial doubt as to the Company's ability to continue as a going concern. As reflected in the accompanying financial statements, as of September 30, 2023, the Company had an accumulated deficit totaling $109,549,957. This raises substantial doubts about the Company's ability to continue as a going concern. TRANSOCEAN LTD: PRIMECAP Management Holds 6.27% Stake ----------------------------------------------------- PRIMECAP Management Company disclosed in a Schedule 13G/A Report filed with the U.S. Securities and Exchange Commission that as of December 31, 2023, it beneficially owned an aggregate amount of 50,699,389 shares of Transocean Ltd., representing 6.27% of the shares outstanding. A full-text copy of the Report is available at: https://www.sec.gov/Archives/edgar/data/763212/000108514624001091/riga6_21224.htm About Transocean Transocean Ltd. is an international provider of offshore contract drilling services for oil and gas wells. The Company specializes in technically demanding sectors of the offshore drilling business with a particular focus on ultra-deepwater and harsh environment drilling services. Transocean Ltd. reported a net loss of $591 million for the year ended Dec. 31, 2021, a net loss of $568 million for the year ended Dec. 31, 2020 and a net loss of $1.25 billion for the year ended Dec. 31, 2019. * * * As reported by the TCR on Sept. 28, 2023, S&P Global Ratings raised its issuer credit rating on offshore drilling contractor Transocean Ltd. to 'CCC+' from 'CCC'. S&P said, "The upgrade reflects improved rig demand, higher day rates, and our view that there is reduced near-term risk of a distressed debt exchange or balance sheet restructuring." TRIBE BUYER: Moody's Lowers PDR to D-PD on Missed Debt Repayment ---------------------------------------------------------------- Moody's Investors Service downgraded Tribe Buyer LLC's ("Tradesmen") probability of default rating to D-PD from Ca-PD, and concurrently affirmed the Ca corporate family rating, Ca ratings on the senior secured first lien term loan and senior secured first lien revolving credit facility and maintained the stable outlook. These actions follow Tradesmen's non-payment of its senior secured credit facility within its five-day grace period following its February 16, 2024 maturity which Moody's views as an event of default. The company has executed an amendment with its lenders to temporarily waive an event of default and extend its non-payment grace period to within 45 days following the February 16 due date. The downgrade of the PDR to D-PD reflects Tradesmen's failure to pay off its term loan and revolving credit facility at maturity on February 16, 2024. The Ca CFR and Ca senior secured term loan ratings were affirmed based on Moody's view of recovery as the company negotiates with lenders for a more sustainable capital structure. Governance was a key consideration in this ratings action. RATINGS RATIONALE Tradesmen's Ca CFR and Ca senior secured term loan ratings reflect the company's high risk of debt restructuring, given that the first lien term loan and revolving credit facility are past due as of February 16, 2024, and Moody's views on recovery. Weak credit metrics, including very high debt to EBITDA in excess of 10x for the twelve months ended October 1, 2023, constrain the credit. Moody's expects revenue growth in the low single digits in 2024 as demand from clients slowed in 2023 versus 2022. The company has a narrow end market as a staffing provider in the highly competitive and cyclical commercial and industrial construction sector. With a client base comprised of mainly small-to-medium sized contractors, Tradesmen's cyclical swings can be more pronounced than broad based declines in construction spending. The rating benefits from Tradesmen's strong market position as one of the largest service providers in most of the regional markets it serves. Revenue diversification has improved in recent years as the company has expanded into the industrial and residential construction sectors. All financial metrics cited reflect Moody's standard adjustments. Moody's considers the company's liquidity profile to be weak, with $4.8 million of cash on the balance sheet as of 1 October 2023, negative free cash flow and no access to a revolving credit facility The stable outlook indicates that the ratings already reflect Moody's recovery expectations in the event of a debt restructuring or bankruptcy process. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Factors that could lead to a downgrade include Moody's lowering its view on expected recoveries. Tradesmen's term loan rating is unlikely to be upgraded in light of the missed debt repayment. The company's CFR and PDR could be upgraded if the company addresses the missing debt payment with a sustainable capital structure. Tradesmen, based in Cleveland, OH and owned by affiliates of The Blackstone Group L.P., provides agency-based skilled craftsmen staffing services to the small to medium sized nonresidential construction industry and industrial clients in North America (mostly the US). Revenue for the last twelve months ended October 1, 2023 was $595 million. The principal methodology used in these ratings was Business and Consumer Services published in November 2021. TRINSEO PLC: Reports Q4, Full-Year 2023 Financial Results --------------------------------------------------------- Trinseo PLC has released its full-year and fourth-quarter 2023 financial results and provided its First Quarter 2024 Outlook. According to the Company, net sales in the full year decreased 26% versus prior year. Lower prices from the passthrough of lower input costs resulted in a 14% decrease and lower sales volumes led to a 13% decrease. Persistent underlying demand weakness and customer destocking throughout the year, especially in building & construction and consumer durable applications, led to lower sales volumes across all regions and segments. Full-year net loss from continuing operations of $701 million was $273 million below prior year. The current year included approximately $160 million of after-tax charges related to increases in valuation allowances on deferred tax assets in certain subsidiaries. This non-cash charge is not expected to affect near-term or long-term cash flow since most of these tax attributes do not expire in the foreseeable future. Additionally, there was a year-over-year $52 million unfavorable impact due to higher goodwill impairment and restructuring charges. Adjusted EBITDA of $154 million was $158 million below prior year from lower volume across all segments, unfavorable variances of $41 million from net timing and $38 million from natural gas hedges, as well as $40 million lower equity affiliate income from Americas Styrenics. These impacts were partially offset by pricing actions in Latex Binders and cost actions including restructuring initiatives announced in late 2022. Cash from operations of $149 million and capital expenditures of $70 million led to Free Cash Flow* of $79 million which resulted in year-end cash of $259 million, a $47 million year-over-year increase. Net sales in the fourth quarter decreased 14% versus prior year. Lower price from the pass-through of lower raw material costs led to a 10% decrease. Lower sales volumes in Polystyrene, Latex Binders and Plastics Solutions, caused by underlying persistent market demand weakness and more pronounced year-end seasonality, led to a 7% decrease. These impacts were partially offset by a 3% increase from currency. Fourth quarter net loss from continuing operations of $265 million was $99 million above prior year. The current quarter included approximately $160 million of after-tax changes related to increases in valuation allowances on deferred tax assets in certain subsidiaries. The prior year included a $297 million charge related to goodwill impairment which was partially offset by higher income taxes of $211 million in the current year. Adjusted EBITDA of $20 million was $14 million above prior year due to a $19 million unfavorable net timing impact in the prior year in comparison to a $1 million favorable impact in the current year. Excluding net timing, lower volume across most segments as well as lower equity affiliate income from Americas Styrenics was mostly offset by cost actions including restructuring initiatives announced in late 2022. Commenting on the Company's fourth quarter performance, Frank Bozich, President and Chief Executive Officer of Trinseo, said, "As expected, we had sequentially lower results in the fourth quarter as more pronounced seasonality and continued customer inventory management and destocking led to a challenging end to the year. Despite this, we generated positive free cash flow during the year and remain in a solid liquidity position as we enter 2024, and we are seeing the positive impact of our restructuring initiatives taking effect. I would like to thank our employees for their perseverance during what has been one of the most challenging years our industry has faced in several decades." Fourth Quarter Results and Commentary by Business Segment -- Engineered Materials net sales of $190 million for the quarter decreased 7% versus prior year including a 16% impact from lower price due to raw material pass-through, partially offset by a 6% impact from higher sales volume. Adjusted EBITDA of $0 million was $5 million above prior year including a favorable net timing variance of $8 million. Excluding the net timing variance, lower margin was partially offset by higher sales volume and lower fixed costs. -- Latex Binders net sales of $215 million for the quarter decreased 16% versus prior year including an 8% impact from lower price from the pass-through of lower raw material costs and an 11% impact from lower volumes in Europe and North America and across all applications. Adjusted EBITDA of $19 million was $1 million below prior year as lower volume was partially offset by pricing actions. Volume for higher-margin CASE applications declined by 2% in the fourth quarter compared to prior year, showing better demand resilience in comparison to other applications. -- Plastics Solutions net sales of $231 million for the quarter were 15% below prior year including a 12% impact from lower price due to the pass-through of lower raw material costs and a 6% impact from lower sales volume from the closure of one polycarbonate line in Stade, Germany. Adjusted EBITDA of $16 million was $25 million above prior year primarily from higher polycarbonate margin including impacts from restructuring actions in Stade, Germany. -- Polystyrene net sales of $166 million for the quarter were 23% below prior year. Lower price, primarily from the pass-through of lower styrene costs, led to a 5% decrease, and lower volume, from weaker demand in appliance and building & construction applications, led to a 21% decrease. Adjusted EBITDA of $2 million was $10 million below prior year from lower volume and margin due to weaker market conditions and pronounced year-end seasonality. -- Feedstocks net sales of $35 million for the quarter were 25% above prior year as an 11% negative impact from lower price was more than offset by a 29% favorable impact from higher volume and favorable currency. Adjusted EBITDA of negative $4 million was $12 million above prior year from the benefits of the closures of the Boehlen, Germany styrene plant in December 2022 and Terneuzen, the Netherlands styrene plant in November 2023. Due to these closures, starting in the first quarter of 2024, the Company will no longer have a Feedstocks reporting segment. -- Americas Styrenics Adjusted EBITDA of $13 million for the quarter was $5 million below prior year as lower margin was partially offset by higher polystyrene volume. The Company's 2024 Outlook includes: -- First quarter 2024 net loss from continuing operations of $77 million to $67 million -- First quarter 2024 Adjusted EBITDA of $40 million to $50 million Commenting on the outlook for 2024, Bozich said, "We are seeing stronger order loads to begin the year following the challenges we faced in the fourth quarter, and therefore, we expect significantly higher sequential profitability in the first quarter of 2024. However, we view first quarter profitability as the low point of the year due to seasonally lower volumes and turnaround activity in the first quarter, as well as the timing of newly awarded business." Bozich continued, "The unprecedented drop in demand we saw starting in the third quarter of 2022 has persisted, and a great deal of macroeconomic uncertainty remains. Amid this environment we have executed numerous manufacturing footprint and other cost reduction initiatives while extending the majority of our debt maturities out to 2028. While we are already seeing the benefits of these initiatives, we will continue to assess additional actions in 2024 to increase our manufacturing network flexibility, which will enable us to take advantage of regional cost differentials while also improving profitability, reducing capital expenditures and optimizing working capital. This will also allow us to continue investing in higher-value product offerings and sustainable solutions, and will have us well-positioned for when market demand improves." A full-text copy of the Company's report filed on Form 8-K is available at: https://www.sec.gov/ixviewer/ix.html?doc=/Archives/edgar/data/1519061/000155837024000986/tse-20240212x8k.htm About Trinseo Trinseo (NYSE: TSE) (www.trinseo.com), a specialty material solutions provider, partners with companies to bring ideas to life in an imaginative, smart and sustainably focused manner by combining its premier expertise, forward-looking innovations and best-in-class materials to unlock value for companies and consumers. From design to manufacturing, Trinseo taps into decades of experience in diverse material solutions to address customers' unique challenges in a wide range of industries, including building and construction, consumer goods, medical and mobility. Trinseo reported a net loss of $430.9 million in 2022. * * * As reported by the TCR on May 30, 2023, S&P Global Ratings lowered its issuer credit rating on Trinseo PLC to 'CCC+' from 'B-'. S&P said, "The downgrade reflects that Trinseo has not yet addressed the upcoming maturity of its $661.7 million TLB, which becomes current in September, and that we anticipate weak 2023 earnings." TUPPERWARE BRANDS: The Vanguard Group Holds 4.82% Stake ------------------------------------------------------- The Vanguard Group disclosed in a Schedule 13G/A Report filed with the U.S. Securities and Exchange Commission that as of December 29, 2023, it beneficially owned 2,230,088 shares of Tupperware Brands Corporation's Common Stock, representing 4.82% of the shares outstanding. A full-text copy of the Report is available at http://tinyurl.com/42pbrzzr About Tupperware Brands Tupperware Brands Corporation (NYSE: TUP) -- Tupperwarebrands.com -- is a global consumer products company that designs innovative, functional and environmentally responsible products. Founded in 1946, Tupperware's signature container created the modern food storage category that revolutionized the way the world stores, serves and prepares food. Today, this iconic brand has more than 8,500 functional design and utility patents for solution-oriented kitchen and home products. With a purpose to nurture a better future, Tupperware products are an alternative to single-use items. The company distributes its products into nearly 70 countries, primarily through independent representatives around the world. On June 1, 2023, Tupperware Brands received a notice from the New York Stock Exchange indicating the Company is not in compliance with Sections 802.01B and Section 802.01C of the NYSE Listed Company Manual because (i) the Company's average global market capitalization over a consecutive 30 trading-day period was less than $50 million and, at the same time, its last reported stockholders' equity was less than $50 million, and (ii) the average closing price of the Company's common stock was less than $1.00 over a consecutive 30 trading-day period. The Notice has no immediate effect on the listing of the Company's common stock. Tupperware Brands reported a net loss of $232.5 million for the year ended Dec. 31, 2022. Tampa, Florida-based PricewaterhouseCoopers LLP, the Company's auditor since 1995, issued a "going concern" qualification in its report dated Oct. 13, 2023, citing that the Company has experienced liquidity challenges and is uncertain about its ability to comply with debt covenants, which resulted in the borrowings under the Company's credit agreement being classified as current as of Dec. 31, 2022, and that also raises substantial doubt about its ability to continue as a going concern. UPSTREAM NEWCO: S&P Alters Outlook to Negative, Affirms 'B' ICR --------------------------------------------------------------- S&P Global Ratings revised its rating outlook on Upstream Newco Inc. to negative from stable. S&P also affirmed all its ratings, including its 'B' issuer credit rating on the company. S&P's negative outlook reflects the heightened risk that Upstream doesn't improve its operations quickly enough to generate sufficient cash flow commensurate with a 'B' rating. Integration challenges linger, weighing down Upstream's cash flow through 2024, before improving in 2025. In the second half of 2022, Upstream began integrating Results Physiotherapy by transferring over 200 clinics across nine states into Upstream's revenue cycle platform from Results. While the increase in scale strengthened Upstream's business, the complexity of the integration, coupled with the adjustment to a virtual environment, caused turnover in revenue cycle department, resulting in poor accounts receivables collections and a need to change the department's management. These integration challenges on top the rapid rise in interest rates caused DCF deficits that S&P expects to persist through 2024. S&P said, "We expect cash flow to improve as Upstream resolves the revenue cycle disruption in the next 12 months, as Upstream replaced the management team and is now more focused on operations and training. As a result, on a reported basis, we expect DCF deficit will continue through 2024, but turn slightly positive in 2025. On a S&P Global Ratings-adjusted basis, we expect DCF to debt of 2%-2.5% in 2024 and 4% in 2025." Volume and demand for physical therapy (PT) services remain strong, but business growth will experience pressure from industry dynamics. Despite operational challenges caused by the integration, we expect visit volume to remain strong. Demand for PT services is robust, with visit volume growth of about 11% during the first nine months of 2023 compared to the first nine months of 2022. In addition, an increase in clinician workforce, improvement in productivity, and more self-referrals attributed to primary care physician (PCP) partnerships and consumer choice will help drive visits per day. S&P said, "We expect new clinic growth to remain in-line with 2023 levels of 40/50 per year, but well below the aggressive rate of 100-150 per year in 2021 and 70-80 in 2022. We believe growth will largely have support from the ability to meet patient demand by adding clinicians into its existing clinic locations. We also project high-single-digit percent revenue growth in 2024 and 2025 from demand for PT that exceeds the supply of PT therapists. "However, we believe performance will face pressure from continued reimbursement headwinds from government payors (about 24% of revenue is Medicare/Medicaid), shortage of PTs, and rising health care costs. Upstream derives about 53% of revenue from commercial payors, which are more profitable compared to government payors, and will help offset some of this pressure. "The negative outlook reflects our expectation that despite the benefit from strong PT services demand, the lingering effects from integration challenges will make it difficult to maintain cash flow generation that we view as consistent with the current rating. "We would lower our rating on Upstream if it does not meet our base-case expectations for 2024 and we don't see a viable path for it to achieve reported DCF to debt of more than 3% (about $33 million). "We could revise our outlook on Upstream to stable if we believe its reported DCF to debt will improve to at least 3% (about $33 million) for a sustained period. We estimate that this would most likely occur due to an improvement in its operations and collection rates after experiencing challenges with the acquisition of Results." VENTURE INC: Seeks to Extend Plan Exclusivity to March 23 --------------------------------------------------------- Venture, Inc., and affiliates asked the U.S. Bankruptcy Court for the U.S. Bankruptcy Court for the Southern District of Mississippi to extend their exclusivity periods to file a plan of reorganization and obtain acceptance thereof to March 23 and May 22, 2024, respectively. The Debtors explained that they are negotiating terms of: sale of Debtors' assets to their primary secured creditor and lender as well as licensor and inventory supplier, Moran Foods, LLC d/b/a Save-A-Lot Foods, and a proposed order for the solicitation of competing bids, that Debtors will incorporate in a proposed plan of reorganization. Proceeding with a plan before the terms of the sale of Debtors' assets and the competing bid process are fully negotiated and agreed to would cause unnecessary court filings and waste resources. The Debtors anticipate that terms of the sale and bid process will be negotiated, agreed to and incorporated in a proposed Chapter 11 plan well before the expiration of the requested extended exclusivity periods. Counsel to the Debtors: J. Talbot Sant, Jr., Esq. Steven N. Beck, Esq. BECK & SANT, LLC 640 Cepi Drive, Suite A Chesterfield, MO 63005 Telephone: (636) 240-3632 Facsimile: (636) 240-6803 Email: tal@beckandsantlaw.com steve@beckandsantlaw.com About Venture Inc. Venture Inc. and its affiliates filed their voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Miss. Lead Case No. 23-02186) on Sept. 22, 2023. In the petitions signed by Daniel K. Myers, president, Venture Inc. disclosed up to $1 million in estimated assets and up to $10 million in total liabilities. Judge Jamie A. Wilson oversees the case. The Debtors tapped Newman & Newman and the Law Offices of Craig M. Geno, PLLC as counsel and Harper Rains Knight & Company, PA as financial advisor. VIASAT INC: The Baupost Group, 2 Others Report 12.99% Stake ----------------------------------------------------------- The Baupost Group, LLC, Baupost Group GP, LLC and Seth A. Klarman disclosed in a Schedule 13G/A Report filed with the U.S. Securities and Exchange Commission that as of December 31, 2023, each beneficially owned 16,174,839 shares of Viasat, Inc.'s Common Stock, representing 12.99% of the shares outstanding. A full-text copy of the Report is available at http://tinyurl.com/5a4vmzw7 About Viasat Inc. Viasat, Inc., headquartered in Carlsbad, California, operates a consumer satellite broadband internet business, an in-flight connectivity business, and provides satellite and related Communications, 0networking systems and services to government and commercial customers. Inmarsat operates a satellite communications network using L-band, Ka-band and S-band spectrum, and provides voice and data services to customers on land, at sea and in the air. Egan-Jones Ratings Company, on November 15, 2023, retained its 'CCC+' foreign currency and local currency senior unsecured ratings on debt issued by Viasat, Inc. VIASAT INC: The Vanguard Group Holds 9.79% Stake ------------------------------------------------ The Vanguard Group disclosed in a Schedule 13G/A Report filed with the U.S. Securities and Exchange Commission that as of December 29, 2023, it beneficially owned 12,184,209 shares of Viasat, Inc.'s Common Stock, representing 9.79% of the shares outstanding. A full-text copy of the Report is available at http://tinyurl.com/3nxsswja About Viasat Inc. Viasat, Inc., headquartered in Carlsbad, California, operates a consumer satellite broadband internet business, an in-flight connectivity business, and provides satellite and related Communications, 0networking systems and services to government and commercial customers. Inmarsat operates a satellite communications network using L-band, Ka-band and S-band spectrum, and provides voice and data services to customers on land, at sea and in the air. Egan-Jones Ratings Company, on November 15, 2023, retained its 'CCC+' foreign currency and local currency senior unsecured ratings on debt issued by Viasat, Inc. VISTAGEN THERAPEUTICS: StemPoint Capital, 2 Others Hold 6.5% Stake ------------------------------------------------------------------ In a Schedule 13G filed with the U.S. Securities and Exchange Commission, StemPoint Capital LP, StemPoint Capital Management GP LLC, and Michelle Ross disclosed that as of December 31, 2023, they beneficially owned 1,790,182 shares of Common Stock of Vistagen Therapeutics, Inc., representing 6.5% of the shares outstanding. The percentage of class is calculated based on 27,023,038 Shares outstanding as of September 30, 2023, as reported in Vistagen's quarterly report on Form 10-Q for the quarterly period ended September 30, 2023 filed with the SEC on November 9, 2023, plus the total number of Shares that the Reporting Persons have the right to acquire upon exercise of Warrants, subject to the Beneficial Ownership Limitation, which amount has been added to the shares outstanding in accordance with Rule 13d-3(d)(i)(1) under the Act. A full-text copy of the Report is available at: https://www.sec.gov/Archives/edgar/data/1411685/000195214224000002/xslSCHEDULE_13G_X01/primary_doc.xml About VistaGen Headquartered in San Francisco, California, VistaGen Therapeutics, Inc. -- http://www.vistagen.com-- is a late clinical-stage biopharmaceutical company aiming to transform the treatment landscape for individuals living with anxiety, depression and other CNS disorders. The Company is advancing therapeutics with the potential to be faster-acting, and with fewer side effects and safety concerns, than those that are currently available for treatment of anxiety, depression and multiple CNS disorders. Vistagen reported a net loss and comprehensive loss of $59.25 million for the fiscal year ended March 31, 2023, compared to a net loss and comprehensive loss of $47.76 million on $1.11 million of total revenues for the year ended March 31, 2022. As of Sept. 30,2023, the Company had $42.19 million in total assets, $6.55 million in total liabilities, and $35.64 million in total stockholders' equity. San Francisco, California-based WithumSmith+Brown, PC, the Company's auditor since 2006, issued a "going concern" qualification in its report dated June 28, 2023, citing that the Company has suffered negative cash flows from operations and recurring losses from operations since inception, resulting in an accumulated deficit of $326.9 million as of March 31, 2023, that raise substantial doubt about its ability to continue as a going concern. WEBTRONICS LLC: Hires Wade N Kelly, Esq. as Counsel --------------------------------------------------- Webtronics, LLC seeks approval from the U.S. Bankruptcy Court for the Western District of Louisiana to employ Wade N Kelly, Esq. to handle its Chapter 11 case. The firm will be paid at the rate of $375 per hour. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. As disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Wade N Kelly, Esq. 1827 Ryan Street Lake Charles, LA 70601 Tel: (337) 419-2236 About Webtronics, LLC Webtronics, LLC filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. W.D. La. Case No. 24-20071) on Feb. 7, 2024, with up to $50,000 in assets and $100,001 to $500,000 in liabilities. Judge John W. Kolwe oversees the case. Wade N. Kelly, Esq., at Packard Lapray represents the Debtor as legal counsel. WESCO DISTRIBUTION: Moody's Rates New Senior Unsecured Notes 'Ba3' ------------------------------------------------------------------ Moody's Investors Service assigned Ba3 ratings to WESCO Distribution, Inc.'s proposed backed senior unsecured notes. WESCO International, Inc.'s (WESCO) Ba2 corporate family rating and Ba2-PD probability of default rating are not affected as well as the assigned ratings on the company's debt. The outlook is unchanged at stable. Moody's expects the terms and conditions of the five year and eight year proposed tranches of senior unsecured notes to be similar to WESCO Distribution, Inc.'s Ba3 rated unsecured notes. The unsecured notes are pari passu. Proceeds from the new notes will ultimately go to repayment of the outstanding senior unsecured notes due in June 2025 when they become par callable in June 2024. At the time of repayment, Moody's will withdraw the ratings on the June 2025 senior unsecured notes outstanding. Cash on hand will be used to pay related fees and expenses in a leverage-neutral transaction. Moody's views the proposed transaction as credit positive, as respective maturities are pushed out to 2029 and 2032. Interest expense is expected to remain similar post this transaction. However, WESCO's divestiture of its WESCO Integrated Supply (WIS) business is expected to yield after tax proceeds of around $300 million. These proceeds are expected to be directed toward debt reduction and share repurchases. RATINGS RATIONALE WESCO's CFR reflects the company's large scale of over $20 billion in revenue, vast global operating footprint, and diverse product offering through its Electric & Electronic Solutions, Communications & Security Solutions, and Utility and Broadband Solutions business segments. The company is well positioned to benefit from initiatives derived from the US Infrastructure bill and its long backlog of projects. WESCO is not a manufacturer, but a distributor, and does not have an onerous capital expenditure obligation, which is a benefit in generating free cash flow. Moody's expects WESCO to generate between $500 and $600 million of free cash flow in 2024 post dividends. The company deploys a growth through acquisition strategy, but has displayed discipline in managing its balance sheet post the transformative Anixter Inc. transaction in 2020. Evidence to this is WESCO's recently revised long term net leverage target of 1.5x to 2.5x from 2.0x to 3.5x. As a distributor, WESCO experiences working capital volatility that can sometimes impede cash flow generation. In addition, the company is reliant on its $1.725 billion capacity asset based revolving credit facility to fund working capital needs, to which $953 million is drawn as of December 31, 2023. The company is expected to allocate capital to its share repurchase program and also pay dividends on common and preferred shares totaling around $145 million annually. Furthermore, WESCO has a $1.625 billion accounts receivable securitization facility expiring in 2025, of which $1.55 billion is utilized to fund its operations, and is looking to extend out to 2027 in line with the asset based revolving credit facility. The next maturities are in 2028 and beyond. Moody's accounts for WESCO's accounts receivable securitization facilities as debt, in the event that the facility is no longer available and there is a need to raise liquidity to efficiently run the business. The stable outlook reflects Moody's expectation that WESCO will generate solid free cash flow and take a balanced approach between shareholder returns and maintaining a healthy balance sheet within its state net leverage target range. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS An upgrade to WESCO's rating could occur if adjusted debt-to-EBITDA is maintained near 3.0x. Upward rating movement also requires retained cash flow-to-debt to be consistently above 20%, operating margin above 8%, EBITA-to-interest expense near 4.5x, and maintenance of a very good liquidity profile. A downgrade could occur if WESCO's pursues aggressive financial policies, including debt funded acquisitions or shareholder returns; and adjusted debt-to-EBITDA approaches 4.0x. Also, if liquidity weakens, including the lack of free cash flow, retained cash flow-to-debt falls to around 15%, and EBITA-to-interest expense nears 3.0x. Headquartered in Pittsburgh, Pennsylvania, WESCO International, Inc. is a leading provider of business-to-business distribution, logistics services, and supply chain solutions. WESCO is a publicly traded company (WCC) and generated annual December 31, 2023 revenue of $22.4 billion. The principal methodology used in these ratings was Distribution and Supply Chain Services published in February 2023. WESCO DISTRIBUTION: S&P Rates New $1.5BB Sr. Unsecured Notes 'BB' ----------------------------------------------------------------- S&P Global Ratings assigned its 'BB' issue-level rating and '4' recovery rating to WESCO Distribution Inc.'s proposed $1.5 billion senior unsecured notes due in 2029 and 2032. The '4' recovery rating indicates its expectation for average (30%-50%; rounded estimate: 35%) recovery in the event of a payment default. Parent WESCO International Inc. intends to use the proceeds and cash on hand to redeem all $1.5 billion of its outstanding 7.125% senior unsecured notes due in June 2025. S&P therefore views the proposed transaction as credit neutral. ISSUE RATINGS - RECOVERY ANALYSIS Key analytical factors -- WESCO's capital structure primarily comprises a $1.625 billion accounts receivable securitization facility maturing March 1, 2025 (not rated), $1.725 billion asset-based lending (ABL) facility maturing March 1, 2027 (not rated), $1.5 billion of senior notes due in June 2025, $1.325 billion of senior notes due in 2028, and $4 million of Anixter Inc.'s legacy unsecured notes. -- S&P's simulated default scenario considers a default in 2029 due to sharp macroeconomic pressures that severely compress revenue and margins. -- S&P values the company on an EBITDA multiple basis using a 6x multiple of its projected emergence EBITDA, which reflects WESCO's solid scale and market position in its addressable end markets. -- The notes issued by WESCO Distribution Inc. are guaranteed by WESCO International Inc. and Anixter Inc., though Anixter's legacy unsecured notes do not have guarantees from WESCO Distribution or WESCO International. Therefore, Anixter's legacy unsecured notes do not have a claim on the value of the WESCO entities, but WESCO unsecured debtholders benefit from a pari passu claim on Anixter's value. -- The difference in the comprehensiveness of the unsecured guarantees lowers the recovery prospects for Anixter's legacy unsecured debt because this debt would only receive its proportional share of the value related to about half of the combined company's EBITDA. -- Based on these structural differences, we estimate unsecured debtholders would receive 15%-20% recovery from the WESCO International value plus an additional 15%-20% recovery from the Anixter value, bringing the rounded recovery estimate to 35%. Simulated default assumptions -- EBITDA at emergence: $674 million -- ABL facility: 60% drawn at default; we assume this is split between the U.S. facility and Canadian subfacility -- Accounts receivable securitization facility: Fully drawn at default -- All debt amounts include six months of prepetition interest. -- Jurisdiction: U.S. Simplified waterfall -- Net enterprise value (after 5% administrative expenses): $3.84 billion -- Valuation split (U.S. obligors/Canadian nonobligors/other foreign nonobligors/U.S. nonobligors): 56%/13%/12%/19% -- Priority claims: $2.71 billion (ABL, accounts receivable securitization facility, and modest foreign debt) -- Total value available for unsecured claims: $1.13 billion (50% WESCO/50% Anixter) -- Anixter value available for WESCO and Anixter unsecured claims: $565 million -- Senior unsecured debt, including $4 million of Anixter unsecured note claims: $2.93 billion --Unsecured recovery from Anixter's value: Rounded estimate 15% -- WESCO value available for WESCO unsecured claims: $565 million -- WESCO senior unsecured debt, excluding $4 million in Anixter unsecured note claims: $2.93 billion --Recovery of WESCO unsecured claims against WESCO's stand-alone value: 15% --WESCO unsecured recovery estimate: 30%-50% (rounded estimate: 35%) --Anixter unsecured recovery estimate: 10%-30% (rounded estimate: 15%) WILLAMETTE VALLEY: Hires Kari Mitchell Accounting as Accountant --------------------------------------------------------------- Willamette Valley Hops, LLC seeks approval from the U.S. Bankruptcy Court for the District of Oregon to employ Kari Mitchell Accounting, P.C. as accountant. The firm will assist the Debtor in preparing monthly accountings and bookkeeping. The firm will be paid at the rate of $160 per hour. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Kari Mitchell, a partner at Kari Mitchell Accounting, P.C., disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Kari Mitchell Kari Mitchell Accounting, P.C. 605 High Street Oregon City, OR 97045 Tel: (503) 722-8818 About Willamette Valley Hops, LLC Willamette Valley Hops, LLC is a family owned and operated premium hop product distributor, established in 2008 and located in the heart of the Willamette Valley. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Ore. Case No. 24-60110) on January 19, 2024. In the petition signed by Paul Stevens, managing member, the Debtor disclosed up to $50 million in both assets and liabilities. Judge Peter C. Mckittrick oversees the case. Ted A. Troutman, Esq., at Troutman Law Firm, PC, represents the Debtor as legal counsel. WYNN RESORTS: The Vanguard Group Holds 9.62% Stake -------------------------------------------------- The Vanguard Group disclosed in a Schedule 13G/A Report filed with the U.S. Securities and Exchange Commission that as of December 29, 2023, it beneficially owned 10,862,024 shares of Wynn Resorts, Limited's Common Stock, representing 9.62% of the shares outstanding. A full-text copy of the Report is available at http://tinyurl.com/2ss83x86 About Wynn Resorts Ltd. Headquartered in Las Vegas, Nevada, Wynn Resorts, Limited owns and operates hotels and casino resorts. As of Sept. 30, 2023, Wynn Resorts has $13.34 billion in total assets and $15.05 billion in total liabilities. Egan-Jones Ratings Company on September 19, 2023, maintained its 'CCC+' foreign currency and local currency senior unsecured ratings on debt issued by Wynn Resorts, Limited. ZOE CLEANING: Hires Hester Baker Krebs LLC as Counsel ----------------------------------------------------- Zoe Cleaning Services, Inc. seeks approval from the U.S. Bankruptcy Court for the Southern District of Indiana to employ Hester Baker Krebs LLC as counsel. The firm will provide these services: a. give the Debtor legal advice with respect to its powers and duties as debtor-in-possession and management of his property; b. take necessary action to avoid the attachment of any lien against the Debtor's property threatened by secured creditors holding liens; c. prepare on behalf of the Debtor as debtor-in-possession necessary petitions, answers, orders, reports and other legal papers; and d. perform all other legal services for the Debtor as debtor-in-possession which may be necessary herein, inclusive of the preparation of petitions and orders respecting the sale or release of equipment not found to be necessary in the management of its property, to file petitions and order for the borrowing funds; and it is necessary for the Debtor as debtor-in-possession to employ counsel for such professional services. The firm received from the Debtor an initial retainer in the amount of $10,000. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Jeffrey Hester, Esq., an attorney at Hester Baker Krebs, disclosed in a court filing that his firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Jeffrey M. Hester, Esq. HESTER BAKER KREBS LLC One Indiana Sq. Suite 1330 Indianapolis IN 46204 Tel: (317) 833-3030 Email: jhester@hnkfirm.com About Zoe Cleaning Services, Inc. Zoe Cleaning Services, Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Ind. Case No. 24-00507) on February 5, 2024, with $100,001 to $500,000 in assets and $1 million to $10 million in liabilities. Judge Jeffrey J. Graham oversees the case. David R. Krebs, Esq., at Hester Baker Krebs, LLC represents the Debtor as legal counsel. ********* 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 2024. All rights reserved. ISSN: 1520-9474. 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