/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/240319.mbx T R O U B L E D C O M P A N Y R E P O R T E R Tuesday, March 19, 2024, Vol. 28, No. 78 Headlines 1415 GARVEY: Taps Law Firm of Robert M. Yaspan as Counsel 3BM GROUP: Seeks to Hire Eric A. Liepins as Legal Counsel 540 WEST: Seeks to Extend Plan Exclusivity to May 26 7111 SEPULVEDA: Taps Law Firm of Robert M. Yaspan as Counsel ACCONCI STUDIO: Seeks to Hire Pick & Zabicki as Bankruptcy Counsel ACTION FACE: Hires Levene Neale Bender as Bankruptcy Counsel AEMETIS INC: Delays Filing of 2023 Annual Report AEROFABB LLC: Bankruptcy Administrator Unable to Appoint Committee AGILE THERAPEUTICS: Completes Pay-off of Perceptive Debt AGUILA INVESTMENTS: Seeks to Hire Buddy D. Ford, PA as Counsel AINOS INC: Ainos KY Reports 50.84% Equity Stake as of March 7 AIR TRANSPORT: S&P Alters Outlook to Negative, Affirms 'BB+' ICR ALASKA AIR: Egan-Jones Retains B+ Unsecured Ratings ALPHAONE EXTERIORS: Hires Coolidge Wall as Bankruptcy Counsel ALPINE SUMMIT: Fine-Tunes Proposed Liquidating Plan AMERICAN ROCK: S&P Downgrades ICR to 'CCC+', Outlook Negative ANNE FONTAINE: Taps Retail Consulting Services as Consultant ANNE FONTAINE: Taps Retail Consulting Services as Consultant ASBURY AUTOMOTIVE: Fitch Affirms 'BB' LongTerm IDR, Outlook Stable ASHFORD HOSPITALITY: Completes Sale of Salt Lake Residence Inn AZZ INC: Fitch Assigns 'BB-' First-Time LongTerm IR, Outlook Stable BLACK FORREST: Ordered to File Plan & Disclosures by May 15 BLACK PEARL: Seeks to Hire Black Pearl Management Group BLACK PEARL: Seeks to Hire Oliver & Cheek PLLC as Legal Counsel BLADIMIR MECHANIC: Seeks to Hire Tax Workout Group as Attorney BLINK CHARGING: Incurs $19.7 Million Net Loss in Fourth Quarter BOEING CO: Egan-Jones Retains B+ Unsecured Ratings BOWFLEX INC: Seeks to Hire Epiq as Claims and Noticing Agent BOXER RAMEN: Seeks to Hire Sussman Shank as Bankruptcy Counsel BURGESS BIOPOWER: $28K Unsecured Claims to Recover 100% in Plan CANO HEALTH: Holds 17.2% of MSP's Class A Shares as of March 7 CAPITAL G: Unsecureds Get Share of Proceeds of Sale of Property CAPROCK MILLING: Seeks to Extend Plan Exclusivity to June 2 CARNIVAL PLC: EUR751.5MM Bank Debt Trades at 32% Discount CARNIVAL PLC: EUR755.5MM Bank Debt Trades at 32% Discount CERTARA HOLDCO: S&P Upgrades ICR to 'BB-', Outlook Stable CLEAN AIR: Plan Exclusivity Period Extended to April 1 COMMSCOPE HOLDING: Declares Dividend on Series A Preferred Shares CONAIR HOLDINGS: S&P Alters Outlook to Stable, Affirms 'B-' ICR CORENERGY INFRASTRUCTURE: Court Denies Bid to Appoint Equity Panel CUENTAS INC: Sells Brooksville Real Estate for $7.2 Million CURRENT ENERGY: Lorber Greenfield & Polito as Construction Counsel CYPRUS MINES: Shafequllah Syed Appointed to Tort Committee DON'S BAREFOOT: Seeks to Hire DeMarco Mitchell PLLC as Counsel EDGEMONT FARMS: Seeks to Hire Hunter Prestige Properties as Broker ENCORE CAPITAL: Fitch Assigns BB+(EXP) Rating on Sr. Secured Notes EVOKE PHARMA: Bleichroeder Entities Report 9.99% Equity Stakes EVOKE PHARMA: Incurs $7.8 Million Net Loss in 2023 FRANCISCAN FRIARS: Committee Taps Berkeley as Financial Advisor FREE SPEECH: Seeks to Tap O'ConnorWechsler as Bankruptcy Counsel FRESH TRACKS: Ernst & Young Raises Going Concern Doubt FUEL DOCTOR: Incurs $778K Net Loss in 2023 FULLER AND FULLER: Joseph Kershaw Spong Named Subchapter V Trustee G&G XPRESS: Hires Robert C. Newark III as Bankruptcy Counsel GNC HOLDINGS: $184.3MM Bank Debt Trades at 20% Discount GREENBRIER COMPANIES: Egan-Jones Retains BB- Unsecured Ratings HCA HEALTHCARE: Egan-Jones Retains BB+ Unsecured Ratings HCA INC: Egan-Jones Retains BB+ Unsecured Ratings HDT GLOBAL: $280MM Bank Debt Trades at 42% Discount HEARTLAND HOME: Bankr. Administrator Unable to Appoint Committee HERO'S HEATING: Jennifer Bennington Named Subchapter V Trustee HERO'S HEATING: Seeks to Hire Everett Gaskins as Legal Counsel HIGHWAY STAR: Richard Furtek Named Subchapter V Trustee HOLLIE RAY: Timothy Stone of Newpoint Named Subchapter V Trustee HUACANA ENTERTAINMENT: Walter Dahl Named Subchapter V Trustee HVP FOODS: Seeks to Tap Juan C. Bigas Law Office as Legal Counsel INNESA HACKING: Geron Yann Named Subchapter V Trustee INSTA MOBILITY: Jerrett McConnell Named Subchapter V Trustee IQ DENTAL: Committee Taps Fox Rothschild as Bankruptcy Counsel JAZI KAT: Seeks Approval to Tap Kahn & Ahart as Bankruptcy Counsel JAZI KAT: Seeks to Tap Berkshire Hathaway as Real Estate Broker JOANN INC: Case Summary & 30 Largest Unsecured Creditors KARBEN4 BREWING: Hires Chris Farmand & Company as Accountant KB HOME: Egan-Jones Retains BB Unsecured Ratings KOPIN CORP: Incurs $19.75 Million Net Loss in 2023 LANDMARK COMMERCIAL: Plan Exclusivity Period Extended to March 29 LAUSHAUN ROBINSON: Paul Driscoll Named Subchapter V Trustee LI-CYCLE HOLDINGS: Reports $138 Million Net Loss in FY 2023 LIFESCAN GLOBAL: $1.01BB Bank Debt Trades at 36% Discount LITTLE ROCK: Seeks to Hire DeMarco Mitchell PLLC as Counsel LIVINGSTON TOWNSHIP: Plan Exclusivity Period Extended to May 6 LUXURY FLUSH: Case Summary & 10 Unsecured Creditors MARJALINAT INC: Case Summary & Eight Unsecured Creditors MCMULLEN CONSTRUCTION: Hires Rank & Karnes Law as Legal Counsel MOJITO CLUB: Voluntary Chapter 11 Case Summary MY CITY BUILDERS: Reports $1.02 Million Net Loss in Second Quarter NANOSTRING TECHNOLOGIES: Taps Bird & Bird as Foreign Counsel NAUTILUS POWER: $486MM Bank Debt Trades at 15% Discount NEW CENTURY: Seeks to Hire EmergeLaw PLC as Bankruptcy Counsel NEW CHICAGO COMMUNITY: James Bailey Named Subchapter V Trustee ODESSA'S FOSTER: James Bailey Named Subchapter V Trustee OIL DADDY: Seeks to Hire Baker & Associates as Bankruptcy Counsel OIL STATES: Egan-Jones Hikes Unsecured Debt Ratings to 'B-' OMNIQ CORP: To Deploy Fintech Solution at Tel-Aviv Airport OVERSEAS SHIPHOLDING: Egan-Jones Retains B- Unsecured Ratings PHUNWARE INC: Settles Litigation With Former Counsel WSGR PROMETHEUS INNOVATION: Taps Murphy Business Sales as Broker RACKSPACE TECHNOLOGY: Incurs $837.8 Million Net Loss in 2023 RACKSPACE TECHNOLOGY: Launches Exchange Offer for 3.50% Notes RADIO FREE: Seeks to Hire Morrison-Tenenbaum PLLC as Counsel RALEIGH TBC: Bankruptcy Administrator Unable to Appoint Committee REPMGMT INC: Unsecureds Will Get 9.9% of Claims in Plan RGV PUMP: Unsecureds Will Get 5.57% of Claims over 5 Years RJQ COMPANIES: Lisa Holder Named Subchapter V Trustee RLB FOOD: Mark Hall of Fox Rothschild Named Subchapter V Trustee ROCHESTER HOLDING: Hires Brannen Firm as Bankruptcy Counsel RODNEY D. WELCH: Thomas Willson Named Subchapter V Trustee RYERSON HOLDING: Fitch Affirms 'BB' LongTerm IDR, Outlook Stable SAND RIDGE: Hires Continental Placer as Valuation Consultant SCF LLC: Plan Exclusivity Period Extended to May 21 SIENTRA INC: Seeks to Hire Epiq as Administrative Advisor SIENTRA INC: Seeks to Hire Kirkland & Ellis as Bankruptcy Counsel SIENTRA INC: Seeks to Hire Miller Buckfire as Investment Banker SIENTRA INC: Taps Berkeley Research Group as Financial Advisor SIENTRA INC: Taps Pachulski Stang Ziehl & Jones as Legal Counsel SINCLAIR TELEVISION: $740MM Bank Debt Trades at 16% Discount SINCLAIR TELEVISION: $750MM Bank Debt Trades at 17% Discount SMOG HACKING: Geron Yann Named Subchapter V Trustee SOLFIRE CONTRACT: Case Summary & 19 Unsecured Creditors SOLIGENIX INC: Cherry Bekaert Raises Going Concern Doubt STG LOGISTICS: $750MM Bank Debt Trades at 37% Discount TENNESSEE VASCULAR: Taps Bradley Arant Boult as Bankruptcy Counsel TERRASCEND CORP: MNP LLP Raises Going Concern Doubt TGP HOLDINGS III: $50MM Bank Debt Trades at 16% Discount TJC SPARTECH: $345MM Bank Debt Trades at 16% Discount TOE SERVICE: Geron Yann Named Subchapter V Trustee TOTAL AUTO: Trustee Hires KapilaMukamal LLP as Tax Accountant TOTAL AUTO: Trustee Taps JW Infinity as Financial Advisor UROGEN PHARMA: PwC Raises Going Concern Doubt VENICE HOSPITALITY: Seeks to Hire Sheehan and Ramsey as Counsel VERTEX ENERGY: S&P Downgrades ICR to 'B-' on Weak Performance VHB FOODS: Seeks to Tap Juan C. Bigas Law Office as Legal Counsel VIASAT INC: The Vanguard Group Holds 10.02% Stake as of Feb. 29 VIEMED INC: $30MM Bank Debt Trades at 15% Discount VITRO BIOPHARMA: Losses Raise Going Concern Doubt WALTER'S TRANSPORT: Taps Michael Hardwick Law as Legal Counsel WHITE RIVER: Losses Raise Going Concern Doubt WIDEOPENWEST FINANCE: $730MM Bank Debt Trades at 16% Discount WOPIRB LLC: Seeks Approval to Hire RCB Investment as Consultant YELLOW CORP: Plan Exclusivity Period Extended to June 3 [^] Large Companies with Insolvent Balance Sheet ********* 1415 GARVEY: Taps Law Firm of Robert M. Yaspan as Counsel --------------------------------------------------------- 1415 Garvey LLC seeks approval from the U.S. Bankruptcy Court for the Central District of California to hire the Law Firm of Robert M. Yaspan to serve as legal counsel in its Chapter 11 case. The firm's services include: (a) negotiating with creditors of the Debtor; (b) assisting the Debtor in the negotiations, confirmation and implementation of its plan of reorganization under Chapter 11; (c) preparing the Debtor's schedule of current income and current expenses, statement of financial affairs, statement of all liabilities, and statement of all property. (d) preparing pleadings, attending court hearings, and working with the various parties interested in the case; (e) giving the Debtor legal advice with respect to its powers and duties in the continued operation of the management of its property; (f) preparing reports and legal papers; and (g) performing all other necessary legal services for the Debtor except those that normally require the attention of special counsel. The firm's hourly rates are as follows: Robert M. Yaspan, Esq. $595 Attorneys $470 Paralegals and Staff $110 - $240 The firm received a retainer in the amount of $7,000. Robert Yaspan, Esq., the firm's attorney who will be providing the services, disclosed in a court filing that he is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Robert M. Yaspan, Esq. Law Offices of Robert M. Yaspan 21700 Oxnard Street, Suite 1750 Woodland Hills, CA 91367 Tel: (818) 905-7711 Fax: (818) 501-7711 Email: ryaspan@yaspanlaw.com About 1415 Garvey LLC 1415 Garvey is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101 (51B)). The Debtor is the fee simple owner of a real property located at 1415 Garvey, West Covina, CA valued at $4 million. 1415 Garvey LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 24-10870) on February 5, 2024, listing $4,000,000 in assets and $12,624,735 in liabilities. The petition was signed by Ilan Kenig, authorized signer for Managing Member FMB Consulting LLC. Robert M Yaspan, Esq. at the Law Offices Of Robert M Yaspan represents the Debtor as counsel. 3BM GROUP: Seeks to Hire Eric A. Liepins as Legal Counsel --------------------------------------------------------- 3BM Group Holdings, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas to hire to employ Eric A. Liepins, P.C. as counsel. The Debtor requires legal assistance for the purpose of orderly liquidating the assets, reorganizing the claims of the estate, and determining the validity of claims asserted in the estate. The firm will be paid at these rates: Eric A. Liepins $275 per hour Paralegals and Legal Assistants $30 to $50 per hour In addition, the firm will seek reimbursement for expenses incurred. The firm has been paid a retainer of $5,000 plus filing fee. Mr. Liepins, the sole shareholder of the firm, 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: Eric A. Liepins, Esq. ERIC A. LIEPINS, PC 12770 Coit Road, Suite 850 Dallas, TX 75251 Tel: (972) 991-5591 Fax: (972) 991-5788 Email: eric@ealpc.com About 3BM Group Holdings, LLC 3BM Group Holdings, LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No. 24-30666) on March 5, 2024, listing $500,001 to $1 million in assets and $100,001 to $500,000 in liabilities. Eric A. Liepins, Esq. at Eric A. Liepins, P.C. represents the Debtor as counsel. 540 WEST: Seeks to Extend Plan Exclusivity to May 26 ---------------------------------------------------- 540 West 21ST Street Holdings LLC, asked the U.S. Bankruptcy Court for the District of Delaware to extend its exclusivity period to file a chapter 11 plan of reorganization and obtain acceptance thereof to May 26 and July 25, 2024, respectively. The Debtor explains that it has been operating under the protection of chapter 11 for approximately six, and during this period of time has made significant and material progress in administering this Chapter 11 Case. The extension requested in this Motion will provide the Debtor and its advisors the opportunity to negotiate, confirm and implement the terms of a chapter 11 plan for the distribution of assets to creditors. The Debtor believes that the requested extensions of the Exclusive Periods will afford the key parties-in-interest time to finalize a potential plan in advance of the proposed extended Exclusive Periods. Accordingly, the Debtor submits that this factor weighs in favor of the requested extension of the Exclusive Periods. Importantly, the Debtor is not seeking an extension to delay administration of this Chapter 11 Case or to exert pressure on its creditors, but rather to resolve issues related to any potential plan, facilitate the review of claims, and continue the orderly, efficient, and cost-effective chapter 11 process. Accordingly, the Debtor believes that the requested further extension is warranted and appropriate under the circumstances. In addition, termination of the Exclusive Periods would adversely impact the Debtor's progress in this Chapter 11 Case. Simply put, if the requested extensions are denied, upon expiration of the Exclusive Periods, any party-in-interest would be free to propose a plan for the Debtor and solicit acceptances thereof. Such a ruling could foster chaos, significantly delay the Chapter 11 Case, and impair the Debtor's ability to propose a plan successfully, without any corresponding benefit to the Debtor's estate and creditors. 540 West 21ST Street Holdings LLC is represented by: William E. Chipman, Jr., Esq. CHIPMAN BROWN CICERO & COLE LLP Hercules Plaza 1313 North Market Street, Suite 5400 Wilmington, DE 19801 Tel: (302) 295-0193 E-mail: Chipman@ChipmanBrown.com About 540 West 540 West 21st Street Holdings LLC is headquartered in New York, NY and is a real estate holding company formed specifically to facilitate the financing and construction of a mixed-use development at the Property. 540 West sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del Lead Case No. 23-11053) on Aug. 2, 2023. In the petition signed by Noam Teltch as authorized signatory, the Debtor disclosed up to $95,842,716 in assets and $256,664,374 in liabilities. Hon. Mary F. Walrath oversees the case. The Debtors tapped Bryan Cave Leighton Paisner LLP as lead counsel, Chipman Brown Cicero & Cole, LLP as Delaware counsel, Tomer Jacob as chief restructuring officer, and Bankruptcy Management Solutions, Inc. dba Stretto as claims agent. 7111 SEPULVEDA: Taps Law Firm of Robert M. Yaspan as Counsel ------------------------------------------------------------ 7111 Sepulveda LLC seeks approval from the U.S. Bankruptcy Court for the Central District of California to employ the Law Firm of Robert M. Yaspan to serve as legal counsel in its Chapter 11 case. The firm's services include: (a) negotiating with creditors of the Debtor; (b) assisting the Debtor in the negotiations, confirmation and implementation of its plan of reorganization under Chapter 11; (c) preparing the Debtor's schedule of current income and current expenses, statement of financial affairs, statement of all liabilities, and statement of all property. (d) preparing pleadings, attending court hearings, and working with the various parties interested in the case; (e) giving the Debtor legal advice with respect to its powers and duties in the continued operation of the management of its property; (f) preparing reports and legal papers; and (g) performing all other necessary legal services for the Debtor except those that normally require the attention of special counsel. The firm's hourly rates are as follows: Robert M. Yaspan, Esq. $595 Attorneys $470 Paralegals and Staff $110 - $240 The firm received a retainer in the amount of $7,000. Robert Yaspan, Esq., the firm's attorney who will be providing the services, disclosed in a court filing that he is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Robert M. Yaspan, Esq. Law Offices of Robert M. Yaspan 21700 Oxnard Street, Suite 1750 Woodland Hills, CA 91367 Tel: (818) 905-7711 Fax: (818) 501-7711 Email: ryaspan@yaspanlaw.com About 7111 Sepulveda LLC 7111 Sepulveda LLC in Los Angeles, CA, filed its voluntary petition for Chapter 11 protection (Bankr. C.D. Cal. Case No. 23-17634) on November 17, 2023, listing $1 million to $10 million in assets and $10 million to $50 million in liabilities. Ilan Kenig as authorized signer for Managing Member FMB Consulting, LLC, signed the petition. Judge Neil W. Bason oversees the case. URE LAW FIRM serve as the Debtor's legal counsel. ACCONCI STUDIO: Seeks to Hire Pick & Zabicki as Bankruptcy Counsel ------------------------------------------------------------------ Acconci Studio Inc. seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to hire Pick & Zabicki LLP as its counsel. The Debtor requires legal counsel to: (a) give advice with respect to the powers and duties of the Debtor under the Bankruptcy Code; (b) assist and advise the Debtor in the preparation of its financial statements, schedules of assets and liabilities, statement of financial affairs and other reports and documentation required pursuant to the Bankruptcy Code and the Bankruptcy Rules; (c) represent the Debtor at all hearings and other proceedings relating to its affairs as a Chapter 11 Debtor; (d) prosecute and defend litigated matters that may arise during this Chapter 11 case; (e) assist the Debtor in the formulation and negotiation of a plan of reorganization and all related transactions; (f) assist the Debtor in analyzing the claims of creditors and in negotiating with such creditors; (g) prepare all necessary legal papers; and (h) perform such other necessary legal services. The hourly rates of the firm's counsel and staff are as follows: Partners $435 - $515 Associates $300 Paraprofessionals $125 In addition, the firm will seek reimbursement for expenses incurred. Prior to the petition date, the firm received a retainer of $25,000 and a $2,000 advance for expenses and filing fees. Douglas Pick, Esq., a member of Pick & Zabicki, 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: Douglas Pick, Esq. Pick & Zabicki LLP 369 Lexington Avenue 12th Floor New York, NY 10017 Telephone: (212) 695-6000 Email: dpick@picklaw.net About Acconci Studio Acconci Studio Inc., a company in Brooklyn, N.Y., filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. E.D. N.Y. Case No. 24-40494) on January 31, 2024, with $500,000 to $1 million in assets and $1 million to $10 million in liabilities. Maria Acconci, president, signed the petition. Judge Jil Mazer-Marino oversees the case. Douglas Pick, Esq., at Pick & Zabicki, LLP represents the Debtor as legal counsel. ACTION FACE: Hires Levene Neale Bender as Bankruptcy Counsel ------------------------------------------------------------ Action Face, Inc. seeks approval from the U.S. Bankruptcy Court for the Central District of California to employ Levene, Neale, Bender, Yoo & Golubchik L.L.P. as its bankruptcy counsel. The firm will render these services: a. advising the Debtors with regard to the requirements of the Bankruptcy Court, Bankruptcy Code, Bankruptcy Rules and the Office of the United States Trustee ("OUST") as they pertain to the New Windsor Debtors' bankruptcy estates; b. advising the New Windsor Debtors with regard to certain rights and remedies of the New Windsor Debtors' bankruptcy estates and the rights, claims and interests of creditors; c. representing the New Windsor Debtors in any proceeding or hearing in the Bankruptcy Court involving the New Windsor Debtors' bankruptcy estates unless the New Windsor Debtors are represented in such proceeding or hearing by other special counsel; d. conducting examinations of witnesses, claimants or adverse parties and representing the New Windsor Debtors in any adversary proceeding except to the extent that any such adversary proceeding is in an area outside of the firm's expertise or which is beyond the firm's staffing capabilities; e. preparing and assisting the New Windsor Debtors in the preparation of reports, applications, pleadings and orders including, but not limited to, applications to employ professionals, pleadings with respect to the use, sale or lease of property outside the ordinary course of business, objections to claims, settlements and other matters relating to the New Windsor Debtors' bankruptcy cases; f. representing the New Windsor Debtors with regard to negotiating, documenting, seeking Bankruptcy Court approval of, implementing and enforcing any transactions outside the ordinary course of business; g. assisting the New Windsor Debtors in any asset recovery, sale or liquidation process; h. assisting the New Windsor Debtors in the negotiation, formulation, preparation and confirmation of a plan of reorganization or liquidation and the preparation and approval of a disclosure statement in respect of the plan; i. investigating, evaluating, and prosecuting objections to claims as may be appropriate; and j. performing any other services which may be appropriate in the firm's representation of the New Windsor Debtors during their bankruptcy cases. The firm will be paid at these rates: Attorneys $495 to $725 per hour Paraprofessionals $300 per hour During the one-year period prior to the Petition Date, the Debtors each paid the total sum of $50,000 to the firm plus chapter 11 filing fees of $1,738. Juliet Oh, Esq., a partner at Levene, 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: Ron Bender, Esq. Monica Y. Kim, Esq. Juliet Y. Oh, Esq. Robert M. Carrasco, Esq. Levene, Neale, Bender, Yoo & Golubchik, LLP 2818 La Cienega Avenue Los Angeles, CA 90034 Tel: (310) 229-1234 Fax: (310) 229-1244 Email: rb@lnbyg.com myk@lnbyg.com jyo@lnbyg.com rmc@lnbyg.com About Action Face, Inc. Action Face is a developer of customized selfie action figures and avatar videos starring the user, intended to capture memorable events in life. Action Face, Inc. filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 24-10180) on February 5, 2024, listing $100,000 to $500,000 in assets and $1 million to $10 million in liabilities. The petition was signed by Kenneth Davis as chief executive officer. Ron Bender, Esq. at LEVENE, NEALE, BENDER, YOO & GOLUBCHIK L.L.P. represents the Debtor as counsel. AEMETIS INC: Delays Filing of 2023 Annual Report ------------------------------------------------ Aemetis, Inc. filed a Form 12b-25 with the Securities and Exchange Commission regarding the delay in the filing of its Annual Report on Form 10-K for the year ended Dec. 31, 2023. The Company implemented a new Enterprise Resource Planning ("ERP") system during the second half of 2023. In connection with the new ERP system, The Company has established new procedures for testing its internal controls over financial reporting and requires additional time to complete the testing and associated assessment of results that are necessary to provide the report of the evaluation that is required in Part II, Item 9A of Form 10-K. About Aemetis Inc. 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, Aemetis 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 twelve 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, according to the Company's Quarterly Report for the period ended Sept. 30, 2023. AEROFABB LLC: Bankruptcy Administrator Unable to Appoint Committee ------------------------------------------------------------------ The U.S. Bankruptcy Administrator for the Eastern District of North Carolina disclosed in a filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of aerofabb LLC. About aerofabb LLC aerofabb, LLC sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.C. Case No. 24-00381) on Feb. 6, 2024, with $100,001 to $500,000 in both assets and liabilities. Judge Joseph N. Callaway oversees the case. William P. Janvier, Esq., at Stevens Martin Vaughn & Tadych, PLLC repreents the Debtor as legal counsel. AGILE THERAPEUTICS: Completes Pay-off of Perceptive Debt -------------------------------------------------------- Agile Therapeutics, Inc. announced that it has paid-off the remainder of its debt facility with Perceptive Advisors. This significant milestone completes the repayment schedule contemplated by the Loan Agreement between the Company and Perceptive, which originated in 2020 and ended as of March 11, 2024. The Company remains focused on growing Twirla and advancing the Company's business plan. "Eliminating the entirety of our debt with Perceptive is a pivotal moment for us, signaling our readiness to embrace new opportunities while continuing to execute our business plan and grow Twirla," said Agile Chief Executive Officer and Chairperson Al Altomari. "We believe this step will provide us with more flexibility on our balance sheet as we move forward." Altomari continued, "We'd like to thank our partners at Perceptive, who worked professionally, collaboratively and constructively with us to achieve this milestone during a challenging market environment for biotechnology." 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. AGUILA INVESTMENTS: Seeks to Hire Buddy D. Ford, PA as Counsel -------------------------------------------------------------- Aguila Investments, LLC seeks approval from the U.S. Bankruptcy Court for the Middle District of Florida to employ Buddy D. Ford, P. A. as its counsel. The Debtor requires legal counsel to: a. analyze the financial situation, and rendering advice and assistance to the Debtor in determining whether to file a petition under Title 11, United States Code; b. advise the Debtor with regard to the powers and duties of the debtor and as Debtor-in-Possession in the continued operation of the business and management of the property of the estate; c. prepare and file of the petition, schedules of assets and liabilities, statement of affairs, and other documents required by the Court; d. represent the Debtor at the Section 341 Creditors' meeting; e. advice with respect to its powers and duties as Debtor and as Debtor-in-Possession in the continued operation of its business and management of its property; if appropriate; f. advise the Debtor with respect to its responsibilities in complying with the United States Trustee's Operating Guidelines and Reporting Requirements and with the rules of the court; g. prepare necessary motions, pleadings, applications, answers, orders, complaints, and other legal papers and appear at hearings thereon; h. protect the interest of the Debtor in all matters pending before the court; i. represent the Debtor in negotiation with its creditors in the preparation of the Chapter 11 Plan; and j. perform all other legal services for Debtor as Debtor-in-Possession which may be necessary, and it is necessary for Debtor as Debtor-in-Possession to employ this attorney for such professional services. The firm will be paid at these rates: Buddy D. Ford, Esq. $450 per hour Attorneys $450 per hour Senior Associate Attorneys $400 per hour Junior Associate Attorneys $350 per hour Senior paralegal $150 per hour Junior paralegal $100 per hour In addition, the firm will receive reimbursement for out-of-pocket expenses incurred. The Debtor paid the firm a retainer of $2,000. Buddy D. Ford, Esq., a partner at Buddy D. Ford, P.A., 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: Buddy D. Ford, Esq. Jonathan A. Semach, Esq. Heather M. Reel, Esq. BUDDY D. FORD, P.A. 9301 West Hillsborough Avenue Tampa, FL 33615-3008 Telephone: (813) 877-4669 Email: Buddy@tampaesq.com Jonathan@tampaesq.com Heather@tampaesq.com About Aguila Investments Aguila Investments owns Aguila Sandwich Shop, a Tampa restaurant specializing in Cuban sandwich. Aguila Investments, LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-01126) on March 4, 2024, listing $1,471,406 in assets and $716,242 in liabilities. The petition was signed by Alexander Rodriguez Martin as manager. Judge Catherine Peek Mcewen presides over the case. Buddy D. Ford, Esq. at BUDDY D. FORD, P.A. represents the Debtor as counsel. AINOS INC: Ainos KY Reports 50.84% Equity Stake as of March 7 ------------------------------------------------------------- In a Schedule 13D/A report filed with the U.S. Securities and Exchange Commission, Ainos, Inc., a Cayman Islands corporation ("Ainos KY"), disclosed that as of March 7, 2024, it beneficially owned 3,027,487 shares of common stock of Ainos, Inc., a Texas corporation, representing 50.84% of the shares outstanding. The aggregate amount of shares represents beneficial ownership of 3,027,487 Common Shares, $0.01 par value, of Ainos, Inc., consisting of the following: (i) 2,456,319 shares owned directly by Ainos KY; (ii) 482,168 shares pursuant to a Voting Agreement dated January 26, 2024, by and among the Issuer, Ainos Inc., and Chun-Hsien Tsai, Ting Chuan Lee, Chun-Jung Tsai, and Chung-Yi Tsai; and (iii) 89,000 shares of common stock pursuant to a Voting Agreement dated March 7, 2024 with Chih-Heng Lu. The percentage is calculated based on 5,954,317 Common Shares outstanding as of March 7, 2024, as stated in the Issuer's Form 10-K filed with the Securities and Exchange Commission on March 8, 2024. A full-text copy of the Report is available at https://tinyurl.com/5n8ya48k About Ainos Ainos, Inc. (www.ainos.com), formerly known as Amarillo Biosciences, Inc., is a diversified healthcare company focused on the development of novel point-of-care testing (the "POCT"), therapeutics based on very low-dose interferon alpha (the "VELDONA"), and synthetic RNA-driven preventative medicine. The Company's product pipeline includes commercial-stage VELDONA Pet cytoprotein supplements, clinical-stage VELDONA human therapeutics and telehealth-friendly POCTs powered by the AI Nose technology platform. Diamond Bar, California-based KCCW Accountancy Corp., the Company's auditor since 2023, issued a "going concern" qualification in its report dated March 8, 2024, citing that the Company has incurred recurring losses and recurring negative cash flow from operating activities, and has an accumulated deficit which raises substantial doubt about its ability to continue as a going concern. AIR TRANSPORT: S&P Alters Outlook to Negative, Affirms 'BB+' ICR ---------------------------------------------------------------- S&P Global Ratings revised its outlook on Air Transport Services Group Inc. to negative and affirmed the 'BB+' issuer rating. The negative outlook reflects S&P's view that it could downgrade the company over the next year if S&P expects EBIT interest coverage at or below 1.7x or debt to capital to exceed 60% on a sustained basis. S&P said, "We expect weaker demand conditions to impair ATSG's operating performance over the next year. ATSG's performance in the second half of 2023 was hurt by the return of ten Boeing 767-200 aircraft that were previously on leases, weaker demand for new lease deployments (particularly with the international customers), as well as weaker revenues in the aircraft, crew, maintenance, and insurance (ACMI) segment due in large part to lower passenger flying for the U.S. DoD. In addition to the lower revenues, the company's profitability took a toll from higher costs associated with labor and maintenance, a less favorable revenue mix, and higher depreciation associated with the larger asset base. "We expect leasing revenues to further decline in 2024 amid the uncertain demand environment for new leases, additional expected lease returns, and lower expected power-by-cycle engine revenues (which were associated with operating the 767-200 aircraft). We also forecast somewhat lower ACMI revenues as the company expects to operate lower block hours on its passenger operations (due to a decrease in flying for the military) and the cargo side (due to less expected flying on the 767-200s). "As a result, we forecast revenues to decline low-single-digit percent in 2024 (after a modest 1% growth in 2023). Additionally, while the company has increased its focus on cost optimization, we expect the company's operating margins to continue experiencing pressure from higher depreciation and other expenses. "We expect capital spending levels through 2025 to be lower than 2023 levels. In 2023, particularly in the first half, ATSG continued to expand its fleet in anticipation of strong leasing demand. As a result, capex was about $800 million in 2023, which was financed through operating cash and incremental debt. As the demand environment weakened through the year, the company focused on scaling back its growth plans. As a result, we now expect capex in 2024 of $410 million, about $200 million lower than previously planned for the year. Additionally, if weaker demand conditions persist through 2024, we expect the company to further scale back its capex plans for 2025. Therefore, we forecast capex of $300 million-$400 million in 2025. "We forecast credit metrics to weaken somewhat in 2024 before improving modestly into 2025.In addition to its weaker operating performance, we expect credit metrics in 2024 to be affected by elevated interest expenses amid the high interest rate environment and the higher debt levels. ATSG's revolver, the largest component of its capital structure, is variable rate (ATSG only partially hedges its interest-rate exposure). "As of December 2023, ATSG's leverage (defined as debt to company-adjusted EBITDA) was somewhat above its target of 3x due to the higher debt levels and weaker operating performance. Therefore, we expect the company to utilize any free cash generated through lower capex toward repaying debt and lowering its leverage back in line or below its target levels. As a result, we expect credit metrics to improve somewhat in 2025, with support from lower debt and interest expense, as well as a modest improvement in operating performance as demand conditions normalize somewhat. "We currently forecast EBIT interest coverage to decline to 1.5x-2x in 2024 (compared with 2.4x in 2023), improving closer to around 2x in 2025. We forecast funds from operations (FFO) to debt to remain 25%-30% (compared with 28.4% in 2023), and debt to capital to remain 50%-60% (compared with 56.4% in 2023) through 2025. "The negative outlook reflects our view that ATSG's credit metrics in 2024 will continue facing pressure from weaker operating performance amid unfavorable demand conditions, some lease returns, and higher interest expense. We forecast EBIT interest coverage to decline to 1.5x-2x in 2024 (compared with 2.4x in 2023), improving to around 2x in 2025. We forecast FFO to debt to remain 25%-30% (compared with 28.4% in 2023), and debt to capital to remain 50%-60% (compared with 56.4% in 2023) through 2025. "We could lower our rating on ATSG over the next year if unfavorable demand conditions persist and the company has difficulty retaining or expanding its business with some of its largest customers, causing EBIT interest coverage to remain around or decline below 1.7x, or debt to capital to exceed 60% for a sustained period. This could also occur if the company undertakes a greater level of share repurchases than we currently anticipate. In such a scenario, FFO to debt will also likely approach 23%. "We could revise our outlook on ATSG back to stable over the next year if we expect EBIT interest coverage to improve comfortably above 1.7x while debt to capital remains below 60% and FFO to debt remains above 23% on a sustained basis." This could occur if: -- Operating performance improves with support from stronger demand conditions; and -- The company benefits from lower debt and interest expenses amid lower capex and improved cash generation. Wilmington, Ohio-based ATSG owns and leases cargo aircraft and provides airline operations, ground services, aircraft modification, maintenance, and other support services to delivery companies, airlines, freight forwarders, and the U.S. government. The company's fleet of 134 aircraft (114 owned, 20 leased) as of Dec. 31, 2023, comprises 116 freighters, 14 passenger aircraft, and four combination passenger-freight aircraft. The company is publicly held. The company owns and leases aircraft through its wholly owned subsidiary, Cargo Aircraft Management Inc. (CAM), and provides ACMI, CMI, and charter services through its three airline subsidiaries--ABX Air, Air Transport International, and Omni Air International (combined referred to as the ACMI segment). In November 2018, the company acquired Omni Air, through which it provides full-service passenger charters to the Department of Defense, other government agencies, and commercial customers. -- U.S. real GDP expands 2.4% in 2024 and 1.5% in 2025; -- Revenue declines low-single-digit percent in 2024 amid lower leasing and ACMI revenues. Revenues increase low-single-digit percent in 2025 as the operating environment normalizes somewhat; -- S&P Global Ratings-adjusted EBIT margins remain high-single-digit percent through 2025, similar to 9.6% in 2023; and -- Capital spending totals about $410 million in 2024 and about $300 million-$400 million in 2025. Based on these assumptions, S&P arrives at the following credit measures: -- EBIT interest coverage declines to 1.5x-2x in 2024 (compared with 2.4x in 2023), improving to around 2x in 2025; -- FFO to debt remains 25%-30% (compared with 28.4% in 2023); and -- Debt to capital remains 50%-60% (compared with 56.4% in 2023) through 2025. S&P said, "We assess ATSG's liquidity as strong. We expect the company's liquidity sources to be about 2.0x its uses over the next 12 months and 2.3x over the subsequent 12 months. We also expect that its net sources will remain positive even if EBITDA declines 30%. However, we don't believe that it has a generally high standing in the credit markets." Principal liquidity sources -- Cash and cash equivalents of about $36.4 million as of Dec. 31, 2023; -- $359 million of availability under the company's $1 billion revolving credit facility due 2027 and full availability under the $100 million Irish credit facility due 2027 as of Dec. 31, 2023; and -- Cash FFO of $400 million-$500 million annually for the next two years. Principal liquidity uses -- Debt obligations of $55 million in 2024 and minimal obligations in 2025; -- Annual capital spending of $410 million over the next 12 months and $300 million-$400 million over the following 12 months; and -- Modest working capital outflows in the next 12 months. The company's senior credit agreements (both the U.S. credit agreement and the Irish credit agreement) require it to maintain total debt to EBITDA of less than 4.25x, a secured debt leverage of less than 3.5x, a fixed-charge coverage above 1.25x, and a collateral to outstanding loan above 1.15x. The agreement has no restrictions on dividends the company can pay and the common stock it can repurchase, provided its total debt to EBITDA is under 3.5x (incorporating potential dividends or share repurchases). The company was in compliance with its covenants as of Dec. 31, 2023, and S&P expects it will remain in compliance with its covenants over the next several quarters. ALASKA AIR: Egan-Jones Retains B+ Unsecured Ratings --------------------------------------------------- Egan-Jones Ratings Company, on January 25, 2024, maintained its 'B+' foreign currency and local currency senior unsecured ratings on debt issued by Alaska Air Group, Inc. EJR also withdrews the rating on commercial paper issued by the Company. Headquartered in SeaTac, Washington, Alaska Air Group, Inc. is an airline holding company. ALPHAONE EXTERIORS: Hires Coolidge Wall as Bankruptcy Counsel ------------------------------------------------------------- AlphaOne Exteriors LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Ohio to hire Coolidge Wall Co., L.P.A. as its legal counsel. The Debtor requires legal counsel to: a. give advice with respect to the powers and duties of the Debtor in the continued management and operation of its business; b. attend meeting and negotiate with representatives of creditors and other parties involved in the Debtor's Chapter 11 case; c. take all necessary action to protect and preserve the Debtor's estate, including the prosecution of actions on the Debtor's behalf, the defense of any action commenced against the Debtor, negotiations concerning all litigation in which the Debtor is involved, and objections to claims filed against the estate; d. prepare legal papers; e. prepare a plan of reorganization, disclosure statement and all related documents, and take any necessary action to obtain confirmation of such plan; f. advise the Debtor in connection with any potential sale of assets; g. appear before the bankruptcy court, any appellate courts and the U.S. trustee; h. consult with the Debtor regarding tax matters; and i. perform other necessary legal services in connection with the Debtor's Chapter 11 case. The firm will be paid at these rates: Patricia J. Friesinger, Esq. $380 per hour Attorney $225 to $600 per hour Paralegal $170 to $275 per hour In addition, the firm will receive reimbursement for expenses incurred. The firm received from the Debtor a retainer of $15,000. Patricia Friesinger, Esq., an attorney at Coolidge Wall Co., disclosed in a court filing that her firm is a "disinterested person" as defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Patricia J. Friesinger, Esq. Coolidge Wall Co., L.P.A. 33 West First Street, Suite 600 Dayton, OH 45402 Tel: (937) 223-8177 Fax: (937) 223-6705 Email: friesinger@coollaw.com About AlphaOne Exteriors LLC AlphaOne Exteriors LLC sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Ohio Case No. 24-30371) on March 1, 2024, listing $100,001 to $500,000 in both assets and liabilities. Judge Guy R Humphrey presides over the case. Patricia J Friesinger, Esq. at Coolidge Wall Co., L.P.A. represents the Debtor as counsel. ALPINE SUMMIT: Fine-Tunes Proposed Liquidating Plan --------------------------------------------------- Alpine Summit Energy Partners, Inc., et al.. submitted a First Amended Liquidating Plan. Following the Effective Date, the Debtors' assets will be placed in two liquidating trusts: the GUC Trust and the Lienholder Trust. The Liquidating Trustees will be responsible for taking the necessary and appropriate actions to liquidate the remaining assets of the Debtors' Estates, make Distributions to Holders of Allowed Claims, and to proceed with an orderly, expeditious, and efficient wind-down of the Debtors' Estates in accordance with the terms of the Plan. Under the Plan, Class 6 consists of General Unsecured Claims. Holder of an Allowed General Unsecured Claim will receive its Pro Rata share of the GUC Trust Assets once converted to Cash pursuant to the GUC Trust Waterfall. Class 6 is impaired. "GUC Trust Assets" means (a) the GUC Trust Retained Causes of Action, (b) the Debtors' Contribution, (c) the Debtors' DP Equity Interests (subject to Bank7's liens thereon), (d) the Bank7 Contribution, and (e) any Cash remaining in the Lienholder Trust after the payment in full of all Allowed Claims (other than General Unsecured Claims) pursuant to the Lienholder Trust Waterfall. "GUC Trust Waterfall" means the priority of distributions by the GUC Trustee from the GUC Trust as set forth in Article V.G of this Plan. Article V.G GUC Trust Waterfall Priority of distributions by the GUC Trustee from the GUC Trust shall be pursuant to the following waterfall: 1. To the GUC Trustee and his/her professionals for the reasonable and necessary, documented and out of pocket fees and expenses incurred in connection with the administration of the GUC Trust; and 2. To holders of Allowed General Unsecured Claims. The Plan constitutes a motion for the substantive consolidation of the Debtors and their respective Estates. By this Plan, the Debtors are hereby substantively consolidated pursuant to the fullest extent of the law and shall be treated as one entity for all purposes, including for purposes of voting on the Plan, confirming the Plan, and making Distributions pursuant to the Plan. Accordingly, voting on the Plan shall be conducted and counted on a consolidated basis. As a result of substantive consolidation, on the Effective Date, (a) the assets of the Debtors will be merged and/or treated as if they are merged for the purpose of paying Allowed Claims against the Debtors; (b) any Claim Filed or asserted against any of the Debtors will be deemed a Claim against all of the Debtors (and any duplication of claims arising from both primary operative documents and guaranty and/or other secondary obligations shall be eliminated and all such claims against the Debtors shall be treated as a single claim that eliminates such duplications); (c) all Intercompany Claims and Interests will be eliminated; (d) all transfers, disbursements, and Distributions whenever made will be deemed to be made by the substantively consolidated Debtors; and (e) any obligation of any of the Debtors will be deemed to be an obligation of each of the Debtors. The substantive consolidation under this Plan shall not affect or impair any valid, perfected and unavoidable Lien to which the assets of any Debtors are subject in the absence of substantive consolidation under this Plan; provided, however, that the substantive consolidation shall not cause any such Lien to secure any Claim which such Lien would not otherwise secure absent such substantive consolidation. Holders of Allowed Claims who assert identical Claims against multiple Debtors shall be entitled to only a single satisfaction of such Claims. COUNSEL FOR DEBTORS AND DEBTORS IN POSSESSION: Eric M. English, Esq. M. Shane Johnson, Esq. Megan Young-John, Esq. Michael B. Dearman, Esq. James A. Keefe, Esq. Jordan Stevens, Esq. PORTER HEDGES LLP 1000 Main Street, 36th Floor Houston, TX 77002 Tel: (713) 226-6000 Fax: (713) 226-6248 E-mail: eenglish@porterhedges.com sjohnson@porterhedges.com myoung-john@porterhedges.com mdearman@porterhedges.com jkeefe@porterhedges.com jstevens@porterhedges.com A copy of the Liquidating Plan dated Feb. 21, 2024, is available at https://tinyurl.ph/SfKvn from cases.ra.kroll.com, the claims agent. About Alpine Summit Energy Partners Alpine Summit Energy Partners Inc. and its affiliates develop, own, and operate oil and gas properties in several formations in Texas. Alpine Summit Energy Partners and its affiliates, including HB2 Origination, LLC, sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Texas Lead Case No. 23-90739) on July 5, 2023. In the petition filed by Craig Perry, CEO and Chairman of Board of Directors, Alpine Summit Energy Partners estimated assets up to $50,000 and liabilities between $500,000 and $1 million. Affiliate Ageron Energy II, LLC estimated $100 million to $500 million in assets and $1 million to $10 million in liabilities. Affiliate HB2 Origination, LLC estimated $100 million to $500 million in assets and $50 million to $100 million in liabilities. Judge Marvin Isgur oversees the cases. The Debtors tapped Porter Hedges, LLP as counsel; Houlihan Lokey Capital, Inc. as investment banker; Huron Consulting Services, LLC as financial advisor; and White & Case LLP as special litigation counsel. Kroll Restructuring Administration, LLC is the claims agent. The U.S. Trustee for Region 7 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. The committee tapped Reed Smith, LLP as bankruptcy counsel and Huron Consulting Services, LLC as restructuring advisor. Ryan Bouley of Huron serves as chief restructuring officer. AMERICAN ROCK: S&P Downgrades ICR to 'CCC+', Outlook Negative ------------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating on American Rock Salt LLC to 'CCC+' from 'B-'. At the same time, S&P lowered its issue-level ratings on the first-lien term loan to 'CCC+' from 'B-' and second-lien term loan to 'CCC-' from 'CCC'. The '3' and '6' recovery ratings, respectively, are unchanged. The negative outlook reflects the potential for further liquidity weakness and covenant breach if current business conditions persist longer than expected. American Rock Salt's leverage will remain over 10x in fiscal 2024. This will mark the second straight year of double-digit leverage, after closing fiscal 2023 with debt to EBITDA of 10.2x. Although the company obtained an 11% increase in selling prices due to favorable bidding and pricing results for the 2023/24 winter season, its governmental commitments declined 25% while milder-than-expected winter weather led to further volume declines in the first quarter of 2024. As a result, its rolling 12-month leverage as of Dec 31, 2024, spiked to 15x. While S&P expects some volume recovery in second-quarter 2024, which could lead to some improvement in earnings, leverage could remain well over 10x in fiscal 2024. Volumes could recover significantly in fiscal 2025 based on our assumption of average winter weather and American Rock Salt's ability to win back some lost market share. However, given the pattern of mild winter weather over the past three years and American Rock Salt's current debt levels, S&P believes the company has become increasingly dependent on winter weather that requires more de-icing salt and favorable bidding results to meet its financial obligation. The company's credit metrics have consistently deteriorated over the past four years from 5.2x in 2020 to 10.2x in 2023. American Rock Salt variable interest rate debt structure remains a challenge as interest coverage declines. American Rock Salt's interest expense rose year over year by about 34% in fiscal 2023. This is because its debt structure features variable interest rates, partly mitigated by some fixed interest rate swaps. As a result, its EBITDA interest coverage declined to 1.2x in 2023, compared to 1.7x in 2022. S&P expects this coverage ratio will decline further below 1x in fiscal 2024 given our expectation for weaker earnings and a further 10%-14% increase in interest expense. While expected cuts to the federal funds rate this year may provide some relief, it will be partly mitigated by additional interest expense from incremental borrowing by the company to manage its liquidity position. As a result, interest coverage could creep up to 1x or slightly better in 2025. S&P expects American Rock Salt will have sufficient liquidity to finance its operations despite cash flow weaknesses. American Rock Salt could continue to generate negative free operating cash flow (FOCF) in fiscal 2024, spurred by lower earnings, high interest expense, and investment in working capital. The company will continue to build its stockpile through the demand weakness for the rest of the year in anticipation of improving business conditions in 2025. As of Dec. 31, 2023, the company had cash of $6.1 million on the balance sheet and about $5 million available for borrowing under its $70 million asset-based lending (ABL) facility ($54 million outstanding). Given the limited availability under the ABL and the potential for a covenant breach, American Rock Salt secured a supplemental credit facility of $30 million to fund working capital resources until March 2025. The facility bears interest at the same rate as the ABL facility. As of Dec. 31, 2023, the company had drawn $15 million with another $15 million available. S&P expects capital expenditure (capex) of less than $10 million in fiscal 2024, compared with $16 million in the previous year as the company postpones some of its capex to preserve liquidity. Furthermore, there will be no distributions to shareholders. S&P said, "The negative outlook reflects our expectation for liquidity to deteriorate further and leverage remain elevated at 10x-15x in fiscal 2024. We anticipate increased downside risks to liquidity and credit measures if the current business conditions, including mild winter weather, persist longer in fiscal 2025. "We could lower our rating on American Rock Salt over the next 12 months if we envision specific default scenarios. These include missed interest payments, a near-term liquidity crisis, violation of financial covenants or if the company is likely to consider a distressed exchange offer or redemption. "We could revise our outlook to stable or raise our rating on American Rock Salt if its credit metrics improve significantly due to sustained improvement in its business, such as a recovery of lost market share." In such a scenario, S&P would expect -- Debt to EBITDA sustained below 10x; -- EBITDA interest coverage above 1.5x; and -- At least break-even FOCF. Environmental factors are a negative consideration in our credit analysis of American Rock Salt. The company operates a single mine, which makes it susceptible to physical risks such as flooding, fire or geological changes that could disrupt operations. Furthermore, American Rock Salt is exposed to climate transition risks, given the gradual decrease in snowfall events in its operating territory, milder winter weather than in past years, and the unpredictability of these weather patterns. Such risks affect the use of highway deicing salt in the U.S. northeast, which accounts for majority of the company's revenue. That said, highway deicing salt remains a non-discretionary expense with baseline demand from municipalities. Social factors are a a negative consideration, since the company must comply with stringent environmental and safety regulations related to mining operations. Governance factors are a negative consideration due to the considerable overlap of the board of directors and management, which could compromise management's independence. Environmental, social, and governance (ESG) credit factors for this change in credit rating/outlook and/or CreditWatch status: -- Climate transition risks ANNE FONTAINE: Taps Retail Consulting Services as Consultant ------------------------------------------------------------ Anne Fontaine USA, Inc. seeks approval from the U.S. Bankruptcy Court for the Southern District of New York to hire Retail Consulting Services, Inc., d/b/a RCS Real Estate Advisors as its real estate consultant. The firm will render these services: a. prepare a lease portfolio book showing (a) current lease terms, (b) sales, (c) profits, and (d) occupancy cost and asset contribution percentages relative to sales; b. create a site ranking report by contribution, revenues, and occupancy costs, as appropriate; c. perform a rejection claim analysis; d. analyze the Debtor's leased real estate assets; e. assist the Debtor in developing real estate goals and parameters (the "Real Estate Action Plan") to determine store closures, stores to keep under renegotiated terms, and stores to proceed in accordance with the pre-petition lease terms; f. negotiate with landlords with respect to rent reductions, term modifications, lease extensions, and any other modification deemed necessary for the Debtor's Lease Portfolio; g. work with landlords and the Debtor to accurately document all lease modification proposals and provide timely status reports reflecting current progress; h. attend and participate in court hearings and meetings with the Debtor and its counsel when requested to do so by the Debtor; i. work with landlords and the Debtor to accurately document all lease modification proposals and to provide timely status reports that will reflect current progress; j. coordinate all real estate matters with Debtor, its professionals, and other interested parties with respect to the Real Estate Action Plan, progress and ongoing modifications to said plan; k. perform desktop leasehold valuations for certain Debtor's assets if requested by the Debtor; l. negotiate waivers, reductions or payout terms for prepetition cure amounts, where applicable, which will be due and owing to landlords at the time of assumption of leases; and m. conduct negotiations with respect to mitigating landlord's allowed rejection damage claims. The firm will be paid as follows: a. Monetary Lease Modifications. For any modification to or inclusion of additional provisions relating to the monetary terms of a lease agreement obtained by RCS on behalf of the Debtor and agreed to by the Debtor in its sole and absolute discretion, RCS shall earn and be paid a fee in the amount of 5 percent of the Occupancy Cost Savings per lease during the Lease Term and 3 percent of the Occupancy Cost Savings per lease during the option term of such lease. b. Non-Monetary Lease Modifications. For any modification of non-monetary terms to a lease obtained by RCS on behalf of the Debtor and agreed to by the Debtor in its sole and absolute discretion, RCS shall earn and be paid a fee of $750 per lease. c. Early Termination Rights. For each right to terminate a lease early obtained by RCS on behalf of the Debtor and agreed to by the Debtor in its sole and absolute discretion, RCS shall earn and be paid a flat fee $2,000 per lease. d. Landlord Consents. If requested by the Debtor, for each consent obtained by RCS to extend the Debtor's time to assume or reject a lease beyond the statutory timeframe provided for in the Bankruptcy Code as a part of any applicable Chapter 11 case, RCS shall earn and be paid a fee in the amount of $500 per lease. Retail Consulting Services, Inc. is a "disinterested person" within the meaning of section 101(14) of the Bankruptcy Code, according to court filings. The firm can be reached through: Ivan L. Friedman Retail Consulting Services, Inc. d/b/a RCS Real Estate Advisors 470 Seventh Avenue, 8th Floor New York, NY 10018 Phone: (212) 239-1100 Email: ifriedman@rcsrealestate.com About Anne Fontaine USA New York-based Anne Fontaine USA, Inc. is an e-commerce platform for women's apparel, bags, shoes and accessories. The Debtor filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 24-10058) on Jan. 16, 2024, with $11,399,790 in assets and $6,441,453 in liabilities. Ari Zlotkin, chief executive officer, signed the petition. Judge Lisa G. Beckerman oversees the case. Fred Stevens, Esq., at Klestadt Winters Jureller Southard & Stevens, LLC represents the Debtor as legal counsel. ANNE FONTAINE: Taps Retail Consulting Services as Consultant ------------------------------------------------------------ Anne Fontaine USA, Inc. seeks approval from the U.S. Bankruptcy Court for the Southern District of New York to hire Retail Consulting Services, Inc., d/b/a RCS Real Estate Advisors as its real estate consultant. The firm will render these services: a. prepare a lease portfolio book showing (a) current lease terms, (b) sales, (c) profits, and (d) occupancy cost and asset contribution percentages relative to sales; b. create a site ranking report by contribution, revenues, and occupancy costs, as appropriate; c. perform a rejection claim analysis; d. analyze the Debtor's leased real estate assets; e. assist the Debtor in developing real estate goals and parameters (the "Real Estate Action Plan") to determine store closures, stores to keep under renegotiated terms, and stores to proceed in accordance with the pre-petition lease terms; f. negotiate with landlords with respect to rent reductions, term modifications, lease extensions, and any other modification deemed necessary for the Debtor's Lease Portfolio; g. work with landlords and the Debtor to accurately document all lease modification proposals and provide timely status reports reflecting current progress; h. attend and participate in court hearings and meetings with the Debtor and its counsel when requested to do so by the Debtor; i. work with landlords and the Debtor to accurately document all lease modification proposals and to provide timely status reports that will reflect current progress; j. coordinate all real estate matters with Debtor, its professionals, and other interested parties with respect to the Real Estate Action Plan, progress and ongoing modifications to said plan; k. perform desktop leasehold valuations for certain Debtor's assets if requested by the Debtor; l. negotiate waivers, reductions or payout terms for prepetition cure amounts, where applicable, which will be due and owing to landlords at the time of assumption of leases; and m. conduct negotiations with respect to mitigating landlord's allowed rejection damage claims. The firm will be paid as follows: a. Monetary Lease Modifications. For any modification to or inclusion of additional provisions relating to the monetary terms of a lease agreement obtained by RCS on behalf of the Debtor and agreed to by the Debtor in its sole and absolute discretion, RCS shall earn and be paid a fee in the amount of 5 percent of the Occupancy Cost Savings per lease during the Lease Term and 3 percent of the Occupancy Cost Savings per lease during the option term of such lease. b. Non-Monetary Lease Modifications. For any modification of non-monetary terms to a lease obtained by RCS on behalf of the Debtor and agreed to by the Debtor in its sole and absolute discretion, RCS shall earn and be paid a fee of $750 per lease. c. Early Termination Rights. For each right to terminate a lease early obtained by RCS on behalf of the Debtor and agreed to by the Debtor in its sole and absolute discretion, RCS shall earn and be paid a flat fee $2,000 per lease. d. Landlord Consents. If requested by the Debtor, for each consent obtained by RCS to extend the Debtor's time to assume or reject a lease beyond the statutory timeframe provided for in the Bankruptcy Code as a part of any applicable Chapter 11 case, RCS shall earn and be paid a fee in the amount of $500 per lease. Retail Consulting Services, Inc. is a "disinterested person" within the meaning of section 101(14) of the Bankruptcy Code, according to court filings. The firm can be reached through: Ivan L. Friedman Retail Consulting Services, Inc. d/b/a RCS Real Estate Advisors 470 Seventh Avenue, 8th Floor New York, NY 10018 Phone: (212) 239-1100 Email: ifriedman@rcsrealestate.com About Anne Fontaine USA New York-based Anne Fontaine USA, Inc. is an e-commerce platform for women's apparel, bags, shoes and accessories. The Debtor filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 24-10058) on Jan. 16, 2024, with $11,399,790 in assets and $6,441,453 in liabilities. Ari Zlotkin, chief executive officer, signed the petition. Judge Lisa G. Beckerman oversees the case. Fred Stevens, Esq., at Klestadt Winters Jureller Southard & Stevens, LLC represents the Debtor as legal counsel. ASBURY AUTOMOTIVE: Fitch Affirms 'BB' LongTerm IDR, Outlook Stable ------------------------------------------------------------------ Fitch Ratings has affirmed Asbury Automotive Group, Inc.'s Long-Term Issuer Default Rating (IDR) at 'BB'. The Rating Outlook is Stable. Asbury's 'BB' rating reflects its top-five position in the new and used auto dealership industry following recent acquisitions with projected 2024 revenue and EBITDA around $18 billion and $1 billion, respectively. The rating is supported by good cash flow and balanced gross profit mix across segments that limits sensitivity to the cyclical new and used vehicle markets, and Fitch's expectation for EBITDAR leverage (capitalizing leases at 8x) to trend in the high-3x range, slightly higher than the company's historical EBITDAR leverage range of around 3x. KEY RATING DRIVERS Performance Moderating from Peak Levels: Asbury's operating results starting in 2020 benefited from a strong vehicle pricing environment, growth in used car volumes and increased parts and service spending. The company also added 61 dealerships in 2021 after acquiring Larry H. Miller (LHM) dealerships and Total Care Auto (TCA) for $3.5 billion. EBITDA in 2022 was almost $1.4 billion relative to approximately $345 million in 2019. Despite ongoing new vehicle supply challenges, Asbury's business model demonstrated resilience to the inherently cyclical auto retail industry. EBITDA margins improved to 8.8% in 2022 from 4.7% in 2019 on industry-wide strength in vehicle margins and mix shifts toward the more profitable parts & service and finance & insurance businesses. In line with Fitch's prior expectations and rating case, Asbury is seeing historically high margins reverse particularly given expansion of new vehicle production and the resulting impact on margins for both new and used vehicles. However, the company will benefit from an estimated $3 billion in incremental revenue after acquiring Jim Koons Automotive Companies (Koons) in December 2023. Including the Koons acquisition, Fitch projects that revenue and EBITDA could stabilize around $18 billion and in the mid-$900 million range starting in 2024. This is higher than 2019 levels given Asbury's subsequent acquisitions and Fitch's belief that some margin uplift is structural in nature due to expectations that the new vehicle industry can retain some of the recent pricing strength through tighter supply. Leading Player in a Fragmented Industry: Asbury benefits from its scale as one of the largest U.S. automotive dealership groups with good OEM relationships. The company operates 208 franchises with most located in the southeastern and western regions of the U.S. The company has broad vehicle brand exposure and healthy ancillary businesses including parts & service and finance & insurance, which generate around 40% and 25% of gross profits, respectively. Asbury's scale and cash flow generation allow it to navigate through complex industry dynamics, invest in its core businesses, M&A, and newer initiatives like its online platform Clicklane. Industry incumbents such as Asbury benefit from high barriers to entry due to protected franchise agreements that are regulated on both a state and federal level. Additionally, dealerships require a significant upfront capital investment for initial construction and working capital. Success in the industry is also predicated on good relationships with financing partners, including automotive captive finance entities, to achieve favorable floorplan financing terms. Medium-Term Strategic Plan: While initially aiming to reach over $30 billion in revenue by 2025, Asbury announced a five-year extension of this timeframe due to macro factors including M&A timing and valuation, used vehicle inventory levels, and elevated interest rates. The company has made significant progress to date, having doubled its revenue from $8 billion in 2020 to $17 billion in 2023 (pro forma for the Koons acquisition). While Clicklane was previously a material part of its growth story, the company has seen challenges in scaling the business as quickly as anticipated. Much of the planned growth is now to be achieved through acquisitions and organic expansion, with a broader emphasis on technological investment to drive same store growth and enhance the guest experience. Fitch views the company's willingness and ability to invest in business expansion and capabilities as a competitive advantage relative to smaller independent peers. Strong FCF; Reasonable Leverage: FCF was around $180 million in 2023 due to approximately $600 million of negative working capital, of which almost half was related to floor plan notes payable. Fitch expects FCF of around $350 million in 2024 and through 2026 despite some EBITDA moderation, assuming neutral working capital. Asbury's good cash flow generation provides financial flexibility through cycles and allows the company to invest in strategic initiatives, including M&A. EBITDAR leverage, which trended in the low-3x prior to the late-2021 LHM/TCA acquisition, could trend in the high-3x range beginning 2024, given Fitch's EBITDA forecast and assuming flattish debt levels around $3.4 billion. Given its strategic plan, Asbury could undertake leveraging M&A transactions, but Fitch would expect the company to manage its balance sheet over time in line with its net leverage target range of 2.5x to 3.0x (around 3.5x on a Fitch-defined EBITDAR leverage basis). Asbury's 'BB' rating is predicated on EBITDAR leverage below 4.25x, although Asbury could temporarily operate with leverage above its target given its acquisitive posture. DERIVATION SUMMARY Asbury's 'BB' rating reflects its top five position in the new and used auto dealership industry following recent acquisitions with projected 2024 revenue and EBITDA around $18 billion and $1 billion, respectively. The rating is supported by good cash flow and balanced gross profit mix across segments that limits sensitivity to the cyclical new and used vehicle markets, and Fitch's expectation for EBITDAR leverage (capitalizing leases at 8x) to trend in the high-3x range, slightly higher than the company's historical EBITDAR leverage range of around 3x. Asbury's peers include dealership groups Sonic Automotive, Inc. (BB/Stable) and AutoNation, Inc. (BBB-/Stable), and auto parts retailer AutoZone Inc. (BBB/Stable). Sonic's 'BB' rating reflects its top position in the U.S. new and used auto dealership industry. The rating also reflects expected medium-term revenue and EBITDA of around $14 billion and around $550 million, respectively, following strong recent organic growth and the late 2021 acquisition of RFJ Auto Partners, Inc. The rating is supported by balanced gross profit mix across segments, which helps limit financial sensitivity to the cyclical new and used vehicle market, strong liquidity position supported by expected positive FCF, and Fitch's expectation for EBITDAR leverage (capitalizing leases at 8x) to trend around 4x, in line with the company's historical EBITDAR leverage range. AutoNation, whose business model is similar to that of Asbury and Sonic, holds a leading position in the auto retail segment and has good history of EBITDA and cash flow generation, which allows it to invest in growth initiatives while effectively managing through an inherently cyclical automotive industry. AutoNation's 'BBB-'/Stable ratings consider the company's financial policy yielding expectations of EBITDAR leverage at or below 3.25x over time. Unlike Asbury, AutoZone competes in the retail auto parts and accessories aftermarket. AutoZone's ratings reflect its leading position in auto parts retail, steady growth in sales and EBITDA over time, high profitability margins and steady credit metrics. Fitch expects the company's EBITDAR leverage (capitalizing leases at 8x) to trend in the high 2x range longer term. AutoZone's operating trajectory is supported by generally benign competition from direct peers and the industry's resilience to discount and e-commerce competition due to inventory investment requirements, a heavy service component and purchase immediacy requirements. The ratings consider AutoZone's financial policy and the expectation that debt balances could grow over time to support the company's share buyback program, in line with the company's publicly articulated financial policy. KEY ASSUMPTIONS - Revenue in 2024 is expected to increase almost 20% to $17.6 billion from $14.8 billion in 2023, mainly due to the Koons acquisition in December 2023 that is expected to add roughly $3 billion in annualized revenue. This incremental revenue will offset Fitch's expectations for continued weakening in vehicle prices amid the return of new vehicle inventory, albeit Fitch expects stable results in Asbury's parts & service segment; - EBITDA in 2024 could decline to around $1 billion from $1.15 billion in 2023 as Fitch assumes a continued reversal to previously strong gross margins; - In 2025/2026, revenue could expand in the low single digits annually, with EBITDA in the mid-$900 million range. EBITDA margins could settle in the mid-to-low 5% range, higher than the high 4% range seen prior to the pandemic, given expectations of structurally tighter new vehicle supply in the medium term and some benefits to scale post the LHM and Koons acquisitions; - FCF was around $180 million in 2023 due to approximately $600 million of negative working capital, of which almost half was related to floor plan notes payable. Fitch expects FCF could be around $350 million in 2024 and through 2026, given Fitch's EBITDA assumptions and assuming neutral working capital. Asbury could use FCF for strategic initiatives, including M&A or share buybacks; - EBITDAR leverage, which averaged around 3x prior to 2021, is projected to be in the mid-3x range in 2024 and could trend in the high 3x range beginning 2025 given Fitch's EBITDA forecast and flattish debt assumptions in the $3.4 billion range; - Asbury's credit facilities have a floating interest rate structure and Fitch assumes around 3.5% to 5% SOFR base rates over the forecast horizon, given the higher interest rate environment. Asbury's notes have a fixed interest rate structure. RECOVERY ANALYSIS Fitch does not employ a waterfall recovery analysis for issuers' assigned ratings in the 'BB' category. The further up the speculative-grade continuum a rating moves, the more compressed the notching between the specific classes of issuances becomes. Fitch rates Asbury's secured ABL Facility a 'BBB-'/'RR1' rating indicating outstanding recovery prospects (91% to 100%). Asbury's unsecured notes are rated 'BB'/'RR4', indicating average recovery prospects (31% to 50%). RATING SENSITIVITIES Factors that could, individually or collectively, lead to positive rating action/upgrade: - An upgrade would result from EBITDAR leverage (capitalizing leases at 8x) sustained below 3.75x, through better than expected operating performance such as EBITDA sustained around $1 billion and/or financial policy actions. Factors that could, individually or collectively, lead to negative rating action/downgrade: - A downgrade could result from weaker than expected operating results, such as EBITDA sustained at or below $800 million, which resulted in EBITDAR leverage (capitalizing leases at 8x) sustained above 4.25x; - Financial policy decisions, including debt financed M&A or share repurchase, which results in EBITDAR leverage sustained above 4.25x could also yield a downgrade. LIQUIDITY AND DEBT STRUCTURE Good Liquidity Total liquidity, excluding floorplan related liquidity resources, as of Dec. 31, 2023 was $460 million, supported by $46 million of cash and equivalents (including $13 million held by TCA), $95 million of available funds in its floor plan offset accounts, and $332 million in available commitments under the company's credit facility. The company also has additional liquidity resources through its used car floorplan facility which may be used for non-vehicle financing. Fitch does not contemplate floorplan availability in total liquidity resources due to the exclusion of floorplan related payables from debt calculations. Total debt as of Dec. 31, 2023 was $3.2 billion consisting of $2.25 billion in unsecured notes due between 2028 and 2032, and $972 million in real estate and mortgage debt. Fitch's forecast assumes flattish debt levels but recognizes the company could make debt-financed investments, including M&A, over time, within the context of its public net leverage target of below 3.0x (3.5x on a Fitch-defined EBITDAR leverage basis). Floorplan Facilities Automotive retailers, including Asbury, finance their inventories with floorplan facilities, which have characteristics of both payables and debt. Companies primarily use the facilities for new car inventory and the source of these facilities is typically from either financing arms of various automotive manufacturers or lending institutions. The accounting treatment of these payables is similar to that of accounts payables. These facilities lack a fixed maturity date (loans due on demand) and a duration that is generally paid within days after a car is sold. These loans are often tied to manufacturer subsidies, which offset a portion, if not all, of the borrowing costs. These facilities are provided on a vehicle-by-vehicle basis. Floorplan financing also incurs an interest expense (distinct from debt interest) and in a liquidation scenario, floorplan payables are secured by the collateral of the vehicle, gaining priority over unsecured debt. However, Fitch excludes floorplan financing from its primary leverage ratio calculation in deriving its rating for Asbury. Fitch also adjusts EBITDA by moving floorplan-related interest expense to COGS. In 2023, this adjustment increased COGS and reduced EBITDA by $9.6 million. These floorplan facilities are secured and would receive priority over unsecured claims in a bankruptcy. ISSUER PROFILE Asbury Automotive Group, Inc. is a new and used automotive retailer that also provides parts & repair services and finance & insurance products through lending institutions. Including the Jim Koons acquisition completed in December 2023, Fitch expects the company to generate approximately $18 billion of revenue and $1 billion of EBITDA in 2024. SUMMARY OF FINANCIAL ADJUSTMENTS In addition to treating floor plan interest expense as an operating cost within cost of goods sold, Fitch adjusts for stock-based compensation expense, acquisition related costs, legal settlements, franchise impairment, and gains on the sale of real estate. Fitch also treats interest on lease liabilities as an operating cost in accordance with Fitch's corporate criteria at the time of the rating committee. ESG CONSIDERATIONS The highest level of ESG credit relevance is a score of '3', unless otherwise disclosed in this section. A score of '3' means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. Fitch's ESG Relevance Scores are not inputs in the rating process; they are an observation on the relevance and materiality of ESG factors in the rating decision. Entity/Debt Rating Recovery Prior ----------- ------ -------- ----- Asbury Automotive Group, Inc. LT IDR BB Affirmed BB senior unsecured LT BB Affirmed RR4 BB senior secured LT BBB- Affirmed RR1 BBB- ASHFORD HOSPITALITY: Completes Sale of Salt Lake Residence Inn -------------------------------------------------------------- Ashford Hospitality Trust, Inc. announced that it has closed on the sale of the 144-room Residence Inn located in Salt Lake City, Utah for $19.2 million. When adjusted for the Company's anticipated capital expenditures, the sale price represented a 4.6% capitalization rate on 2023 net operating income, or 18.2x 2023 Hotel EBITDA. Excluding the anticipated capital spend, the sale price represented a 6.0% capitalization rate on 2023 net operating income, or 14.0x 2023 Hotel EBITDA. All of the proceeds from the sale were used to pay down debt. "We are pleased to announce the sale of the Residence Inn Salt Lake City at a very attractive cap rate," commented Rob Hays, Ashford Trust's President and Chief Executive Officer. "We continue to have several assets in the market at various stages of the sales process and look forward to providing more updates in the coming weeks." 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. AZZ INC: Fitch Assigns 'BB-' First-Time LongTerm IR, Outlook Stable ------------------------------------------------------------------- Fitch Ratings has assigned a first-time Long-Term Issuer-Default Rating (IDR) of 'BB-' to AZZ Inc. (AZZ). Fitch has also assigned a first-time 'BB+'/'RR1' ratings to AZZ's $1.3 billion first-lien secured term loan, with $1.0 billion outstanding, and $400 million revolving credit facility. The Rating Outlook is Stable. The ratings reflect AZZ's leading market share in hot-dip galvanizing and coil coating solutions, low exposure to commodity prices, commitment to deleveraging and variable cost structure. The ratings also consider the company's exposure to cyclical end markets. The Stable Outlook reflects Fitch's expectation that AZZ will continue to prioritize deleveraging and managing its leverage (total debt excluding $240 million preferred shares to adjusted EBITDA) at or near its long-term target range of 2.5x-3.0x. KEY RATING DRIVERS Market Leader in Niche Markets: AZZ benefits from a strong position in niche markets and the proximity of facilities to an established and diversified customer base. AZZ is the leader in independent hot-dip galvanizing and metal coil coating solutions with market shares of 28% and 23%, respectively. AZZ's businesses have some barriers to entry created by its value-added processing capabilities and sticky customer relationships. Fitch believes strong market share positions in core markets lead to higher and more stable operating margins over time. Bolt-on Acquisitions Credit Neutral: AZZ's portfolio has evolved via strategic acquisitions, which have strengthened the business and diversified operating cash flows by obtaining access to flat steel and aluminum markets with significant growth potential. The Precoat Metals acquisition in 2022 was accretive to AZZ's margin and operating profile. Fitch expects management to pursue limited M&A over the next 12-18 months, while it prioritizes gross debt reduction and for acquisitions to remain opportunistic, thereafter, without a durable impact to the company's capital structure. Flexible Operating Profile: Fitch believes the company's cost structure, which is approximately 75% variable, cost pass-through/tolling model, moderate capital intensity and strong profitability reduces default risk arising from weak operating environments, all else equal. The company faces modest competitive pressure given its leading market share and the importance of the offerings to the company's customers. The company began construction on a 25-acre new aluminum coil line at Precoat in 2022. AZZ expects this $125 million investment to generate run-rate sales of approximately $60 million by FY2026 and enhance its product mix. Balanced Approach to Capital Allocation: AZZ's ratings assume that the company's capital allocation will be balanced relative to its de-leveraging commitments. As leverage improves, capital deployment is expected to refocus on growth opportunities including M&A and returning capital to shareholders. Fitch expects AZZ to approach M&A in a balanced manner targeting smaller, accretive bolt-on acquisitions rather than build new capacity. Exposure to Cyclical End Markets: AZZ's focus on being a pure play metal coating and precoating company, having divested the majority of its infrastructure business in 2022, increases its exposure to highly cyclical end markets such as construction, appliances/HVAC, and transportation. Fitch expects near-term growth above trend with the completion of the new aluminum coil coating line expected August 2024 as well as fairly strong industrial production. Adjusted EBITDA for the company's businesses was fairly flat during the pandemic year. No Equity Credit for Preferreds: Per Fitch's criteria, AZZ's Series A preferred units receive no equity credit and are treated as debt, as it contains a provision for a mandatory cash redemption. The preferred stockholders may put the shares for cash payment upon a change of control. As a result, Fitch does not allow equity credit for the preferred stock, which results in Fitch EBITDA leverage higher by 0.8X from AZZ's total debt-to-adjusted EBITDA calculations. DERIVATION SUMMARY AZZ Inc. is modestly larger in through-the-cycle EBITDA and generally higher margin than specialty metals producers Carpenter Technology Corporation (BB/Positive) and Kaiser Aluminum Corporation (BB-/Stable), both of which have a higher exposure to aerospace. AZZ is larger and more profitable than metal service center Ryerson Holding Corporation (BB/Stable). AZZ is to be higher leveraged than 'BB' peers but lower leveraged than Kaiser Aluminum. KEY ASSUMPTIONS - SOFR assumptions: FY24 at 5.0%, FY25 at 4.5%, FY26 at 3.6% and FY27 at 3.3%; - FY24 revenues at guidance growing at 5% in FY25 and at low double digits in FY26-FY27; - New aluminum coil plant reaches production at the end of 1H25 and slowly ramps up through the remainder of 2025; - FY24 EBITDA at guidance and EBITDA margins stable at about 21% from 2025-2027; - Capex at guidance through FY25, returning to normalized levels in FY26; - $60 million bolt on acquisitions in each of FY26 and FY27 in Metal Coatings similar to historic levels; - Debt repayment prioritized when above target leverage; - Dividends maintained. RATING SENSITIVITIES Factors that could, individually or collectively, lead to positive rating action/upgrade: - EBITDA leverage sustained below 3.5x; - Sustained EBITDA margins above 20%. Factors that could, individually or collectively, lead to negative rating action/downgrade: - EBITDA leverage sustained above 4.5x; - Sustained EBITDA margins below 15%; - Increase in EBITDA margin volatility due to increased exposure to cyclical markets. LIQUIDITY AND DEBT STRUCTURE Sufficient Liquidity: As of Nov. 30, 2023, AZZ had approximately $7.5 million of cash on hand, $375.5 million availability under its revolving credit facility due 2027. Fitch expects the company to generate an average annual FCF of about $120 million over the forecast horizon. AZZ is expected to deploy a significant portion of its free cash flow towards debt repayment to bring its total debt-to-adjusted EBITDA within its target range of 2.5x-3.0x by the end of FY26. The revolver is subject to a maximum net leverage financial covenant of 5.25x with a step-down to 4.5x on May 31, 2024. There are no scheduled repayments under the term loan following the prepayment. ISSUER PROFILE AZZ Inc. is the leading independent provider of hot-dip galvanizing and coil coating solutions to a broad range of end-markets, predominantly in North America. DATE OF RELEVANT COMMITTEE 07 March 2024 ESG CONSIDERATIONS The highest level of ESG credit relevance is a score of '3', unless otherwise disclosed in this section. A score of '3' means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. Fitch's ESG Relevance Scores are not inputs in the rating process; they are an observation on the relevance and materiality of ESG factors in the rating decision. Entity/Debt Rating Recovery ----------- ------ -------- AZZ Inc. LT IDR BB- New Rating senior secured LT BB+ New Rating RR1 BLACK FORREST: Ordered to File Plan & Disclosures by May 15 ----------------------------------------------------------- Judge Joseph N. Callaway has entered an order that Black Forrest Logistics, LLC must file a plan and disclosure statement on or before May 15, 2024. A status conference pursuant to 11 U.S.C. Sec. 105(d)(1) will be held on March 21, 2024 at 11:30 AM in 300 Fayetteville Street, 3rd Floor Courtroom, Raleigh, NC 27601. About Black Forrest Logistics Black Forrest Logistics, LLC filed Chapter 11 petition (Bankr. E.D.N.C. Case No. 24-00497) on Feb. 15, 2024, with as much as $1 million in both assets and liabilities. Patrick Touchard, member-manager, signed the petition. Judge Joseph N. Callaway oversees the case. J.M. Cook, PA represents the Debtor as legal counsel. BLACK PEARL: Seeks to Hire Black Pearl Management Group ------------------------------------------------------- Black Pearl Home Care, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of North Carolina to employ Black Pearl Management Group and designate Kwame Duffy as manager. Mr. Duffy will manage the Debtor's business activities and day-today operations. The management group is paid $18,000 per month by the Debtor. Mr. Duffy is compensated by the management group. Mr. Duffy assured the court that he is does not hold or represent any interest adverse to the Debtor or its estate. The manager can be reached at: Kwame Duffy Black Pearl Management Group 712 Byp 121 Highway North Murray, KY 42071 Phone: (703) 994-8825 Email: contact@blackpearlmgmt.com About Black Pearl Home Care LLC Black Pearl Home Care LLC offers personalized healthcare services in clients' homes, focusing on tailored care and support. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. N.C. Case No. 24-00607) on February 23, 2024. In the petition signed by Kwame Duff, managing member, the Debtor disclosed $94,088 in total assets and $1,442,760 in total liabilities. Judge Joseph N. Callaway oversees the case. George Mason Oliver, Esq., at THE LAW OFFICES OF OLIVER & CHEEK, PLLC, represents the Debtor as legal counsel. BLACK PEARL: Seeks to Hire Oliver & Cheek PLLC as Legal Counsel --------------------------------------------------------------- Black Pearl Home Care, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of North Carolina to employ The Law Offices of Oliver & Cheek, PLLC to handle its Chapter 11 case. The firm will be paid based upon its normal and usual hourly billing rates and will be reimbursed for out-of-pocket expenses incurred. The Debtor paid the firm a retainer of $5,000 and and $1,738 for the Chapter 11 filing fee. George Mason Oliver, Esq., a partner at The Law Offices of Oliver & Cheek, 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 through: George Mason Oliver, Esq. The Law Offices of Oliver & Cheek, PLLC P.O. Box 1548 New Bern, NC 28563 Tel: (252) 633-1930 Fax: (252) 633-1950 Email: george@olivercheek.com About Black Pearl Home Care LLC Black Pearl Home Care LLC offers personalized healthcare services in clients' homes, focusing on tailored care and support. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. N.C. Case No. 24-00607) on February 23, 2024. In the petition signed by Kwame Duff, managing member, the Debtor disclosed $94,088 in total assets and $1,442,760 in total liabilities. Judge Joseph N. Callaway oversees the case. George Mason Oliver, Esq., at THE LAW OFFICES OF OLIVER & CHEEK, PLLC, represents the Debtor as legal counsel. BLADIMIR MECHANIC: Seeks to Hire Tax Workout Group as Attorney -------------------------------------------------------------- Bladimir Mechanic Services, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to employ Tax Workout Group, P.A. as its attorneys. The firm will render these services: (a) give advice to the debtor with respect to its powers and duties as a debtor in possession and 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 and with the rules of the court; (c) prepare motions, pleadings, orders, applications, adversary proceedings and other legal documents necessary in the administration of the case; (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. Tax Workout Group is a disinterested person as required by 11 U.S.C. Sec. 327(a) and a verified statement as required under Bankruptcy Rule 2014, according to court filings. The firm can be reached through: Kevin C. Gleason, Esq. Matthew J. Sherman, Esq. Tax Workout Group, P.A. 150 East Palmetto Park Road, Suite 800 Boca Raton, FL 33432 Telephone: (561) 861-0920 Facsimile: (866) 511-2384 Email: Msherman@taxworkoutgroup.com About Bladimir Mechanic Services Bladimir Mechanic Services, LLC filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-11421) on February 14, 2024, with up to $50,000 in assets and $100,001 to $500,000 in liabilities. Judge Erik P. Kimball oversees the case. Matthew Joseph Sherman, Esq., represents the Debtor as legal counsel. BLINK CHARGING: Incurs $19.7 Million Net Loss in Fourth Quarter --------------------------------------------------------------- Blink Charging Co. announced financial results for the fourth quarter and year ended Dec. 31, 2023. Blink Charging reported a net loss of $19.69 million on $42.71 million of total revenues for the three months ended Dec. 31, 2023, compared to a net loss of $28.15 million on $22.61 million of total revenues for the three months ended Dec. 31, 2022. For the year ended Dec. 31, 2023, the Company reported a net loss of $203.69 million on $140.60 million of total revenues, compared to a net loss of $91.56 million on $61.14 million of total revenues for the year ended Dec. 31, 2022. As of Dec. 31, 2023, the Company had $426.77 million in total assets, $137.38 million in total liabilities, and $289.40 million in total stockholders' equity. "2023 was a historic year for Blink marked by significant achievements and remarkable growth. Total revenue grew 130% compared to 2022, and represents a 671% increase over 2021, fueled by strong demand and our ability to deliver operational excellence, with an intent focus on continuously improving and optimizing our products and services. This year we began to see the benefits of our new Blink network, which has a significantly improved user interface and experience, resulting in a more seamless charging ecosystem for our valued customers. Operationally, we achieved a significant milestone with the recent opening and start of production at our state-of-the-art manufacturing facility in the greater Washington D.C. area. This facility is a cornerstone of our 'made in America' initiative, and is expected to bolster production capacity, enhance profitability, and reduce operating costs as demand for our products continues to grow. Additionally, we established our corporate global headquarters near our nation's capital to better align with our operational activities, consolidate facilities and reduce corporate overhead. We have developed and continue to expand a diverse and robust product portfolio, which continues to attract prominent clients such as the United States Postal Service and Mack Trucks, illustrating the appeal of our charging solutions for fleet applications," commented Brendan S. Jones, president and chief executive officer of Blink Charging. "We are very optimistic about Blink's future and remain committed to our target of achieving a positive adjusted EBITDA run rate by December 2024. Since the third quarter 2023, we have raised $113 million in gross proceeds via our ATM under favorable market conditions. As a result, we paid off promissory notes and accrued interest of $45.5 million, strengthening our balance sheet and enhancing our trajectory toward reaching a positive adjusted EBITDA run rate. Blink is the only fully vertically integrated U.S.-based EV charging company and a well-recognized provider of charging hardware, software, and services on a global scale. Our distinctive owner/operator model positions us to generate revenue from the sale of charging equipment and to benefit from increased charging utilization, both in the U.S. and Europe. As the adoption of electric vehicles continues to gain momentum, we are confident in our ability to capitalize on the anticipated expansion of the EV charging infrastructure, both domestically and internationally." A full-text copy of the press release is available for free at: https://www.sec.gov/Archives/edgar/data/1429764/000149315224009969/ex99-1.htm About Blink Charging Based in Miami Beach, Florida, Blink Charging Co. (OTC: CCGID) f/k/a Car Charging Group Inc. -- http://www.CarCharging.com-- is a manufacturer, owner, operator, and provider of electric vehicle ("EV") charging equipment and networked EV charging services in the rapidly growing U.S. and international markets for EVs. Blink offers residential and commercial EV charging equipment and services, enabling EV drivers to recharge at various location types. Blink's principal line of products and services is its nationwide Blink EV charging networks and Blink EV charging equipment, also known as electric vehicle supply equipment ("EVSE"), and other EV-related services. Blink Charging reported a net loss of $91.56 million in 2022, a net loss of $55.12 million in 2021, a net loss of $17.85 million in 2020, a net loss of $9.65 million in 2019, and a net loss of $3.42 million in 2018. BOEING CO: Egan-Jones Retains B+ Unsecured Ratings -------------------------------------------------- Egan-Jones Ratings Company, on January 30, 2024, maintained its 'B+' foreign currency and local currency senior unsecured ratings on debt issued by Boeing Company. EJR also withdraws the rating on commercial paper issued by the Company. Headquartered in Arlington, Virginia, Boeing Company operates as an aerospace company. BOWFLEX INC: Seeks to Hire Epiq as Claims and Noticing Agent ------------------------------------------------------------ BowFlex Inc. and BowFlex New Jersey LLC seek approval from the U.S. Bankruptcy Court for the District of New Jersey to hire Epiq Corporate Restructuring, LLC as their claims and noticing agent. The firm will oversee the distribution of notices and will assist in the maintenance, processing and docketing of proofs of claim filed in the Chapter 11 case of the Debtor. The firm will be paid at these hourly rates: Analyst Waived IT/Programming $40 - $80 Project Managers/Consultants/Directors $65 - $150 Solicitation Consultant $175 Executive Vice President, Solicitation $185 Executives No Charge The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. The Debtors provided Epiq an advance in the amount of $25,000. Kate Mailloux, a senior director at Epiq Corporate Restructuring, disclosed in a court filing that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Kate Mailloux Epiq Corporate Restructuring, LLC 777 Third Avenue, 12th Floor New York, NY 10017 Tel: (646) 282-2532 Email: kmailloux@epiqglobal.com About Bowflex Inc. Headquartered in Vancouver, Washington, BowFlex Inc. (NYSE:BFX) is a global leader in digitally connected home fitness solutions. BowFlex Inc. and BowFlex New Jersey LLC concurrently filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Lead Case No. 24-12364) on March 4, 2024. In the petition signed by Jim Barr as chief executive officer, the Debtor disclosed $140,117,000 in total assets and $125,956,000 in total liabilities. Judge Andrew B Altenburg Jr. presides over the case. Joseph J. DiPasquale, Esq. at Fox Rothschild, LLP represents the Debtor as counsel. BOXER RAMEN: Seeks to Hire Sussman Shank as Bankruptcy Counsel -------------------------------------------------------------- Boxer Ramen, LLC filed an amended application seeking approval from the U.S. Bankruptcy Court for the District of Oregon to employ Sussman Shank, LLP. The Debtor requires legal counsel to: (a) give advice regarding the duties and responsibilities of the Debtor; (b) prepare and file schedules; (c) defend motions for relief from stay; (d) analyze and object claims; (e) formulate and approve a plan of reorganization under Subchapter V of Chapter 11 and information statement; (f) negotiate with creditors and other parties in interest; and (g) perform all other matters requiring legal representation of the Debtor in this Chapter 11 case. Sussman Shank holds a retainer of $2,995.96 from SuperDeluxe and $2,605 from Boxer to be applied to postpetition fees and expenses. Thomas Stilley, Esq., an attorney at Sussman Shank, 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: Thomas W. Stilley, Esq. Douglas R. Ricks, Esq. Garrett S. Eggen, Esq. Sussman Shank, LLP 1000 SW Broadway, Suite 1400 Portland, OR 97205 Telephone: (503) 227-1111 Facsimile: (503) 248-0130 Email: tstilley@sussmanshank.com dricks@sussmanshank.com geggen@sussmanshank.com About Boxer Ramen Boxer Ramen LLC is a small chain of fast casual restaurants in the Portland metropolitan area. The Debtor filed Chapter 11 bankruptcy petition (Bankr. D. Ore. Lead Case No. 24-30324) on Feb. 9, 2024, with up to $1 million in assets and up to $10 million in liabilities. Micah Camden, manager, signed the petition. Judge Teresa H. Pearson oversees the case. Sussman Shank, LLP serves as the Debtor's bankruptcy counsel. BURGESS BIOPOWER: $28K Unsecured Claims to Recover 100% in Plan --------------------------------------------------------------- Burgess BioPower, LLC and Berlin Station, LLC filed with the U.S. Bankruptcy Court for the District of Delaware a Disclosure Statement for Joint Plan of Reorganization dated March 11, 2024. The Debtors comprise a renewable energy power company that owns and operates a 75-megawatt biomass-fueled power plant (the "Facility") located on an approximately 62-acre site in Berlin, New Hampshire (the "Facility Site"). To effectuate a restructuring, on February 8, 2024, the Debtors, the Senior Lenders, the Affiliate Service Providers, certain holders of the Subordinated Note Claims, and Jean Halle, a member of the Debtors' boards of directors and the Debtors' majority equity holder entered into a Restructuring Support Agreement ("RSA"). Under the terms of that RSA, the parties agreed to the terms of the Plan. In addition, the Senior Lenders agreed to provide DIP financing to the Debtors to finance operations and the costs of Chapter 11, and the Debtors agreed to, among other things, meet certain Milestones as set forth in the RSA, including dates for concluding a sale process and achieving confirmation of the Plan. Having agreed with the Senior Lenders on the principal terms of the restructuring and having reached a comprehensive settlement agreement with Eversource and the DIP Lenders and Senior Lenders, the Debtors are pursuing a competitive sale process for their assets as permitted by the RSA. To that end, on February 29, 2024, the Debtors filed a motion with the Bankruptcy Court seeking approval of procedures by which the Debtors will conduct a competitive and robust sale process. The Plan itself is a "toggle" plan. That is, the Debtors are simultaneously pursuing both a sale process and a plan that includes debt-for-equity swap by the Debtors' DIP Lenders and Senior Lenders. Depending on the outcome of the sale process, the Debtors, with the Senior Lenders' consent, will determine which option to pursue. In the event of a Sale Scenario, all or substantially all of the Debtors' assets will be sold pursuant to the Plan to a buyer and the Plan will be a liquidating plan. The DIP Lenders and the Senior Lenders have reserved the right to credit bid their debt in connection with any such sale. If no sale is pursued, and the Stand-Alone Restructuring Scenario is pursued, the DIP Lenders and the Senior Lenders will exchange their debt (in the case of the DIP Lenders, 100% of their debt, in the case of the Senior Lenders, a portion of their Senior Notes), for 100% of the equity in the Debtors and will own and control the assets of the Debtors free and clear of all liens, claims, interests, and encumbrances. In either event, creditors of Debtor Burgess (other than the Senior Lenders) will receive a distribution equal to 100% of their allowed claims, provided that the aggregate of asserted claims do not exceed $250,000. The Debtors estimate that claims against Debtor Burgess will not exceed that amount. If the aggregate amount of Claims exceeds $250,000, then at the option of the Pro Forma Owners, the Plan for Burgess shall be severed from the Plan and deemed withdrawn. Furthermore, in either the Sale Scenario or the Stand-Alone Restructuring Scenario, general unsecured creditors of Debtor Berlin will receive nothing on account of their Allowed Unsecured Claims. The Debtors believe that the only general unsecured Claim against Debtor Berlin is a rejection damages Claim, the holder of which has already agreed to not object to the treatment set forth in the Plan, and to not vote to reject the Plan. Finally, in either the Sale Scenario or the Stand-Alone Restructuring Scenario: * all allowed Other Secured Claims, Priority Tax Claims, and Other Priority Claims against the Debtors will be unimpaired; * holders of Subordinated Note Claims against Berlin will receive nothing on account of their claims; the holders of such Claims do not hold any claims against Burgess; and * holders of equity interests in the Debtors will be canceled and no payment will be made on account of any such equity interests. Class 5A consists of General Unsecured Claims against Berlin. On the Plan Effective Date, all General Unsecured Claims against Berlin will be cancelled and released. The allowed unsecured claims total $348,727.87. This Class will receive a distribution of $0 of their allowed claims. This Class is unimpaired. Class 4B consists of General Unsecured Claims against Burgess. On the Plan Effective Date, except to the extent that a holder of an Allowed General Unsecured Claim against Burgess has agreed to a less favorable treatment, each holder of an Allowed General Unsecured Claim against Burgess shall receive, at the option of the Debtors with the consent of the Senior Lenders, payment in full in Cash, or such other treatment that would render its Allowed General Unsecured Claim Unimpaired. The allowed unsecured claims total $27,824.09. This Class will receive a distribution of 100% of their allowed claims. This Class is unimpaired. The Debtors, with the consent of the Senior Lenders, will elect whether to effectuate the Restructuring through the Stand-Alone Restructuring Transaction or the Sale Scenario. At this time, the Debtors do not know which option they will elect. In a Sale Scenario, the Debtors will sell all or substantially all of their assets to a third party buyer. The Confirmation Order shall authorize, pursuant to sections 363, 365, 1123(a)(5)(B), and 1123(a)(5)(D) of the Bankruptcy Code, all actions necessary or appropriate to effectuate the Sale Transaction(s), including, (i) the execution and delivery of the Purchase Agreement(s) and all other Sale Transaction Documents, (ii) the transfer of the purchased assets or the New Reorganized Debtor Equity free and clear of all Liens, Claims, charges, or other encumbrances, to the applicable Purchaser(s), (iii) all transactions contemplated by the Purchase Agreement(s), including pursuant to sections 363, 365, 1123(a)(5)(B), and 1123(a)(5)(D) of the Bankruptcy Code, (iv) if applicable, the appointment of the Plan Administrator, and (v) if applicable, the execution and delivery of the Plan Administrator Agreement. In a Stand-Alone Restructuring Transaction, the Debtors shall emerge from Chapter 11 as Reorganized Debtors, the existing equity Interests in the Debtors shall be cancelled and released, the assets of the Debtors shall vest in the Reorganized Debtors free and clear of all liens, claims, encumbrances, and interests, and New Reorganized Debtor Equity shall be issued to holders of the DIP Claims and the Senior Notes Claims or their designee. A full-text copy of the Disclosure Statement dated March 11, 2024 is available at https://urlcurt.com/u?l=S02KPp from PacerMonitor.com at no charge. About Burgess BioPower The Debtors comprise renewable energy power companies that own and operate a 75-megawatt biomass-fueled power plant located on an approximately 62-acre site in Berlin, New Hampshire. Berlin Station owns the Facility and the Facility Site, and Burgess BioPower leases the Facility pursuant to a long-term lease. Burgess BioPower also holds the necessary regulatory licenses for the operation of the Facility. The Debtors sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 24-10235) on February 9, 2024, with $10 million to $50 million in assets and $100 million to $500 million in liabilities. Dean Vomero, chief restructuring officer, signed the petitions. Judge Laurie Selber Silverstein oversees the case. The Debtors tapped GIBBONS P.C. as Delaware counsel; FOLEY HOAG LLP as general bankruptcy counsel; and SSG CAPITAL ADVISORS, L.P. as investment banker. CANO HEALTH: Holds 17.2% of MSP's Class A Shares as of March 7 -------------------------------------------------------------- Cano Health, Inc. disclosed in a Schedule 13D/A Report filed with the U.S. Securities and Exchange Commission that as of March 7, 2024, it beneficially owned 2,549,190 shares of MSP Recovery's Class A Common Stock, representing 17.2% of the shares outstanding. 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 MSP Recovery on February 9, 2024. As of March 11, 2024, the aggregate number and percentage of Class A Shares beneficially owned by Cano Health, Inc. and, for Cano Health, Inc., 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 March 11, 2024, Cano Health, LLC, an indirect subsidiary of Cano Health, Inc., directly owns the 2,549,190 Class A Shares reported herein representing approximately 17.2% of the Class A Shares outstanding. The 2,549,190 Class A Shares beneficially owned by Cano Health, Inc. represent approximately 1.8% of MSP Recovery's total outstanding voting shares. Cano Health, Inc.'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 MSP Recovery'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 MSP Recovery's stockholders. A full-text copy of the Report is available at https://tinyurl.com/j738ab5k About Cano Health Inc. Cano Health, Inc., and its affiliates are independent primary care physician group. The Debtors sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 24-10164) on February 4, 2024. In the petitions signed by Mark Kent, authorized signatory, the Debtors disclosed $1,211,931,000 in assets and $1,471,032,000 in liabilities. Judge Karen B. Owens oversees the cases. The Debtors tapped Richards, Layton & Finger, P.A. and Weil, Gotshal & Manges, LLP as bankruptcy counsels; Quinn Emanuel Urquhart & Sullivan, LLP as special counsel; Houlihan Lokey, Inc. as investment banker; and AlixPartners, LLP as financial advisor. Kurtzman Carson Consultants, LLC is the claims, notice and solicitation agent. Gibson, Dunn & Crutcher, LLP and Pachulski, Stang, Ziehl & Jones, LLP represent the ad hoc first lien group while ArentFox Schiff, LLP represents Wilmington Savings Fund Society, FSB, the DIP agent. Credit Suisse AG, Cayman Islands Branch, serves as administrative agent and collateral agent, under the Credit Agreement. Freshfields Bruckhaus Deringer US, LLP is counsel to the agent. JPMorgan Chase Bank, N.A., serves as administrative agent and collateral agent under the Side-Car Credit Agreement. It is represented by Proskauer Rose, LLP. CAPITAL G: Unsecureds Get Share of Proceeds of Sale of Property --------------------------------------------------------------- Capital G Investments, LLC, filed a Plan of Liquidation and a Disclosure Statement. The Debtor is a Florida limited liability company which owns real property located at 9100 W BAY HARBOR DR APT 10B BAY HARBOR ISLANDS, FL 33154-3628 (the "Real Property"). The Real Property has an estimated market value of $398,371.00 pursuant to the Miami Dade County Property appraiser's office. There are no mortgages on the Real Property and the only secured creditor with respect to the Real Property is the Miami-Dade County Tax Collector. The Debtor will sell the Real Property in order to pay all creditors. Class 3 consists of the General Unsecured Claims in the estate including the Association's unsecured claim in the amount of $528,365.88. The Association filed an unsecured claim in the amount of $528,365.88 for alleged attorneys' fees and costs pursuant to the Condominium Declaration, The Condominium's By-Laws, and Fla. Stat. 718.303 incurred with respect to the state court action pending by the Association against the Debtor. The Debtor disputed the association's entitlement to the unsecured claim. However, the parties have reached an agreement whereby in exchange for the terms of this consensual plan, among other things, the Debtor does not oppose the Association's unsecured Claim. Class 3 unsecured claimants will also include a $42,000 unsecured claim by Gary Schwartz, the $136,998.23unsecured claim by Rosenbaum PLLC, the $36,000 unsecured claim by the SBA, and the Town's unsecured claim. All holders of Allowed General Unsecured Claims will be paid a prorate share of their claims from the net proceeds of the sale of the Real Property within 30 days of the closing of the sale. The Debtor reserves the right to object to, settle, compromise or adjust by mediation, arbitration or otherwise the Allowed Class 3 Claims. Class 3 Claims are impaired. The Plan is a plan of liquidation. The Debtor's principal source of revenue is comprised of the net proceeds from the sale of the Debtor's Real Property. Prior to the Effective Date and following the Effective Date, the Debtor shall continue to market the Real Property in order to maximize the sale amount. Counsel for Debtor: Kenneth R. Noble, III, Esq. NOBLE LAW FIRM, P.A. 6830 N. Federal Hwy. Boca Raton, FL 33487 Tel: (561) 353-9300 Fax: (305) 675-3383 E-mail: ray@noblelawfirmpa.com A copy of the Disclosure Statement dated Feb. 21, 2024, is available at https://tinyurl.ph/WYVsA from PacerMonitor.com. About Capital G Investments Capital G Investments, LLC is a Florida limited liability company which owns real property located at 9100 W Bay Harbor Dr Apt 10B Bay Harbor Islands, FL 33154-3628. The Debtor filed a Chapter 11 bankruptcy petition (Bankr. S.D. Fla. Case No. 23-14075) on May 24, 2023, with $100,001 to $500,000 in both assets and liabilities. Judge Laurel M. Isicoff oversees the case. The Debtor tapped Noble Law Firm as its bankruptcy counsel. CAPROCK MILLING: Seeks to Extend Plan Exclusivity to June 2 ----------------------------------------------------------- Caprock Milling & Crushing, LLC, asked the U.S. Bankruptcy Court for the Northern District of Texas to extend its exclusivity period to file a chapter 11 plan of reorganization and disclosure statement to June 2, 2024. The Debtor is a Texas limited liability company dealing primarily in the processing and storage of agricultural commodities. Specifically, Debtor leases a warehouse located at 8911 Bethlehem Boulevard, Sparrows Point, Baltimore, Maryland where it operates its business (the "Lease"). The Debtor claims that it is making a good faith effort to market and sell its assets including the retention of investment banker William Hood & Company, LLC. The success of such efforts is still unknown and will affect the Debtor's proposed course of action. Therefore, it is not possible to solidify the details of any proposed plan. The Debtor explains that the request for an extension of exclusivity is not filed for the purpose of delay, but rather the circumstances mandate that more time is necessary in order for the Debtor to negotiate and submit a viable Plan. The Debtor asserts that substantial progress has been made in putting together the pieces necessary for a successful plan. However, many contingencies exist which must come together in order to allow for the Debtor to propose a viable plan of reorganization. The Debtor further asserts that the request for an extension of the exclusivity period is not made to pressure any creditors into acceptance of any proposal from the Debtor. Rather, it is made to facilitate the reorganization process. CapRock Milling & Crushing, LLC is represented by: Steven L. Hoard, Esq. Alysia Cordova, Esq. Flannery Nardone, Esq. Mullin Hoard & Brown, L.L.P. P.O. Box 31656 Amarillo, TX 79120-1656 Tel: (806) 372-5050 Fax: (806) 372-5086 Email: shoard@mhba.com acordova@mhba.com fnardone@mhba.com About Caprock Milling & Crushing CapRock Milling & Crushing, LLC is engaged in grain and oilseed milling. The company is based in Amarillo, Texas. Caprock filed Chapter 11 petition (Bankr. N.D. Texas Case No. 23-20251) on Nov. 3, 2023, with $10 million to $50 million in assets and $1 million to $10 million in liabilities. Thomas Bunkley, member of Caprock, signed the petition. Judge Robert L. Jones oversees the case. The Debtor tapped Mullin Hoard & Brown, LLP as bankruptcy counsel; Charhon Callahan Robson & Garza, PLLC as special counsel; and William Hood & Company as investment banker. CARNIVAL PLC: EUR751.5MM Bank Debt Trades at 32% Discount --------------------------------------------------------- Participations in a syndicated loan under which Carnival PLC is a borrower were trading in the secondary market around 68.5 cents-on-the-dollar during the week ended Friday, March 15, 2024, according to Bloomberg's Evaluated Pricing service data. The EUR751.5 million facility is a Term loan that is scheduled to mature on October 9, 2032. About EUR597.2 million of the loan is withdrawn and outstanding. Carnival PLC owns and operates cruise ships. The Company offers cruise vacations in North America, Continental Europe, the United Kingdom, South America, and Australia. CARNIVAL PLC: EUR755.5MM Bank Debt Trades at 32% Discount --------------------------------------------------------- Participations in a syndicated loan under which Carnival PLC is a borrower were trading in the secondary market around 67.8 cents-on-the-dollar during the week ended Friday, March 15, 2024, according to Bloomberg's Evaluated Pricing service data. The EUR755.5 million facility is a Term loan that is scheduled to mature on December 17, 2032. About EUR597.2 million of the loan is withdrawn and outstanding. Carnival PLC owns and operates cruise ships. The Company offers cruise vacations in North America, Continental Europe, the United Kingdom, South America, and Australia. CERTARA HOLDCO: S&P Upgrades ICR to 'BB-', Outlook Stable --------------------------------------------------------- S&P Global Ratings raised its issuer credit rating on Certara Holdco Inc. to 'BB-' from 'B+' and its issue-level rating on its secured debt to 'BB-' from 'B+'. S&P's '3' recovery rating on the secured debt is unchanged. The stable outlook reflects S&P's expectation that the company's biosimulation software business will continue to drive strong revenue growth, leverage will remain stable around 3.0x in 2024, and the company will retain a significant cash balance. Certara reduced leverage to 3.0x while growing its business organically and through acquisitions. The company's performance in 2023 was broadly in line with S&P's expectations with adjusted EBITDA margins around 30%. The company also generated healthy FOCF of $67 million and spent approximately that amount on acquisitions, leaving its substantial cash balance of about $235 million unchanged from 2022 levels. S&P said, "We forecast leverage will remain about 3.0x in 2024 and for about $70 million of FOCF and $50 million of acquisitions. This reflects Certara's demonstrated commitment to a conservative financial policy and substantial capacity for acquisitions while maintaining leverage below management's stated leverage target of 3.0x (which is roughly equivalent to 3.5x in S&P Global Ratings-adjusted terms). Moreover, in the event a debt-funded acquisition results in a spike in leverage, we believe the company would take steps to quickly return leverage to below 3.5x. "We anticipate strong revenue growth in the biosimulation software business and modest margin pressure in 2024. While Certara's services business (about 60% of total revenue) experienced softened customer demand in the first half of 2023 and grew only 1%, revenue from its biosimulation software (about 40% of total revenue) grew 14%, a sign that the company's value proposition to customers in this niche market remains strong. Additionally, bookings showed signs of stabilization in the latter half of the year after signs of softness during the second quarter. We expect revenue growth of about 10% in 2024, supported by strong software sales. We also expect adjusted EBITDA margins will decline modestly to around 28% as the company increases spending on research and development (R&D) and capitalized software development costs, which we treat as an expense. We believe Certara can comfortably operate with margins of 30%-32% after periods of deliberate reinvestment in the business. "Over time, we expect to see greater revenue contribution from software revenue relative to services given the company's stated goals surrounding mergers and acquisitions (M&A), more favorable competitive dynamics, and growth prospects in the biosimulation software business. Conversely, we view the services business as having fewer barriers to entry, facing stiffer competition from larger peers, including contract research organizations (CROs), and more earnings volatility as customers adjust spending. "Certara's small scale and competitive position constrain further upside in the rating. Our assessment of the company's business risk reflects its niche focus in the biosimulation software and related services industry and small scale relative to similarly rated peers. While Certara commands a leading position in its addressable markets and has a diversified customer base, we view the possibility of a well-capitalized competitor with superior economies of scale entering the company's core market as a key risk. Therefore, we view ratings upside as unlikely absent an increase in the company's scale and diversity of offerings. "The stable outlook reflects our expectation that the company's biosimulation software business will continue to drive strong revenue growth, leverage will remain stable around 3.0x in 2024, and the company will retain a significant cash balance." S&P could lower its rating on Certara if it believes the company will sustain adjusted leverage above 3.5x or its cash balance significantly declines. Such a scenario is possible if: -- The company pursues a debt-funded acquisition that raises leverage above 3.5x and we see no clear path towards deleveraging; or -- The company cannot return EBITDA margins to 30%-32% after its period of heavy investment. Although unlikely over the next 12 months, S&P could raise its rating on Certara if management commits to and builds a track record of sustaining adjusted leverage below 2.0x, and the company enhances its scale and diversity of offerings through a large transaction. ESG factors are not a material consideration in S&P's analysis of Certara. CLEAN AIR: Plan Exclusivity Period Extended to April 1 ------------------------------------------------------ Judge Nancy Hershey Lord of the U.S. Bankruptcy Court for the Eastern District of New York extended Clean Air Car Service & Parking Branch Two, LLC, and Operr Plaza, LLC's exclusive periods to file its plan of reorganization, and solicit acceptances thereof to April 1 and June 3, 2024, respectively. As shared by Troubled Company Reporter, the Debtors stated that they initially stabilized the companies by negotiating and obtaining approval of the cash collateral stipulation with their largest secured creditor, IV - CVCF NEB I Trust. The Clean Air 2 Debtor has also engaged in meaningful discussions with another secured creditor, Prince Plaza Condominium Inc. The Debtors further stated that they have also focused on maximizing the value of their assets for the benefit of their creditors through an orderly sale process. Finally, the Debtors stated that they also removed certain state court actions critical to the reconciliation of claims filed by their disputed tenants. Clean Air Car Service & Parking Branch Two, LLC, and Operr Plaza, LLC are represented by: Thomas A. Draghi, Esq. Alexandra Troiano, Esq. WESTERMAN BALL EDERER MILLER ZUCKER & SHARFSTEIN 1201 RXR Plaza Uniondale, NY 11556 Tel: (516) 622-9200 Email: tdraghi@westermanllp.com atroiano@westermanllp.com About Clean Air Car Service and Operr Plaza Clean Air Car Service & Parking Branch Two, LLC, and Operr Plaza, LLC filed Chapter 11 bankruptcy petitions (Bankr. E.D.N.Y. Lead Case No. 23-41937) on May 31, 2023. At the time of filing, Clean Air Car Service reported $1 million to $10 million in assets and $10 million to $50 million in liabilities while Operr Plaza reported $10 million to $50 million in both assets and liabilities. Judge Nancy Hershey Lord oversees the cases. The Debtors tapped Westerman Ball Ederer Miller Zucker & Sharfstein, LLP as bankruptcy counsel. COMMSCOPE HOLDING: Declares Dividend on Series A Preferred Shares ----------------------------------------------------------------- Commscope Holding Company, Inc. reported in a Form 8-K filed with the Securities and Exchange Commission that on March 12, 2024, the Board of Directors of the Company declared a dividend on the shares of Series A Preferred Stock issued and outstanding as of the record date for such dividend, as a dividend in kind in the form of 15,978 shares of Series A Preferred Stock in the aggregate, plus $668.75 in cash in the aggregate in lieu of fractional shares. The Company expects to pay the Dividend on March 31, 2024. The Dividend is exempt from registration under the Securities Act of 1933, as amended, pursuant to Section 4(a)(2) of the Securities Act. Carlyle represented to the Company that it is an "accredited investor" as defined in Rule 501 of the Securities Act and that the Series A Preferred Stock is being acquired for investment purposes and not with a view to, or for sale in connection with, any distribution thereof, and appropriate legends will be affixed to any certificates evidencing the shares of Series A Preferred Stock and/or shares of the Company's common stock, par value $0.01 per share, issued upon conversion of Series A Preferred Stock. On April 4, 2019, CommScope issued and sold 1,000,000 shares of the Company's Series A Convertible Preferred Stock, par value $0.01 per share, for an aggregate purchase price of $1.0 billion, or $1,000 per share, pursuant to an Investment Agreement by and between the Company and Carlyle Partners VII S1 Holdings, L.P., dated as of Nov. 8, 2018. Also, as previously disclosed, through Dec. 31, 2023, the Company has paid dividends in kind in the aggregate amount of 162,085 shares of Series A Preferred Stock to the holders of the Series A Preferred Stock. 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 $1.45 billion in 2023, 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. * * * 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. As reported by the TCR on March 15, 2024, Moody's Ratings downgraded CommScope Holding Company, Inc.'s (CommScope) ratings including the corporate family rating to Caa2 from B3. The ratings downgrade primarily reflects the increasing risk of a capital restructuring including a distressed exchange of some or all of the company's debt, with maturities approaching including the company's senior notes in June 2025 and secured debt in March and April of 2026. CONAIR HOLDINGS: S&P Alters Outlook to Stable, Affirms 'B-' ICR --------------------------------------------------------------- S&P Global Ratings revised its outlook on U.S.-based Conair Holdings LLC to stable from negative and affirmed its 'B-' issuer credit rating. At the same time, S&P affirmed its 'B-' issue-level rating on its first-lien term loan. The '3' recovery rating is unchanged, indicating its expectation for meaningful (50%-70%; rounded estimate: 50%) recovery in the event of a payment default. The stable outlook reflects S&P's expectation that the company will modestly improve its profitability over the next 12 months, which will cause its S&P Global Ratings-adjusted leverage to decline to about 7x. The outlook revision reflects S&P's expectation for a moderate improvement in the company's credit metrics following its outperformance in 2023. Conair's revenue remained relatively flat year over year for the fiscal year ended Dec. 31, 2023, as the benefits from increased volumes in its Cuisinart and personal care appliances segments, and incremental sales from its recent acquisition of Fulham (now Cuisinart Outdoors) were offset by the lost sales stemming from the closure of a large customer. However, the company improved its S&P Global Ratings-adjusted EBITDA by about 30% supported by easing input and supply chain cost inflation and the realization of benefits from the cost-savings initiatives it executed over the past several quarters. Along with its improved profitability, an improvement in Conair's working capital management supported increased free operating cash flow (FOCF) generation. S&P estimates the company reduced its S&P Global Ratings-adjusted leverage to about 7.4x as of the end of 2023 from 10.3x in 2022. S&P expects consumer spending on durable goods will remain muted in 2024, given our expectation for soft discretionary spending, as well as the pull-forward of demand during the coronavirus pandemic. S&P said, "Additionally, we expect retailers will remain cautious with their re-ordering and maintain tighter inventory levels while the economy continues to recover from the effects of elevated inflation. Positively, we anticipate Conair will benefit from product innovations, its expansion in Europe, and the inclusion of Cuisinart Outdoor's sales in its results. These factors support our forecast for a modest increase in the company's revenue this year. At the same time, we believe that Conair has lost market share in some of its categories due to increased distribution, marketing, and promotional activity by its competition. "We expect the company will need to invest in its brands via promotions, higher advertising, and increased wages to stabilize its volumes and market share. This, along with potentially higher ocean freight costs (container shipment contracts typically expire in April) amid the geopolitical disruptions in the Red Sea, could weigh on Conair's profitability in the second half of 2024 and into 2025 if geopolitical tensions escalate. Nevertheless, we project the company will modestly improve its profit on increased sales, the carry-forward of its cost-saving initiatives, and the realization of benefits from its network optimization efforts. Therefore, we forecast Conair's leverage will improve to about 7.1x as of the end of 2024 and decline further in 2025. "Our macroeconomic outlook suggests a stabilizing environment, though some risks remain. "Our economists now expect U.S. real GDP will expand by 2.4% in 2024 supported by a sturdy labor market and cooling inflation. However, key risks--including conflicts in the Middle East and a potential resurgence in inflation--could threaten the macroeconomic recovery. Additionally, Conair remains highly reliant on China for a substantial portion of its outsourced production even though many of its industry peers are focused on diversifying away from the country, especially given the potential for higher tariffs under a future Trump Administration if he is re-elected. At this stage, we do not anticipate the company will follow in the footsteps of its peers, given the solid and mature relationships it has built with its Chinese vendors. We expect Conair would have to absorb any potential increases in tariffs, which would likely pressure its margins. "The stable outlook reflects our expectation that Conair will modestly improve its profitability over the next 12 months, causing its S&P Global Ratings-adjusted leverage to decline to about 7x." S&P could lower our rating on Conair over the next 12 months if it believes its capital structure has become unsustainable, its EBITDA interest coverage declines below 1.5x, and it generates negative FOCF. This could occur due to: -- A substantial weakening in current economic conditions and consumer discretionary spending; -- Aggressive competition or execution missteps that constrain Conair's ability to improve its operating trends; or -- The company is unable to manage its outsourced supply chain or offset cost inflation and potentially higher tariffs with pricing actions. S&P could raise its ratings on Conair if it improves its operating performance such that it sustains S&P Global Ratings-adjusted leverage of below 7x and interest coverage of more than 2x. This could occur if economic conditions improve and the company sustains its market share while successfully delivering on its cost-saving initiatives. CORENERGY INFRASTRUCTURE: Court Denies Bid to Appoint Equity Panel ------------------------------------------------------------------ The ad hoc group of preferred shareholders of CorEnergy Infrastructure Trust, Inc. failed to win court approval for the appointment of an official committee of preferred shareholders. At the hearing held on March 13, the U.S. Bankruptcy Court for the Western District of Missouri denied the ad hoc group's motion to direct the U.S. Trustee for Region 13 to appoint an official committee that will represent preferred shareholders in CorEnergy's Chapter 11 case. The ad hoc group is composed of beneficial holders of 7.375% Series A Cumulative Redeemable Preferred Stock issued by CorEnergy. On March 8, the ad hoc group moved the court to appoint an official committee for preferred shareholders, arguing that CorEnergy is not "hopelessly insolvent" based on publicly available information. The ad hoc group also argued that the appointment is necessary to assure adequate representation of preferred shareholders. About CorEnergy Infrastructure CorEnergy Infrastructure Trust, Inc. 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. The Debtor filed Chapter 11 petition (Bankr. W.D. Mo. Case No. 24-40236) on February 25, 2024, with $14,492,662 in assets and $118,415,403 in liabilities. David J. Schulte, officer, signed the petition. Judge Cynthia A. Norton oversees the case. Mark T. Benedict, Esq., at Husch Blackwell, LLP represents the Debtor as legal counsel. The Debtor filed its Chapter 11 plan of reorganization and disclosure statement on February 25, 2024. CUENTAS INC: Sells Brooksville Real Estate for $7.2 Million ----------------------------------------------------------- Cuentas, Inc. approved the signing of a letter of intent to sell the property located at 19200 Cortez Boulevard, Brooksville, Florida. This transaction will furnish the Company with organic cash, fortifying its resources for future ventures and affirming its successful strategic focus on Fintech and Mobile Services. The agreement solidifies Cuentas' decision to divest its real estate investments in Brooksville, Florida, a market renowned for its rapid growth. The sale of the property for $7.2 million unlocks liquidity and yields double-digit returns on the investment, based on its original purchase price of $5.05 million. With the closing slated for within 60 days and funds in escrow, the Company is poised for further enhancement of its financial position. After extensive evaluation of various options, including exploring development joint ventures and assessing multiple purchase offers, management opted for the most advantageous agreement. This decision prioritizes expediency in closing and delivers double-digit percentage returns. Management views this transaction as a tactical triumph, aligning with the Company's objectives of profitability and cash flow. It empowers continued involvement in development projects in the South Florida region, leveraging the company's local headquarters in Miami Beach, Florida. The proceeds from this sale will be channeled towards self-funding the company, reinforcing its Cuentas Money (Fintech) and Cuentas Mobile (Mobile) services, and fostering additional real estate developments akin to the successful Lakewood Villas development, where the company holds a 6% stake. About Cuentas Headquartered in Miami, Florida, Cuentas, Inc. -- http://www.cuentas.com-- is creating an alternative financial ecosystem for the growing global population who do not have access to traditional financial alternatives. The Company's proprietary technologies help to integrate FinTech (Financial Technology), e-finance and e-commerce services into solutions that deliver next generation digital financial services to the unbanked, under-banked and underserved populations nationally in the USA. The Cuentas Platform integrates Cuentas Mobile, the Company's Telecommunications solution, with its core financial services offerings to help entire communities enter the modern financial marketplace. Cuentas has launched its General Purpose Reloadable (GPR) Card, which includes a digital wallet, discounts for purchases at major physical and online retailers, rewards, and the ability to purchase digital content. Cuentas reported a net loss attributable to the company of $14.53 million in 2022, a net loss attributable to the company of $10.73 million in 2021, a net loss attributable to the company of $8.10 million in 2020, a net loss attributable to the company of $1.32 million in 2019, and a net loss of $3.56 million in 2018. As of March 31, 2023, the Company had $5.19 million in total assets, $2.31 million in total liabilities, and $2.88 million in total stockholders' equity. Tel-Aviv, Israel-based Yarel + Partners Certified Public Accountants (Isr.), the Company's auditor since 2023, issued a "going concern" qualification in its report dated March 31, 2023, citing that the Company has incurred net losses since its inception, and has not yet generated sufficient revenues to support its operations. As of Dec. 31, 2022, there is an accumulated deficit of $52,750,000. These conditions, along with other matters, raise substantial doubt about the Company's ability to continue as a going concern. In its Quarterly Report for the three months ended Sept. 30, 2023, Cuentas reported that the Company had $1,057,000 in cash and cash equivalents, $1,081,000 in negative working capital, and an accumulated deficit of $57,044,000 as of Sept. 30, 2023. The Company said these conditions raise substantial doubt about its ability to continue as a going concern. CURRENT ENERGY: Lorber Greenfield & Polito as Construction Counsel ------------------------------------------------------------------ Current Energy, LLC seeks approval from the U.S. Bankruptcy Court for the District of Colorado to employ Lorber, Greenfield & Polito, LLP as its construction counsel. The firm will represent the Debtor with respect to any construction issues, including evaluating claims asserted by general contractors, evaluating issues related to bond claims, and pursuing collections, including filing mechanics lines, as necessary. Bolor Nyamaa will be the primary attorney responsible for the Debtors' account. Ms. Nyamaa's hourly rate is $350 per hour. Other paralegals who may perform services on the Debtor's account bill at a rate of $150. Ms. Nyamaa assured the court that her firm does not hold or represent any interest adverse to the Debtor or its estate. The firm can be reached through: Bolor Nyamaa, Esq. Lorber, Greenfield & Polito, LLP 44 Cook Street, Suite 100 Denver, CO 80206 Phone: (800) 659-8821 Email: bnyamaa@lorberlaw.com About Current Energy, LLC Current Energy, LLC filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D. Colo. Case No. 24-10213) on Jan. 17, 2024, with $100,001 to $500,000 in assets and $1,000,001 to $10 million in liabilities. Judge Michael E. Romero oversees the case. Keri L. Riley, Esq., at Kutner Brinen Dickey Riley, P.C. represents the Debtor as legal counsel. CYPRUS MINES: Shafequllah Syed Appointed to Tort Committee ---------------------------------------------------------- The U.S. Trustee for Regions 3 and 9 disclosed in a court filing that Shafequllah Syed has been appointed to take the place of Hillary Corbett in the official committee of tort claimants appointed in Cyprus Mines Corp.'s Chapter 11 case. As of March 14, the members of the committee are: 1. Shafequllah Syed, Representative Estate of Sadia Syed c/o Audrey Raphael, Esq. Levy Konigsberg LLP 605 Third Ave. New York, NY 10158 Phone: 212-605-6206 Fax: 212-605-6290 Email: ARaphael@LevyLaw.com 2. William Gregory, Representative Estate of Sonna Gregory c/o John R. Bevis, Esq. Barnes Law Group, LLC 31 Atlanta Street Marietta, GA 30060 Phone: 770-227-6375 Fax: 770-227-6373 Email: bevis@barneslawgroup.com 3. Jody Hardman, Representative Estate of Betsey P. Hardman c/o Maura Kolb, Esq. Lanier Law Firm 10940 W. Sam Houston Pkwy, Suite 100 Houston, TX 77064 Phone:713-659-5200 Fax: 713-659-2204 Email: maura.kolb@lanierlawfirm.co 4. Melissa Lynne Roy Kaiser, Administrator Estate of Lynne L. Roy c/o J. Bradley Smith, Esq. Dean Omar Branham Shirley, LLP 302 N. Market St., Suite 300 Dallas, TX 75202 Tel: 214-722-5990 Fax: 214-722-5991 Email: bsmith@dobslegal.com 5. Charles K. Stuart c/o Beth Gori, Esq. The Gori Law Firm 156 N. Main Street Edwardsville, IL 62025 Tel: 618-659-9833 Fax: 618-659-9834 Email: beth@gorilaw.com 6. Christine Anderson c/o Justine Delaney, Esq. Weitz & Luxenberg, PC 700 Broadway New York, NY 10003 Tel: 212-558-5683 Fax: 212-344-5461 Email: jdelaney@weitzlux.com 7. Patsy Young c/o Leah Kagan, Esq. Simon Greenstone Panatier, P.C. 1201 Elm Street, Suite 3400 Dallas, TX 75270 Tel: 214-276-7680 Fax: 214-276-7699 Email: lkagan@sgptrial.com About Cyprus Mines Corporation Cyprus Mines Corporation is a Delaware corporation and a wholly owned subsidiary of Cyprus Amax Minerals Co., which is an indirect subsidiary of Freeport-McMoRan Inc. It currently has relatively limited business operations, which include the ownership of various parcels of real property, certain royalty interests that generate de minimis revenue (e.g., less than $1,500 in each of the past two calendar years), and the ownership of an operating subsidiary that conducts marketing activities. Cyprus Mines is a predecessor in the interest of Imerys Talc America, Inc. In June 1992, Cyprus Mines sold its talc-related assets to RTZ America Inc. (later known as Rio Tinto America, Inc.) through a two-step process. First, Cyprus Mines transferred its talc-related assets and liabilities (subject to minor exceptions) to Cyprus Talc Corporation, a newly formed subsidiary of Cyprus Mines, according to an Agreement of Transfer and Assumption, dated June 5, 1992. Second, Cyprus Mines sold the stock of Cyprus Talc Corporation to RTZ according to a Stock Purchase Agreement, also dated June 5, 1992 (as amended, the "1992 SPA"). The purchase price was approximately $79.5 million. Cyprus Talc Corporation was later renamed Imerys Talc America, Inc. Under the 1992 ATA, the entity now named Imerys expressly and broadly assumed the talc liabilities of Cyprus Mines and its former subsidiaries that were in the talc business. Cyprus Mines filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 21-10398) on Feb. 11, 2021, listing between $10 million and $50 million in assets, and between $1 million and $10 million in liabilities. The Honorable Laurie Selber Silverstein is the case judge. The Debtor tapped Reed Smith LLP as bankruptcy counsel, Kasowitz Benson Torres LLP as special conflicts counsel, and Prime Clerk LLC as claims agent. The U.S. Trustee for Regions 3 and 9 appointed an official committee of tort claimants on March 4, 2021. The tort committee is represented by Caplin & Drysdale, Chartered, and Campbell & Levine, LLC. Province, LLC, and Axlor Consulting, LLC serve as the tort committee's financial advisor and consultant, respectively. Roger Frankel serves as the legal representative for future personal injury claimants. The FCR tapped Togut, Segal & Segal, LLP, Burr & Forman, LLP and Frankel Wyron, LLP as bankruptcy counsels; Anderson Kill, PC as special insurance counsel; Archer & Greiner, P.C. as New Jersey counsel; and Province, LLC as financial advisor. The FCR also tapped the services of economic expert, Berkeley Research Group, LLC. On May 11, 2021, the court appointed M. Jacob Renick as the fee examiner in this Chapter 11 case. The examiner tapped Godfrey & Kahn, SC as legal counsel. DON'S BAREFOOT: Seeks to Hire DeMarco Mitchell PLLC as Counsel -------------------------------------------------------------- Don's Barefoot Beach Marina, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of Texas to employ DeMarco Mitchell, PLLC as its counsel. The firm will provide these services: a. take all necessary action to protect and preserve the Estate, including the prosecution of actions on its behalf, the defense of any actions commenced against it, negotiations concerning all litigation in which it is involved, and objecting to claims; b. prepare on behalf of the Debtor all necessary motions, applications, answers, orders, reports, and papers in connection with the administration of the estate; c. formulate, negotiate, and propose a plan of reorganization; and d. perform all other necessary legal services in connection with these proceedings. The firm will be paid at these rates: Robert T. DeMarco $400 per hour Michael S. Mitchell $300 per hour Barbara Drake, Paralegal $125 per hour The firm received a retainer in the amount of $6,738. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Robert T. DeMarco, a partner at Demarco Mitchell, PLLC, 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: Robert T. DeMarco, Esq. Michael S. Mitchell, Esq. DEMARCO MITCHELL, PLLC 1255 W. 15th Street, 805 Plano, TX 75075 Tel: (972) 578-1400 Fax: (972) 346-6791 Email: robert@demarcomitchell.com mike@demarcomitchell.com About Don's Barefoot Beach Marina Don's Barefoot Beach Marina, LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Tex. Case No. 24-20024) on February 23, 2024, listing up to $50,000 in assets and $1 million to $10 million in liabilities. The petition was signed by Misty Thornton as managing member. Robert T DeMarco, Esq. at DEMARCO MITCHELL, PLLC represents the Debtor as counsel. EDGEMONT FARMS: Seeks to Hire Hunter Prestige Properties as Broker ------------------------------------------------------------------ Edgemont Farms LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of California to hire Julie Hunter of Hunter Prestige Properties as its broker. The broker will market and sell the Debtor's property located at 49 Jewett Road, Petaluma, California 94952, which is a Class A grade, high quality competition horse training and boarding facility located on a 22.96 acre parcel. Ms. Hunter assured the court that she is a is a disinterested person with the meaning of Sections 101 (14) and 327 of the Bankruptcy Code. The broker can be reached through: Julie Hunter Hunter Prestige Properties 422 Larkfield Center #250 Santa Rosa, CA 95403 Tel: (707) 321-5171 Email: julieh@equestrianliving.com About Edgemont Farms LLC Edgemont Farms LLC is the owner of the real property located at 49 Jewett Road Petaluma, CA 94952 having an appraised value of $4.6 million. In the petition signed by JoAnn Claeyssens, member, the Debtor disclosed $4,656,722 in assets and $2,679,083 in liabilities. Judge Charles Novack oversees the case. Gina R. Klump, Esq., at LAW OFFICE OF GINA R. KLUMP, represents the Debtor as legal counsel. ENCORE CAPITAL: Fitch Assigns BB+(EXP) Rating on Sr. Secured Notes ------------------------------------------------------------------ Fitch Ratings has assigned Encore Capital Group, Inc.'s (BB+/Stable) proposed issue of USD400 million senior secured fixed rate notes due 2029 an expected rating of 'BB+(EXP)'. The assignment of a final rating is contingent on the receipt of final documents conforming to information already reviewed. KEY RATING DRIVERS Equalised with Long-Term IDR: The senior secured notes will be guaranteed by most Encore group subsidiaries and rank equally with other senior secured obligations. The majority of Encore's debt is senior secured, with only a small higher-ranking super-senior element. Consequently, the senior secured debt rating is equalised with Encore's Long-Term Issuer Default Rating (IDR), as Fitch expects average recoveries for the notes. Limited Leverage Impact: Fitch expects the proceeds of the notes to principally be used in the near term to reduce drawings under the group's revolving credit facility, ahead of potential redemption later this year of GBP300 million of senior secured notes due 2026. Therefore, the refinancing has no material net impact on consolidated leverage, and extends the average tenor of the group's borrowings. Leading Franchise; Concentrated Activities: Encore's Long-Term IDR reflects its leading franchise in the debt-purchasing sector, its experienced management team and its long-term profitability record. The rating also takes into account the company's concentration of activities within the debt-purchasing sector and the need to accommodate wholesale market funding costs within profitable underwriting. Fitch expects that net leverage will remain at the upper end of management's long-term guidance of 2-3x in the near term while portfolio purchasing exceeds recent years' levels. Slower Collections Post-Pandemic: Encore's 2023 EBITDA of USD1.1 billion (inclusive of collections applied to principal balance and adding back goodwill impairment) reduced by 5% from 2022, the early part of which was boosted by residual benefit from pandemic-era government stimulus measures. Estimated remaining collections grew in 2023 to USD8.2 billion (end-2022: USD7.6 billion) following strong purchasing flows, particularly in the US, contributing to end-2023 gross debt-to-adjusted EBITDA rising to around 3.0x (end-2022: 2.5x). For further detail of the key rating drivers and sensitivities for Encore's IDR, see 'Fitch Affirms Encore at 'BB+'; Outlook Stable', dated 29 June 2023) DEBT AND OTHER INSTRUMENT RATINGS: KEY RATING DRIVERS See above. DEBT AND OTHER INSTRUMENT RATINGS: RATING SENSITIVITIES The notes' expected rating is primarily sensitive to changes in Encore's Long-Term IDR. Changes to Fitch's assessment of relative recovery prospects for senior secured debt in a default (e.g. as a result of a material shift in the proportion of Encore's debt which is either unsecured or super-senior secured) could also result in the senior secured debt rating being notched up or down from the IDR. Date of Relevant Committee 27 June 2023 ESG CONSIDERATIONS Encore Capital Group, Inc. has an ESG Relevance Score of '4' for Customer Welfare - Fair Messaging, Privacy & Data Security due to the importance of fair collection practices and consumer interactions and the regulatory focus on them, particularly in the US. Encore Capital Group, Inc. has an ESG Relevance Score of '4' for Financial Transparency due to the significance of internal modelling to portfolio valuations and associated metrics such as ERC. These factors have negative influences on the rating, but their impact is only moderate, and they are features of the debt purchasing sector as a whole, and not specific to Encore. The highest level of ESG credit relevance is a score of '3', unless otherwise disclosed in this section. A score of '3' means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. Fitch's ESG Relevance Scores are not inputs in the rating process; they are an observation on the relevance and materiality of ESG factors in the rating decision. Entity/Debt Rating ----------- ------ Encore Capital Group, Inc. senior secured LT BB+(EXP) Expected Rating EVOKE PHARMA: Bleichroeder Entities Report 9.99% Equity Stakes -------------------------------------------------------------- Bleichroeder Holdings, LLC and Bleichroeder, LP disclosed in a Schedule 13G/A Report filed with the U.S. Securities and Exchange Commission that as of February 13, 2024, they beneficially owned 849,367 shares of Evoke Pharma, Inc.'s common shares, representing 9.99% of the shares outstanding. Bleichroeder LP, an investment adviser registered under Section 203 of the Investment Advisers Act of 1940, is deemed to be the beneficial owner of 849,367 shares, or 9.99%, of the common stock believed to be outstanding. The 849,367 shares include 825,000 shares of Common Stock and 24,367 shares of Common Stock issuable upon exercise of warrants. In accordance with the Warrant Agreements, exercise of the warrants is subject to a Beneficial Ownership Limitation (as defined in the agreements) of 9.99% of the number of shares of Common Stock outstanding immediately after giving effect to the issuance of shares of Common Stock issuable upon exercise. If there was no 9.99% limit on the exercise of warrants, Bleichroeder would be deemed to be the beneficial owner of 825,000 shares of Common Stock and 5,057,352 shares of Common Stock issuable upon exercise of the Warrants, representing 43.46% of the outstanding shares of Common Stock. The Denise and Michael Kellen Foundation, a charitable foundation for which Bleichroeder acts as investment adviser, holds the 825,000 shares, or 9.73% of Common Stock believed to be outstanding. The Denise and Michael Kellen Foundation also holds the 24,367 exercisable warrants of Evoke Pharma, Inc. The Denise and Michael Kellen Foundation holds the additional warrants above the 9.99% limit, which would make The Denise and Michael Kellen Foundation's total beneficial ownership 5,882,352 shares, or 43.46%, if there was no 9.99% limit. Clients of Bleichroeder have the right to receive and the ultimate power to direct the receipt of dividends from, or the proceeds of the sale of, such securities. A full-text copy of the Report is available at https://tinyurl.com/3hkdmn85 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 within the next 12 months. EVOKE PHARMA: Incurs $7.8 Million Net Loss in 2023 -------------------------------------------------- Evoke Pharma, Inc. filed with the Securities and Exchange Commission its Annual Report on Form 10-K reporting a net loss of $7.79 million on $5.18 million of net product sales for the year ended Dec. 31, 2023, compared to a net loss of $8.22 million on $2.51 million of net product sales for the year ended Dec. 31, 2022. As of Dec. 31, 2023, the Company had $7.07 million in total assets, $9.65 million in total liabilities, and a total stockholders' deficit of $2.58 million. San Diego, California-based BDO USA, P.C., the Company's auditor since 2014, issued a "going concern" qualification in its report dated March 14, 2024, citing that 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. Management Comments "In 2023, we focused on operational excellence to expand GIMOTI's market share and ensure its availability for patients requiring an improved gastroparesis treatment. Our commercial team's dedicated efforts yielded a 107% increase in year-over-year revenue," stated Dave Gonyer, R.Ph., CEO of Evoke Pharma. "The new Healthcare Resource Utilization (HCRU) data has only been available to our commercial team since near the end of the year. We believe it is just starting to drive growth beginning with the addition of new prescribers, a rise in prescription fills, and an uptick in patient enrollments, solidifying 2023 as an important year for our product's market presence. As of December 31, 2023, we've seen a 66% rise in cumulative prescribers from the previous year, totaling 1,689. Prescription fills and patient enrollments also climbed significantly by 100% and 88% respectively, year-over-year," Mr. Gonyer added. Mr. Gonyer concluded, "2023 was a milestone year for GIMOTI with new real-world evidence demonstrating its superiority over traditional treatments and data showing a marked decrease in hospitalization and ER visits for GIMOTI over oral metoclopramide which translated into savings of over $15,000 per patient in only six months. Our results at major gastroenterology conferences including Digestive Disease Week 2023 have strengthened market trust in GIMOTI, bolstering our goal to make it the standard treatment for diabetic gastroparesis. Current and new IP protections, coupled with new inquiries about the prevalence GLP-1 associated diabetic gastroparesis, and the recent capital boost from our public offering further position us to scale our operations and achieve sustained business growth." 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/0001403708/000095017024031435/evok-20231231.htm 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. FRANCISCAN FRIARS: Committee Taps Berkeley as Financial Advisor --------------------------------------------------------------- The official committee of unsecured creditors of Franciscan Friars Of California, Inc. seeks approval from the U.S. Bankruptcy Court for the Northern District of California to employ Berkeley Research Group, LLC as its financial advisor. The firm will render these services: a. help the Committee investigate the assets, liabilities, and financial condition of the Debtor; b. assist the Committee in the review of financial related disclosures required by the Court or Bankruptcy Code; c. help the Committee analyze the Debtor's accounting reports and financial statements; d. help the Committee review pre-petition transfers of the Debtor's assets; e. help the Committee evaluate the Debtor's ownership interests of property alleged to be held in trust by the Debtor for the benefit of third parties or property alleged to be owned by non-debtor entities, including, without limitation, investigation and financial review of alleged donor restrictions, other restricted and unrestricted funds, deposit and loan programs (if applicable), and pooled income or investment funds; f. help the Committee review and evaluate any proposed asset sales, other asset dispositions, and any other proposed transactions for which Court approval is sought; g. help the Committee monitor the Debtor's cash management system for compliance with the cash management order entered in this case; h. assist in the review or preparation of information and analyses necessary for the confirmation of a plan, or for the objection to any plan filed which the Committee opposes; i. assist the Committee with the evaluation and analysis of potential claims of the Debtor's bankruptcy estate and any litigation matters, including, but not limited to, avoidance actions for fraudulent conveyances and preferential transfers, and declaratory relief actions concerning the property of the Debtor's estate; and j. provide any other services requested by the Committee and agreed to by BRG. The firm will be paid at these rates: Managing Directors $755 to $1,150 per hour Associate Directors & Directors $480 to $755 per hour Professional Staff $225 to $480 per hour Support Staff $160 to $225 per hour The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Matthew Babcock, 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: Matthew K. Babcock Berkeley Research Group, LLC 201 S. Main, Suite 450 Salt Lake City, UT 84111 Tel: (801) 321-7117 Email: mbabcock@thinkbrg.com About Franciscan Friars of California, Inc. The Debtor is a tax-exempt religious organization. The Debtor was formed to provide religious, charitable, and educational acts, ministry, and service to the poor. Franciscan Friars of California, Inc. in Oakland, CA, filed its voluntary petition for Chapter 11 protection (Bankr. N.D. Cal. Case No. 23-41723) on December 31, 2023, listing $1 million to $10 million in assets and $10 million to $50 million in liabilities. David Gaa, OFM, president of the Debtor, signed the petition. Judge William J Lafferty oversees the case. BINDER & MALTER, LLP serve as the Debtor's legal counsel. On Jan. 18, 2024, the Office of the United States Trustee appointed seven survivors of sexual abuse holding claims against the Debtor to serve on the Committee. The Committee selected Lowenstein and Keller Benvenutti Kim LLP as its counsel. FREE SPEECH: Seeks to Tap O'ConnorWechsler as Bankruptcy Counsel ---------------------------------------------------------------- Free Speech Systems, LLC, filed an emergency application seeking approval from the U.S. Bankruptcy Court for the Southern District of Texas to employ O'ConnorWechsler, PLLC as its bankruptcy counsel. The firm will represent the Debtor as to any requests for relief from the automatic stay, claim estimation, objections to claims, dismissal disputes, and other matters relative to the routine activities typical to the Chapter 11 case. The firm's hourly rates are as follows: Annie E. Catmull, Esq. $500 per hour Kathleen O'Connor, Esq. $450 per hour Jeri Wechsler, Of Counsel $350 per hour Paralegals $150 to $250 per hour O'ConnorWechsler received a $75,000 retainer. As disclosed in court filings, O'ConnorWechsler is a "disinterested persons" within the meaning of Bankruptcy Code Section 101(14). The firm can be reached through: Annie E. Catmull, Esq. O'ConnorWechsler PLLC 4400 Post Oak Plaza, Suite 2360 Houston, TX 77027 Tel: (281) 814-5977 Email: aecatmull@o-w-law.com About Free Speech Systems Free Speech Systems LLC is a broadcast media production and distribution company that provides broadcasting aural programs by radio to the public. Free Speech Systems is a family-run business founded by Alex Jones. FSS is presently engaged in the business of producing and syndicating Jones' radio and video talk shows and selling products targeted to Jones' loyal fan base via the Internet. Today, FSS produces Alex Jones' syndicated news/talk show (The Alex Jones Show) from Austin, Texas, which airs via the Genesis Communications Network on over 100 radio stations across the United States and via the internet through websites including Infowars.com. Due to the content of Alex Jones' shows, Jones and FSS have faced an all-out ban of Infowars from mainstream online spaces. Shunning from financial institutions and banning Jones and FSS from major tech companies began in 2018. Conspiracy theorist Alex Jones has been sued by victims' family members over Jones' lies that the 2012 Sandy Hook Elementary School shooting was a hoax. Jones' InfoW LLC and affiliates, IWHealth, LLC and Prison Planet TV, LLC, filed petitions under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D. Texas Lead Case No. 22-60020) on April 18, 2022. The Debtors agreed to the dismissal of the Chapter 11 cases in June 2022 after the Sandy Hook victim families dismissed the three bankrupt companies from their lawsuits. Free Speech Systems filed a voluntary petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 22-60043) on July 29, 2022. In the petition filed by W. Marc Schwartz, as chief restructuring officer, the Debtor reported assets and liabilities between $50 million and $100 million. Melissa A Haselden has been appointed as Subchapter V trustee. Alexander E. Jones filed for personal bankruptcy under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 4:22-bk-60043) on Dec. 2, 2022, listing $1 million to $10 million in assets against liabilities of $1 billion to $10 billion in liabilities. Raymond William Battaglia, of Law Offices of Ray Battaglia, PLLC, is FSS's counsel. Raymond W. Battaglia and Crowe & Dunlevy, P.C., led by Vickie L. Driver, Christina W. Stephenson, Shelby A. Jordan, and Antonio Ortiz are representing Alex Jones. FRESH TRACKS: Ernst & Young Raises Going Concern Doubt ------------------------------------------------------ Fresh Tracks Therapeutics, Inc. disclosed in a Form 10-K Report filed with the U.S. Securities and Exchange Commission for the fiscal year ended December 31, 2023, that Ernst & Young LLP, the Company's auditor since 2017, expressed that there is substantial doubt about the Company's ability to continue as a going concern. In the Report of Independent Registered Public Accounting Firm dated March 15, 2024, Denver, Colorado-based Ernst & Young LLP, said, "The Company is seeking approval to dissolve and distribute all remaining cash to stockholders and has stated that substantial doubt exists about the Company's ability to continue as a going concern." Fresh Tracks has incurred significant operating losses and has an accumulated deficit as a result of in-licensing and development of its product candidates, including conducting preclinical and clinical trials and providing general and administrative support for these operations. For the years ended December 31, 2023 and 2022, the Company had a net loss of $5.7 million and $21.1 million, respectively. As of December 31, 2023, the Company had an accumulated deficit of $172.2 million. As of December 31, 2023, the Company had cash and cash equivalents of $10.9 million. Since inception, the Company has financed its operations primarily through funds received from the sale of common stock and warrants, convertible preferred stock, debt and convertible notes, and payments received under license and other strategic agreements. The Company expects to continue to incur additional losses for the foreseeable future as it implements the Plan of Dissolution. "As a result of the Plan of Dissolution, our management has concluded that substantial doubt exists about our ability to continue as a going concern for a period of twelve months from the date of issuance of our accompanying consolidated financial statements, which do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might result from the outcome of this uncertainty. Accordingly, the consolidated financial statements have been prepared on a basis that assumes that we will continue as a going concern and which contemplates the realization of assets and satisfaction of liabilities and commitments in the ordinary course of business," the Company said. As of December 31, 2023, the Company had $11.6 million in total assets, $1.7 million in total current liabilities, and $9.9 million in total stockholders' equity. A full-text copy of the Company's Form 10-K is available at https://tinyurl.com/5n755fm2 About Fresh Tracks Therapeutics Inc. Boulder, CO-based Fresh Tracks Therapeutics, Inc., historically, was a clinical-stage pharmaceutical company striving to transform patient lives through the development of innovative and differentiated prescription therapeutics. The Company's pipeline aimed to disrupt existing treatment paradigms and featured several new chemical entities that inhibit novel targets with first-in-class potential for autoimmune, inflammatory, and other debilitating diseases. On September 19, 2023, the Company announced a proposed plan of liquidation and dissolution and its intent to discontinue all clinical and preclinical development programs and reduce its workforce. In connection with the Plan of Dissolution, effective October 2, 2023, the Company discontinued all clinical and preclinical development programs and terminated most of its employees, except for certain employees, consultants, and advisors who will supervise and facilitate the dissolution and wind down of the Company. FUEL DOCTOR: Incurs $778K Net Loss in 2023 ------------------------------------------ Fuel Doctor Holdings, Inc. filed with the Securities and Exchange Commission its Annual Report on Form 10-K reporting a net loss of $778,000 for the year ended Dec. 31, 2023, compared to a net loss of $810,000 for the year ended Dec. 31, 2022. As of Dec. 31, 2023, the Company had $323,000 in total assets, $397,000 in total liabilities, and a total stockholders' deficit of $74,000. Mitzpe Netofa, Israel-based Elkana Amitai CPA, the Company's auditor since 2023, issued a "going concern" qualification in its report dated March 14, 2024, citing that the Company suffered losses from operations and further losses are anticipated in the development of its business. These and other factors raise substantial doubt about the Company's ability to continue as a going concern. "We have not attained profitable operations and are dependent upon the continued financial support from our shareholders, the ability to raise equity or debt financing, and the attainment of profitable operations from our future business. These factors raise substantial doubt regarding our ability to continue as a going concern. "Our ability to continue as a going concern is dependent upon our ability to generate future profitable operations and/or to obtain the necessary financing to meet our obligations and repay our liabilities arising from normal business operations when they come due," said Fuel Doctor in the Report. 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/1459188/000121390024021834/ea0200626-10k_fueldoctor.htm About Fuel Doctor Tel Aviv, Israel-based Fuel Doctor Holdings, Inc., focuses on developing a wireless electric vehicle charging technology for automatic parking lots based on its wireless electricity transfer module. Its technology can be used for various products, such as robotic and stationary platforms. FULLER AND FULLER: Joseph Kershaw Spong Named Subchapter V Trustee ------------------------------------------------------------------ The Acting U.S. Trustee for Region 4 appointed Joseph Kershaw Spong as Subchapter V trustee for Fuller and Fuller Enterprises, LLC. Mr. Spong will be paid an hourly fee of $350 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Melissa White, paralegal, and Rebecca Faulkenberry, legal assistant, charge $150 per hour and $125 per hour, respectively. Mr. Spong declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Joseph Kershaw Spong P.O. Box 11449 Columbia, SC 29211 Phone: 803.929.1400 Email: kspong@robinsongray.com About Fuller and Fuller Fuller and Fuller Enterprises, LLC is a company in Greenville, S.C., primarily engaged in renting and leasing real estate properties. The Debtor filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D. S.C. Case No. 24-00816) on March 4, 2024, with $1 million to $10 million in assets and $500,000 to $1 million in liabilities. Keith Eric Fuller, owner, signed the petition. Judge Helen E. Burris oversees the case. Jason M Ward, Esq., at Jason Ward Law, LLC represents the Debtor as bankruptcy counsel. G&G XPRESS: Hires Robert C. Newark III as Bankruptcy Counsel ------------------------------------------------------------ G&G Xpress, Inc. filed an amended application seeking approval from the U.S. Bankruptcy Court for the Southern District of Texas to employ Robert C. Newark, III as counsel. The firm will render these services: a. assist, advise and represent the Debtor relative to the administration of the Chapter 11 case; b. assist, advise and represent the Debtor in analyzing the Debtor’s assets and liabilities, investigating the extent and validity of lien and claims, and participating in and reviewing any proposed asset sales or dispositions; c. attend meetings and negotiate with the representatives of the secured creditors; d. assist the Debtor in the preparation, analysis, and negotiation of any plan of reorganization and disclosure statement accompanying any plan of reorganization; e. take all necessary action to protect and preserve the interests of the Debtor; f. appear, as appropriate, before this Court, the Appellate Courts, and other Courts in which matters may be heard and to protect the interests of the Debtor before said Courts and the United States Trustee; and g. perform all other necessary legal services in these cases. The firm will be paid at these rates: Robert C. Newark, III $400 per hour Paralegals and Legal Assistants $95 per hour The firm will be paid a retainer in the amount of $22,000. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Robert C. Newark, III, Esq. 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: Robert C. Newark, III, Esq. 1341 W. Mockingbird Lane, Suite 600W Dallas, TX 75247 Tel: (866) 230-7236 Fax: (888) 316-3398 About G&G Xpress, Inc. G&G Xpress, Inc., filed a Chapter 11 bankruptcy petition (Bankr. S.D. Tex. Case No. 24-50003) on January 9, 2024. At the time of filing, the Debtor estimated $1,000,001 to $10 million in assets and $100,001 to $500,000 in liabilities. The Debtor hires Robert C. Newark, III as counsel. GNC HOLDINGS: $184.3MM Bank Debt Trades at 20% Discount ------------------------------------------------------- Participations in a syndicated loan under which GNC Holdings LLC is a borrower were trading in the secondary market around 80 cents-on-the-dollar during the week ended Friday, March 15, 2024, according to Bloomberg's Evaluated Pricing service data. The $184.3 million facility is a Term loan that is scheduled to mature on October 7, 2026. The amount is fully drawn and outstanding. GNC Holdings, LLC -- http://www.gnc.com/-- is a retail company based in Pittsburgh, Pennsylvania. It specializes in health and nutrition related products, including vitamins, supplements, minerals, herbs, sports nutrition, diet, and energy products. GREENBRIER COMPANIES: Egan-Jones Retains BB- Unsecured Ratings -------------------------------------------------------------- Egan-Jones Ratings Company, on January 26, 2024, maintained its 'BB-' foreign currency and local currency senior unsecured ratings on debt issued by Greenbrier Companies, Inc. EJR also withdrew the rating on commercial paper issued by the Company. Headquartered in Lake Oswego, Oregon, Greenbrier Companies, Inc. supplies transportation equipment and services to the railroad and related industries. HCA HEALTHCARE: Egan-Jones Retains BB+ Unsecured Ratings -------------------------------------------------------- Egan-Jones Ratings Company, on January 30, 2024, maintained its 'BB+' local currency senior unsecured ratings on debt issued by HCA Healthcare, Inc. Headquartered in Nashville, Tennessee, HCA Healthcare, Inc. offers health care services. HCA INC: Egan-Jones Retains BB+ Unsecured Ratings ------------------------------------------------- Egan-Jones Ratings Company, on January 30, 2024, maintained its 'BB+' foreign currency and local currency senior unsecured ratings on debt issued by HCA Inc. Headquartered in Nashville, Tennessee, HCA Inc/Old, HCA Inc. of Delaware owns, manages, and operates hospitals. HDT GLOBAL: $280MM Bank Debt Trades at 42% Discount --------------------------------------------------- Participations in a syndicated loan under which HDT Global is a borrower were trading in the secondary market around 58.4 cents-on-the-dollar during the week ended Friday, March 15, 2024, according to Bloomberg's Evaluated Pricing service data. The $280 million facility is a Term loan that is scheduled to mature on July 8, 2027. About $250.3 million of the loan is withdrawn and outstanding. HDT Global is a manufacturer of engineered, mission-capable infrastructure services and products intended for defense, aerospace and government markets. HEARTLAND HOME: Bankr. Administrator Unable to Appoint Committee ---------------------------------------------------------------- The U.S. Bankruptcy Administrator for the Eastern District of North Carolina disclosed in a filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of Heartland Home Builders, LLC. About Heartland Home Builders Heartland Home Builders, LLC, was formed in 2009 and has since operated as a licensed general contractor in the Vance County, N.C., 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, Esq., at Paul D. Bradford, PLLC, is the Debtor's legal counsel. HERO'S HEATING: Jennifer Bennington Named Subchapter V Trustee -------------------------------------------------------------- Brian Behr, the U.S. Bankruptcy Administrator for the Eastern District of North Carolina, appointed Jennifer Bennington as Subchapter V trustee for Hero's Heating and Cooling (S Corporation). About Hero's Heating and Cooling Hero's Heating and Cooling (S Corporation) sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.C. Case No. 24-00730) on March 4, 2024, with $50,001 to $100,000 in assets and $500,001 to $1 million in liabilities. Judge Pamela W. Mcafee presides over the case. William H. Kroll, Esq., at Everett Gaskins Hancock, LLP represents the Debtor as legal counsel. HERO'S HEATING: Seeks to Hire Everett Gaskins as Legal Counsel -------------------------------------------------------------- Hero's Heating and Cooling (S Corporation) seeks approval from the U.S. Bankruptcy Court for the Eastern District of North Carolina to employ Everett Gaskins Hancock LLP as its bankruptcy counsel. The firm's services include: a. undertaking any and all steps and actions necessary to authorize the use of cash collateral pursuant to Sec. 363 of the Bankruptcy Code, if applicable; b. advising the Debtor with respect to its powers and duties as debtor-in-possession in the continued management, operation, and reorganization of its business; c. reviewing any and all claims asserted against the Debtor by its creditors, equity holders, and parties in interest; d. representing the Debtor's interests at the Meeting of Creditors under Sec. 341 of the Bankruptcy Code, and at any other hearing or conference scheduled in the Bankruptcy Case before the Court related to the Debtor; e. attending any meetings, conferences, and negotiations with representatives of creditors and other parties in interest; f. reviewing and examining, if necessary, any and all transfers which may be avoided as preferential or fraudulent transfers under the appropriate provisions of the Bankruptcy Code; g. taking any and all necessary actions to protect and preserve the Debtor's estate, including the prosecution of actions on the Debtor's behalf, the defense of any action commenced against the Debtor, negotiations concerning all litigation in which the Debtor is, or may become involved, and objections to any claims filed against the bankruptcy estate of the Debtor; h. preparing, on behalf of the Debtor all motions, applications, answers, orders, reports, and pleadings necessary to the administration of the bankruptcy estate; i. preparing, on behalf of the Debtor, any plan of reorganization, disclosure statement, and all related agreements and/or documents, and take any necessary actions on behalf of the debtor to obtain confirmation of such plan of reorganization and approval of such disclosure statement; j. representing the Debtor in connection with any potential post-petition financing; k. advising the Debtor in connection with the sale or liquidation, if applicable, of any assets and property to third parties; l. appearing before the Court, or any such appellate court, and the Office of the Bankruptcy Administrator to protect the interests of the Debtor and the bankruptcy estate; m. representing the Debtor with respect to any general, corporate, or transactional matters that arise during the course of the administration of the Bankruptcy Case; and n. assisting and advising the Debtor with respect to negotiation, documentation, implementation, consummation, and closing of any corporate transactions, including sales of assets, in the Bankruptcy Case. The firm will be paid at these hourly rates: William H. Kroll, Attorney $375 James M. Hash, Attorney $375 Mindy T. Lee, Paralegal $135 Everett Gaskins represents and holds no interest adverse to the interests of the bankruptcy estate, and is disinterested as that term is defined in Sec. 101(14) of the Bankruptcy Code as modified by Sec. 1107(b) of the Bankruptcy Code, according to court filings. The firm can be reached through: William H. Kroll, Esq. Everett Gaskins Hancock LLP The Historic Briggs Hardware Building 220 Fayetteville Street P.O. Box 911 Raleigh, NC 27602 Telephone: (919) 755-0025 Facsimile: (919) 755-0009 Email: bill@eghlaw.com About Hero's Heating and Cooling Hero's Heating and Cooling (S Corporation) sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.C. Case No. 24-00730) on March 4, 2024, listing $50,001 to $100,000 in assets and $500,001 to $1 million in liabilities. Judge Pamela W Mcafee presides over the case. William H. Kroll, Esq. at Everett Gaskins Hancock, LLP represents the Debtor as counsel. HIGHWAY STAR: Richard Furtek Named Subchapter V Trustee ------------------------------------------------------- The U.S. Trustee for Regions 3 and 9 appointed Richard Furtek of Furtek & Associates, LLC as Subchapter V trustee for Highway Star Logistics, LLC. Mr. Furtek will be paid an hourly fee of $325 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Furtek declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Richard E. Furtek Furtek & Associates, LLC Lindenwood Corporate Center 101 Lindenwood Drive, Suite 225 Malvern, PA 19355 Phone: (215) 768-8030 Email: rfurtek@furtekassociates.com About Highway Star Logistics Highway Star Logistics, LLC filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. E.D. Pa. Case No. 24-10709) on March 1, 2024, with $50,001 to $100,000 in assets and $100,001 to $500,000 in liabilities. Judge Patricia M. Mayer presides over the case. Paul Aloysius Roman, Jr., Esq., at Dickie, Mccamey & Chilcote, P.C. represents the Debtor as legal counsel. HOLLIE RAY: Timothy Stone of Newpoint Named Subchapter V Trustee ---------------------------------------------------------------- The Acting U.S. Trustee for Region 8 appointed Timothy Stone of Newpoint Advisors Corporation as Subchapter V trustee for Hollie Ray Boutique, LLC. Mr. Stone will be paid an hourly fee of $350 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Stone declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Timothy Stone Newpoint Advisors Corporation 750 Old Hickory Blvd, Building Two, Suite 150 Brentwood, TN 37027 Phone: 800-306-1250/615-440-8273 Fax: (702) 543-3881 Email: tstone@newpointadvisors.us About Hollie Ray Boutique Hollie Ray Boutique, LLC is a locally owned boutique that carries women's clothing, jewelry, gifts and accessories with a focus on quality and style. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Tenn. Case No. 24-00707) on March 1, 2024, with $187,438 in assets and $1,751,189 in liabilities. Erica Reynolds, authorized representative of the Debtor, signed the petition. Judge Randal S. Mashburn presides over the case. Keith D. Slocum, Esq., at Slocum Law represents the Debtor as bankruptcy counsel. HUACANA ENTERTAINMENT: Walter Dahl Named Subchapter V Trustee ------------------------------------------------------------- The U.S. Trustee for Region 17 appointed Walter Dahl, Esq., a partner at Dahl Law, as Subchapter V trustee for Huacana Entertainment, Inc. Mr. Dahl will be compensated at $485 per hour for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. In court filings, Mr. Dahl declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Walter R. Dahl Dahl Law 2304 "N" Street Sacramento, CA 95816-5716 Telephone: (916) 446-8800 Telecopier: (916) 741-3346 Email: wdahl@dahllaw.net About Huacana Entertainment Huacana Entertainment, Inc. filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. E.D. Calif. Case No. 24-90120) on March 1, 2024, with $100,001 to $500,000 in assets and $500,001 to $1 million in liabilities. Judge Ronald H. Sargis presides over the case. David C. Johnston, Esq., represents the Debtor as legal counsel. HVP FOODS: Seeks to Tap Juan C. Bigas Law Office as Legal Counsel ----------------------------------------------------------------- HVP Foods Corp. seeks approval from the U.S. Bankruptcy Court for the District of Puerto Rico to hire Juan C. Bigas Law Office to handle its Chapter 11 case. The firm received a retainer in the amount of $5,000, against which the firm will bill on the basis of $300 per hour. The firm will also seek reimbursement for work-related expenses. As disclosed in court filings, Juan C. Bigas Law Office is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached through: Juan Carlos Bigas Valedon, Esq. Juan C Bigas Law Office 515 Ferrocarril Urb. Santa Maria Ponce, PR 00717 Phone: (787) 259-1000 Email: cortequiebra@yahoo.com citas@preguntalegalpr.com About HVP Foods Corp. HVP Foods Corp. filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D.P.R. Case No. 24-00878) on March 5, 2024, listing $100,001 to $500,000 in assets and $500,001 to $1 million in liabilities. Juan Carlos Bigas Valedon, Esq., at Juan C Bigas Law Office represents the Debtor as counsel. INNESA HACKING: Geron Yann Named Subchapter V Trustee ----------------------------------------------------- The U.S. Trustee for Region 2 appointed Geron Yann, Esq., at Geron Legal Advisors, LLC as Subchapter V trustee for Innesa Hacking Corp. Mr. Yann will be paid an hourly fee of $850 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Yann declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Geron Yann, Esq. Geron Legal Advisors, LLC 370 Lexington Avenue, Suite 1101 New York, NY 10017 Phone: (646) 560-3224 Email: ygeron@geronlegaladvisors.com About Innesa Hacking Innesa Hacking Corp. operates in the taxi and limousine service industry. The Brooklyn-based company owns NYC Taxi Medallions 1L81, 1L82 having a comparable sale value of $200,000. Innesa Hacking filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 24-41002) on March 4, 2024, with $100,000 to $500,000 in assets and $1 million to $10 million in liabilities. Lawrence Pross, president, signed the petition. Judge Nancy Hershey Lord presides over the case. Richard S. Feinsilver, Esq., represents the Debtor as legal counsel. INSTA MOBILITY: Jerrett McConnell Named Subchapter V Trustee ------------------------------------------------------------ The U.S. Trustee for Region 21 appointed Jerrett McConnell, Esq., at McConnell Law Group, P.A. as Subchapter V trustee for Insta Mobility, Inc. Mr. McConnell will be paid an hourly fee of $350 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. McConnell declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Jerrett M. McConnell, Esq. McConnell Law Group, P.A. 6100 Greenland Rd., Unit 603 Jacksonville, FL 32258 Phone: (904) 570-9180 Email: info@mcconnelllawgroup.com About Insta Mobility Insta Mobility Inc., a company in Belleview, Fla., filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-00606) on March 1, 2024, with $1 million to $10 million in both assets and liabilities. Hyuk J. Nam, sole shareholder, signed the petition. Judge Jason A. Burgess presides over the case. Justin M. Luna, Esq., at Latham Luna Eden & Beaudine, LLP represents the Debtor as legal counsel. IQ DENTAL: Committee Taps Fox Rothschild as Bankruptcy Counsel -------------------------------------------------------------- The official committee of unsecured creditors of IQ Dental Supply, LLC seeks approval from the U.S. Bankruptcy Court for the District of New Jersey to employ Fox Rothschild LLP as its legal counsel. The firm's services include: (a) advising the Committee with respect to its rights, duties, and powers in this Chapter 11 Case; (b) assisting and advising the Committee in its consultations with the Debtor relative to the administration of the Chapter 11 Case; (c) assisting the Committee in analyzing the claims of the Debtor's creditors and the Debtor's capital structure and in negotiating with holders of claims and equity interests; (d) assisting the Committee in its investigation of the acts, conduct, assets, liabilities, and financial condition of the Debtor and of the operation of the Debtor's business; (e) assisting the Committee in analyzing (i) the Debtor's pre-petition financing, (ii) proposed use of cash collateral, and (iii) the Debtor's proposed debtor-in-possession financing ("DIP Financing") (if any), the terms and conditions of the proposed DIP Financing and the adequacy of the proposed DIP Financing budget; (f) assisting the Committee in its investigation of the liens and claims of the holders of the Debtor's pre-petition debt and the prosecution of any claims or causes of action revealed by such investigation; (g) assisting the Committee in its analysis of, and negotiations with, the Debtor or any third-party concerning matters related to, among other things, the assumption or rejection of certain leases of nonresidential real property and executory contracts, asset dispositions, sale of assets, financing of other transactions and the terms of one or more plans of reorganization for the Debtor and accompanying disclosure statements and related plan documents; (h) assisting and advising the Committee as to its communications to unsecured creditors regarding significant matters in the Chapter 11 Case; (i) representing the Committee at hearings and other proceedings; (j) reviewing and analyzing applications, orders, statements of operations, and schedules filed with the Court and advising the Committee as to their propriety; (k) assisting the Committee in preparing pleadings and applications as may be necessary in furtherance of the Committee's interests and objectives in the Chapter 11 Case, including without limitation, the preparation of retention papers and fee applications for the Committee's professionals, including Fox; (l) preparing, on behalf of the Committee, any pleadings, including without limitation, motions, memoranda, complaints, adversary complaints, objections, or comments in connection with any of the foregoing; and (m) performing such other legal services as may be required or are otherwise deemed to be in the interests of the Committee in accordance with the Committee's powers and duties as set forth in the Bankruptcy Code, Bankruptcy Rules, or other applicable law. Fox will charge its normal and customary rates for professional staff, plus reimbursement of actual, necessary expenses and other charges incurred. Fox Rothschild is a "disinterested person" as defined in Section 101(14) of the Bankruptcy Code, as disclosed in the court filings. The firm can be reached through: Joseph J. DiPasquale, Esq. Mark E. Hall, Esq. Michael R. Herz, Esq. Fox Rothschild, LLP 49 Market Street Morristown, NJ 07960 Telephone: (973) 992-4800 Facsimile: (973-992-9125 Email: jdipasquale@foxrothschild.com mhall@foxrothschild.com mherz@foxrothschild.com About IQ Dental Supply, LLC IQ Dental Supply, LLC is a full service dental supply company selling dental supplies, equipment, and providing service since 2009. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. N.J. Case No. 23-21402) on December 8, 2023. In the petition signed by Sergey Kunin, managing member, the Debtor disclosed $10,092,591 in assets and $8,098,257 in liabilities. Richard D. Trenk, Esq., at TRENK ISABEL SIDDIQI & SHAHDANIAN P.C., represents the Debtor as legal counsel. JAZI KAT: Seeks Approval to Tap Kahn & Ahart as Bankruptcy Counsel ------------------------------------------------------------------ Jazi Kat, LLC seeks approval from the U.S. Bankruptcy Court for the District of Arizona to hire Kahn & Ahart, PLLC as its counsel. The firm will render these services: a. provide Debtor general legal advice with respect to its powers and duties as Debtor-In-Possession and the continued operation of its business and management of its property; b. prepare, on behalf of Debtor-In-Possession, necessary applications, answers, orders, reports, and other legal papers including, without limitation, emergency orders for the operation of the business, including applications and orders for use of cash collateral; and c. perform all other legal services for Debtor as Debtor-In-Possession which may be necessary. The firm can be reached through: James F. Kahn $495 Krystal M. Ahart $395 Paralegal assistants $195 Kahn & Ahart, PLLC and its attorneys are disinterested and have no connection with the creditors, any other party in interest or their respective attorneys, according to court filings. The firm can be reached through: James F. Kahn, Esq. Krystal M. Ahart, Esq. KAHN & AHART, PLLC 301 E Bethany Home Rd #C-195 Phoenix, AZ 85012 Phone: (602) 266-1717 Email: james.kahn@azbk.biz About Jazi Kat, LLC Jazi Kat, LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Case No. 24-01626) on March 5, 2024, listing $1 million to $10 million in both assets and liabilities. The petition was signed by Bridget O'Brien as managing member. Judge Madeleine C. Wanslee presides over the case. Krystal M. Ahart, Esq. at KAHN & AHART, PLLC represents the Debtor as counsel. JAZI KAT: Seeks to Tap Berkshire Hathaway as Real Estate Broker --------------------------------------------------------------- Jazi Kat, LLC seeks approval from the U.S. Bankruptcy Court for the District of Arizona to hire Charles Lowry of Berkshire Hathaway HomeServices Arizona Properties as real estate broker. The firm will market for sale the Debtor's property located at 5306 N. 7th Street, Phoenix, AZ 85014. The firm will receive a commission equal to 5 percent of the gross price. Berkshire does not hold or represent any interest adverse to the Debtor or the Estate in the matters in which it is to be engaged, according to court filings. The firm can be reached through: Charles Lowry Berkshire Hathaway HomeServices Arizona Properties 3200 E Camelback Rd #103 Phoenix, AZ 85018 Phone: +1 602-702-2025 About Jazi Kat, LLC Jazi Kat, LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Case No. 24-01626) on March 5, 2024, listing $1 million to $10 million in both assets and liabilities. The petition was signed by Bridget O'Brien as managing member. Judge Madeleine C. Wanslee presides over the case. Krystal M. Ahart, Esq. at KAHN & AHART, PLLC represents the Debtor as counsel. JOANN INC: Case Summary & 30 Largest Unsecured Creditors -------------------------------------------------------- Lead Debtor: JOANN Inc. 5555 Darrow Road Hudson Ohio 44236 Business Description: JOANN is a national retailer of sewing, arts and crafts, and select home decor products. JOANN is the United States' category leader in sewing products, garnering approximately one-third market share for that sector. Chapter 11 Petition Date: March 18, 2024 Court: United States Bankruptcy Court District of Delaware Ten affiliates that concurrently filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code: Debtor Case No. ------ -------- JOANN Inc. (Lead Case) 24-10418 Needle Holdings LLC 24-10419 Jo-Ann Stores, LLC 24-10420 Creative Tech Solutions LLC 24-10421 Creativebug, LLC 24-10422 WeaveUp, Inc. 24-10423 JAS Aviation, LLC 24-10424 joann.com, LLC 24-10425 JOANN Ditto Holdings Inc. 24-10426 Jo-Ann Stores Support Center, Inc. 24-10427 Debtors' Legal Counsel: George A. Davis, Esq. Alexandra M. Zablocki, Esq. LATHAM & WATKINS LLP 1271 Avenue of the Americas New York, NY 10020 Tel: (212) 906-1200 Email: george.davis@lw.com alexandra.zablocki@lw.com - and - Ted A. Dillman, Esq. Nicholas J. Messana, Esq. 355 South Grand Avenue, Suite 100 Los Angeles, CA 90071 Tel: (213) 485-1234 Email: ted.dillman@lw.com nicholas.messana@lw.com - and - Ebba Gebisa, Esq. 330 North Wabash Avenue, Suite 2800 Chicago, IL 27017 Tel: (312) 876-7700 Email: ebba.gebisa@lw.com - and - Michael R. Nestor, Esq. Kara Hammond Coyle, Esq. Shane M. Reil, Esq. Rebecca L. Lamb, Esq. YOUNG CONAWAY STARGATT & TAYLOR, LLP Rodney Square 1000 North King Street Wilmington, DE 19801 Tel: (302) 571-6600 Email: mnestor@ycst.com kcoyle@ycst.com sreil@ycst.com rlamb@ycst.com Debtors' Investment Banker: HOULIHAN LOKEY CAPITAL, INC. Debtors' Financial Advisor: ALVAREZ & MARSAL NORTH AMERICA, LLC Debtors' Tax and Financial Advisors: DELOITTE TAX LLP AND DELOITTE FINANCIAL ADVISORY SERVICES Debtors' Claims, Noticing, Solicitation Agent and Administrative Advisor: KROLL RESTRUCTURING ADMINISTRATION LLC Total Assets as of Oct. 28, 2023: $2,257,700,000 Total Debts as of Oct. 28, 2023: $2,440,700,000 The petitions were signed by Scott Sekella, executive vice president, chief financial officer. A full-text copy of the Lead Debtor's petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/VN2ECTQ/JOANN_Inc__debke-24-10418__0001.0.pdf?mcid=tGE4TAMA Consolidated List of Debtors' 30 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount 1. SpinRite Corp Trade Payable $12,204,436 320 Livingstone Ave South Listowel, ON N4W 3H3 Canada Attn: Kylee Peters Title: President and CEO Phone: (519) 291-3780 Email: kpeters@spinriteyarns.com 2. Lion Brand Yarn Co Trade Payable $7,368,942 125 Chubb Ave Lyndhurst, NJ 7071 Attn: Adam Blumenthal Title: President and CEO Phone: (800) 795-5466 Email: adam.blumenthal@lionbrand.com 3. Coats & Clark Trade Payable $5,351,692 3430 Toringdon Way Suite 301 Charlotte, NC 28277 Attn: Legal Department Phone: (704) 329-5800 4. Ormo Ithalat Ihracat Anonim Trade Payable $4,172,650 Kagithane Ofispark, Merkez Mahalles Baglar Caddesi 14/B Istanbul, Kagithane, 34406 Turkey Attn: Legal Department Phone: 90-2122514730 5. Jones Lang LaSalle Americas Inc. Trade Payable $4,036,916 200 East Randolph Drive Chicago, IL 60601 Attn: David Hitchens Title: General Counsel Phone: (312) 782-5800 Email: david.hitchens@jll.com 6. Brother International Corporation Trade Payable $3,236,720 200 Crossing Blvd. Bridgewater, NJ 08807-0911 Attn: Mike Lynch Title: Vice President and General Counsel Phone: (908) 704-1700 Email: michael.lynch@brother.com 7. Wm Wright Co Trade Payable $2,858,365 2015 W Front Street Berwick, PA 18603 Attn: Legal Department Phone: (800) 772-7111 8. Federal Express Corporation Trade Payable $2,574,517 942 South Shady Grove Road Memphis, TN 38120 Attn: Mark Allen Title: Executive Vice President and General Counsel Phone: (901) 818-7500 Email: mallen@fedex.com 9. Facility Source LLC Trade Payable $2,447,295 PO Box 846847 Los Angeles, CA 90084-6847 Attn: Chad Doellinger Title: General Counsel Phone: (602) 412-1160 Email: chad.doellinger@cbre.com 10. Fabric Traditions Trade Payable $2,405,479 519 Eighth Avenue, 19th FL New York, NY 10018 Attn: Elizabeth Towey Title: CEO and President Phone: (212) 279-5710 Email: btowey@fabrictraditions.com 11. SVP Sewing Brands LLC Trade Payable $2,285,112 1714 Heil Wuaker Blvd., Suite 130 La Vergne, TN 37086 Attn: Jason Forcier Title: Chief Executive Officer Phone: (629) 335-0520 Email: jason.forcier@svpworldwide.com 12. Shaoxing Xinzezhou Imp Trade Payable $2,272,557 and Exp Co. Wuyang Village, Fuquan Town Kejiao District, Shaoxing 130 Zhejiang, China Attn: Legal Department Phone: 13357508802 13. Queen Crafts Limited Trade Payable $2,064,626 6th Floor, Creative Design Building Taian Road, South CBD Yinzhou District, Ningbo, 315100 China Attn: Legal Department Phone: 86-1815-828-9619 14. Pellon Consumer Products Trade Payable $2,020,190 4801 Ulmerton Road Clearwater, FL 33762 Attn: Legal Department Phone: (727) 388-717 15. Berwick Offray LLC Trade Payable $2,001,183 30 Two Bridges Road Suite 110 Fairfield, NJ 7004 Attn: Legal Department Phone: (201) 935-6220 16. China National Arts and Trade Payable $1,953,505 Crafts IMP NO 37 4F Lane Yong Feng Road 199 Lane Ningbo, 130 Zhejiang 315010 China Attn: Legal Department Phone: 574-8389779 17. Robert Kaufman Co Inc. Trade Payable $1,950,720 129 W 132nd St Los Angeles, CA 90061 Attn: Ken Kaufman Title: Chief Executive Officer Phone: (310) 538-3482 Email: ken@robertkaufman.com 18. Dyno LLC Trade Payable $1,874,678 1571 West Copans Road Suite 105 Pompano Beach, FL 33064-1513 Attn: Marty Weinbaum Title: Chief Financial Officer Phone: (800) 448-3966 Email: marty.weinbaum@dynomerchandise.com 19. Vistar Corporation Trade Payable $1,773,710 188 Inverness Drive West, Suite 800 Englewood, CO 80112 Attn: Patrick Hatcher Title: Executive Vice President and Chief Financial Officer Phone: (800) 880-9900 Email: patrickhatcher@vistar.com 20. Viition (Asia) Limited Trade Payable $1,707,684 Flat/RM D03, Blk A, 12/F 19-25 Shan Mei St Sha Tin NT, New Territories 999077 Hong Kong Attn: Legal Department Phone: 135-05928858 21. Ahead Inc. Trade Payable $1,665,969 401 N. Michigan Ave, #3400 Chicago, IL 60611 Attn: Daniel Adamany Title: Chief Executive Officer Phone: (312) 221-1231 Email: daniel.adamany@thinkahead.com 22. Springs Creative Products Group Trade Payable $1,537,503 300 Chatham Avenue, Suite 100 Rock Hill, SC 29730 Attn: Derick Close Title: Chief Executive Officer Phone: (803) 324-6571 Email: derick.close@springscreative.com 23. Low Tech Toy Club LLC Trade Payable $1,530,062 411 Emissary Dr. #108 Cary, NC 27519 Attn: Adrian Zhang Title: Manager Phone: (838) 966-2537 Email: adrian@thewoobles.com 24. Timeless Treasures Fabric Trade Payable $1,498,794 483 Broadway New York, NY 10013 Attn: Michele Quine Title: Chief Financial Officer Phone: (646) 388-7223 Email: michele.quine@ttfabrics.com 25. Shaoxing Robb IMP and Exp Trade Payable $1,409,572 Co. Ltd. Suite B 19018 Wonder Plaza Shaoxing Keqiao, 130 Zhejiang 312030 China Attn: Legal Department Phone: 86-575-81182386 26. DMC Corporation Trade Payable $1,385,537 86 Northfield Ave Edison, NJ 8837 Attn: Renee Hile Title: Chief Executive Officer Phone: (732) 662-1404 Email: r.hile@dmc.com 27. Criteo Corp Trade Payable $1,372,160 PO Box 392422 Pittsburgh, PA 15251-9422 Attn: Ryan Damon Title: Chief Legal Officer Phone: (925) 899-1842 Email: R.Damon@criteo.com 28. Changshu Winway Textile Co. Ltd Trade Payable $1,362,974 Building A, Guli Town 4/F, 10# Fuchunjiang East Road Changshu City, 100 Jiangshu 215533 China Attn: Legal Department Phone: 86-18913623777 29. PRYM Consumer USA Inc. Trade Payable $1,300,152 950 Brisack Rd Spartanburg, SC 29303 Attn: Doug Johnston Title: Chief Executive Officer Phone: (864) 576-5050 Email: doug.johnston@prym-consumer-usa.com 30. Schneider National Carriers Inc. Trade Payable $1,288,414 3101 South Packerland Drive Green Bay, WI 54313 Attn: Thom Jackson Title: Executive Vice President and General Counsel Phone: (920) 592-2000 Email: jacksont@schneider.com KARBEN4 BREWING: Hires Chris Farmand & Company as Accountant ------------------------------------------------------------ Karben4 Brewing, LLC seeks approval from the U.S. Bankruptcy Court for the Western District of Wisconsin to employ Chris Farmand & Company PLLC d/b/a Small Batch Standard as its accountant. The firm will assist with the Debtor in preparing the monthly operating reports required of a debtor-in-possession at a monthly fee of $4,000. Chris Farmand & Compan has no connection with any other parties-in-interest or their respective attorneys in these proceedings, according to court filings. The firm can be reached through: Christopher Farmand, CPA Chris Farmand & Company PLLC d/b/a Small Batch Standard 9309 Old Kings Rd S Ste 4 Jacksonville, FL 32257 Phone: (904) 239-5241 About Karben4 Brewing Karben4 Brewing, LLC filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. W.D. Wis. Case No. 24-10358) on Feb. 26, 2024, with up to $10 million in both assets and liabilities. Zachary Koga, manager, signed the petition. Judge Catherine J. Furay oversees the case. Jerome R. Kerkman, Esq., at Kerkman & Dunn represents the Debtor as legal counsel. KB HOME: Egan-Jones Retains BB Unsecured Ratings ------------------------------------------------ Egan-Jones Ratings Company, on January 25, 2024, maintained its 'BB' foreign currency and local currency senior unsecured ratings on debt issued by KB Home. EJR also withdrEW the rating on commercial paper issued by the Company. Headquartered in Los Angeles, California, KB Home builds single-family homes in the United States, primarily targeting first-time and first move-up homebuyers. KOPIN CORP: Incurs $19.75 Million Net Loss in 2023 -------------------------------------------------- Kopin Corporation filed with the Securities and Exchange Commission its Annual Report on Form 10-K reporting a net loss of $19.75 million on $40.39 million of total revenues for the year ended Dec. 30, 2023, compared to a net loss of $19.33 million on $47.40 million of total revenues for the year ended Dec. 31, 2022. As of Dec. 31, 2023, the Company had $49.31 million in total assets, $19.80 million in total liabilities, and $29.51 million in total stockholders' equity. "Our net cash outflows from operations was partially a result of funding our ongoing investments in research and development which we believe will continue. We have in the past sold equity securities through an at the market offering and in the traditional fashion of significant equity offerings. We estimate we will have sufficient liquidity to fund operations at least through the first quarter of 2025. Nonetheless, we monitor the capital markets on an ongoing basis and may consider raising capital if favorable market conditions develop. If our actual results are less than projected or we need to raise capital for additional liquidity, we may be required to do additional equity financings, reduce expenses or enter into a strategic transaction. However, we can make no assurance that we will be able to raise additional capital, reduce expenses sufficiently, or enter into a strategic transaction on terms acceptable to us, or at all," said Kopin in the Report. 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/771266/000149315224009985/form10-k.htm About Kopin Kopin Corporation -- http://www.kopin.com-- is a developer and provider of high-resolution microdisplays, microdisplay subassemblies and related components for defense, enterprise, industrial, and consumer products. Its products are used for soldier, avionic, armored vehicle and training & simulation defense applications; industrial, public safety and medical headsets; 3D optical inspection systems; and consumer augmented reality and virtual reality wearable headsets systems. Kopin reported a net loss of $4.53 million for the year ended Dec. 6, 2020, and a net loss of $29.37 million for the year ended Dec. 28, 2019. LANDMARK COMMERCIAL: Plan Exclusivity Period Extended to March 29 ----------------------------------------------------------------- Judge Edward A. Godoy of the U.S. Bankruptcy Court for the District of Puerto Rico extended Landmark Commercial Centers Development Inc.'s exclusive periods to file its plan of reorganization, and solicit acceptances thereof to March 29 and May 28, 2024, respectively. As shared by Troubled Company Reporter, the Debtor asserts that it has acted in good faith and has been approaching creditors in order to reach agreements that are mutually beneficial. The present extension grants the Debtor a necessary timeframe not only to continue negotiations with creditors but also evaluate the claim presented just a few days ago and construct a disclosure statement and plan of reorganization that would allow creditors to determine whether to accept the same. Additionally, Debtor has filed all required Monthly Operating Reports to date and has no recurring bills past due as reflected therein. Landmark Commercial Centers Development Inc., is represented by: Wigberto Lugo Mender, Esq. LUGO MENDER GROUP, LLC 100 Carr. 165, Suite 501 Guaynabo, PR 00968-8052 Telephone: (787) 707-0404 Facsimile: (787) 707-0412 Email: a_betancourt@lugomender.com About Landmark Commercial Centers Development Landmark Commercial Centers Development Inc. is primarily engaged in renting and leasing real estate properties. Landmark Commercial Centers Development filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D.P.R. Case No. 23-03338) on Oct. 16, 2023. The petition was signed by Jose A. Feliciano-Ruiz as president. At the time of filing, the Debtor disclosed $6,555,072 in assets and $8,609,063 in liabilities. Judge Edward A Godoy presides over the case. Wigberto Lugo Mender, Esq. at Lugo Mender Group, LLC, is the Debtor's counsel. LAUSHAUN ROBINSON: Paul Driscoll Named Subchapter V Trustee ----------------------------------------------------------- The Acting U.S. Trustee for Region 4 appointed Paul Driscoll, Esq., at Zemanian Law Group as Subchapter V trustee for Laushaun Robinson. Mr. Driscoll will be paid an hourly fee of $350 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Driscoll declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Paul A. Driscoll Zemanian Law Group 223 East City Hall Avenue, Suite 201 Norfolk, VA 23510 Phone: (757) 622-0090 Email: paul@zemanianlaw.com About Laushaun Robinson Laushaun Robinson, doing business as DT Builders LLC, filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. E.D. Va. Case No. 24-70440) on March 4, 2024. At the time of the filing, the Debtor reported $1 million to $10 million in both assets and liabilities. LI-CYCLE HOLDINGS: Reports $138 Million Net Loss in FY 2023 ----------------------------------------------------------- Li-Cycle Holdings Corp. filed with the Securities and Exchange Commission its Annual Report on Form 10-K reporting a net loss of $138 million on $18.3 million of revenue for the year ended December 31, 2023, compared to net loss of $70.8 million on $16.5 million of revenue in the comparative period in 2022. As of Dec. 31, 2023, the Company had $886 million in total assets, $509.6 million in total liabilities, and $376.4 million in total stockholders' equity. Vaughan, Canada-based KPMG LLP, the Company's auditor since 2022, issued a "going concern" qualification in its report dated March 15, 2024, citing that the Company has suffered recurring losses from operations since inception, continued cash outflows from operating activities and paused its construction of the Rochester Hub project, that raise substantial doubt about its ability to continue as a going concern. The Company's ability to continue as a going concern is dependent on its ability to obtain the necessary financing to meet its obligations and repay its liabilities arising from the ordinary course of business operations when they become due. Li-Cycle expects to continue to have a net cash outflow from operations for the foreseeable future as it continues its comprehensive review of the Rochester Hub and go-forward strategy as well as its efforts to pursue a financing or alternative strategic transaction in addition to funding existing and remaining capital commitments related to its Rochester Hub and general business operations. A full-text copy of the Company's Form 10-K is available at https://tinyurl.com/a6adam4k About Li-Cycle Holdings Corp. Li-Cycle Holdings Corp. is a Canada-based global lithium-ion battery resource recovery company and pure-play lithium-ion battery recycler. LIFESCAN GLOBAL: $1.01BB Bank Debt Trades at 36% Discount --------------------------------------------------------- Participations in a syndicated loan under which LifeScan Global Corp is a borrower were trading in the secondary market around 63.8 cents-on-the-dollar during the week ended Friday, March 15, 2024, according to Bloomberg's Evaluated Pricing service data. The $1.01 billion facility is a Term loan that is scheduled to mature on December 31, 2026. About $907 million of the loan is withdrawn and outstanding. Lifescan Global Corporation is a provider of blood glucose monitoring systems for home and hospital use. LITTLE ROCK: Seeks to Hire DeMarco Mitchell PLLC as Counsel ----------------------------------------------------------- Little Rock Urban Air, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas to hire DeMarco Mitchell, PLLC as its counsel. The firm will provide these services: a. take all necessary action to protect and preserve the Estate, including the prosecution of actions on its behalf, the defense of any actions commenced against it, negotiations concerning all litigation in which it is involved, and objecting to claims; b. prepare on behalf of the Debtor all necessary motions, applications, answers, orders, reports, and papers in connection with the administration of the estate; c. formulate, negotiate, and propose a plan of reorganization; and d. perform all other necessary legal services in connection with these proceedings. The firm will be paid at these rates: Robert T. DeMarco $400 per hour Michael S. Mitchell $300 per hour Barbara Drake, Paralegal $125 per hour The firm received a retainer in the amount of $7,500. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Robert T. DeMarco, a partner at Demarco Mitchell, PLLC, 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: Robert T. DeMarco, Esq. Michael S. Mitchell, Esq. DEMARCO MITCHELL, PLLC 1255 W. 15th Street, 805 Plano, TX 75075 Tel: (972) 578-1400 Fax: (972) 346-6791 Email: robert@demarcomitchell.com mike@demarcomitchell.com About Little Rock Urban Air Little Rock Urban Air, LLC, doing business as Urban Air Adventure Park, filed Chapter 11 petition (Bankr. N.D. Texas Case No. 24-40610) on February 22, 2024, with up to $10 million in both assets and liabilities. Thomas Fox, managing member, signed the petition. Judge Mark X. Mullins oversees the case. Robert T. DeMarco, Esq., at DeMarco Mitchell, PLLC, represents the Debtor as legal counsel. LIVINGSTON TOWNSHIP: Plan Exclusivity Period Extended to May 6 -------------------------------------------------------------- Judge Jamie A. Wilson of the U.S. Bankruptcy Court for the Southern District of Mississippi extended Livingston Township Fund One, LLC's exclusive period to file its plan of reorganization to May 6, 2024. As shared by Troubled Company Reporter, the Debtor explained that it has moved for court permission to sell its remaining real estate assets, and the sale proceeds are expected to be sufficient to satisfy the principal secured creditor's claim in full. Once the sale is completed and the secured claim paid, the debtor can reassess whether to proceed with a plan or seek dismissal of the case based on the best interests of the estate. The Debtor stated that extending the time for filing a plan will avoid unnecessary litigation at this stage, since the impending sale may obviate the need for a plan altogether. Therefore, cause exists to extend the time for filing a confirmable plan until after the anticipated sale of the debtor's real estate assets. Livingston Township is represented by: Thomas Carl Rollins, Jr., Esq. The Rollins Law Firm, PLLC P.O. Box 13767 Jackson, MS 39236 Telephone: (601) 500-5533 Email: tc@therollinsfirm.com About Livingston Township Fund One Livingston Township Fund One, LLC filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D. Miss. Case No. 23-02573) on Nov. 6, 2023, with $1 million to $10 million in both assets and liabilities. Craig Geno, Esq., at the Law Offices of Craig M. Geno, PLLC serves as Subchapter V trustee. Judge Jamie A. Wilson oversees the case. The Debtor tapped The Rollins Law Firm, PLLC, Steven H. Smith, PLLC and Eileen N. Shaffer, Esq., a practicing attorney in Jackson, Miss., as bankruptcy counsels; and Jernigan Copeland Attorneys, PLLC as special counsel. Phillips & Company is the Debtor's accountant. LUXURY FLUSH: Case Summary & 10 Unsecured Creditors --------------------------------------------------- Debtor: Luxury Flush, LLC d/b/a All In Sanitation d/b/a All In Sanitation Services 13141 San Fernando Rd Sylmar, CA 91342 Business Description: Luxury Flush provides a variety of luxury porta potty restroom rentals, perfect for weddings, corporate events, home remodels, production and film, construction, and more. Chapter 11 Petition Date: March 18, 2024 Court: United States Bankruptcy Court Central District of California Case No.: 24-10426 Judge: Hon. Martin R Barash Debtor's Counsel: Steven R. Fox, Esq. THE FOX LAW CORPORATION INC. 17835 Venturan Blvd #306 Encino, CA 91316 Tel: 818-774-3545 Email: SRFox@foxlaw.com Total Assets: $5,939,856 Total Liabilities: $3,097,630 The petition was signed by Natalie Downey, managing member. A full-text copy of the petition containing, among other items, a list of the Debtor's 10 unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/QUH5F2Y/Luxury_Flush_LLC__cacbke-24-10426__0001.0.pdf?mcid=tGE4TAMA MARJALINAT INC: Case Summary & Eight Unsecured Creditors -------------------------------------------------------- Debtor: Marjalinat, Inc. 13400 Saticoy Street Suite 5 North Hollywood CA 91605 Business Description: The Debtor is engaged in the tobacco sales business. Chapter 11 Petition Date: March 18, 2024 Court: United States Bankruptcy Court Central District of California Case No.: 24-10433 Judge: Hon. Martin R. Barash Debtor's Counsel: William H. Brownstein, Esq. WILLIAM H. BROWNSTEIN & ASSOCIATES, P.C. 39 Rumson Road Rumson NJ 07760-1920 Tel: 310-458-0048 Email: brownsteinlaw.bill@gmail.com Total Assets: $45,000 Total Liabilities: $3,635,986 The petition was signed by Marc Suissa as president. A full-text copy of the petition containing, among other items, a list of the Debtor's eight unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/5IFDCFA/MARJALINAT_INC__cacbke-24-10433__0001.0.pdf?mcid=tGE4TAMA MCMULLEN CONSTRUCTION: Hires Rank & Karnes Law as Legal Counsel --------------------------------------------------------------- McMullen Construction, LLC seeks approval from the U.S. Bankruptcy Court for the District of Oregon to employ Rank & Karnes Law P.C. as its counsel. The firm will render these services: a. advise Debtor with respect to his powers and duties as a debtor-in-possession in the continued management and operation of financial affairs; b. attend meetings and negotiate with representatives of creditors and other parties in interest; c. take necessary action to protect and preserve Debtor's bankruptcy estate, including: the prosecution of actions on Debtor's behalf; the defense of actions commenced against Debtor; negotiations concerning litigation in which Debtor is involved, and objections to claims filed against the estate; d. prepare on Debtor's behalf motions, applications, answers, orders, reports, and papers necessary to the administration of the estate; e. negotiate and prepare on Debtor's behalf a plan of reorganization, disclosure statement, and all related agreements and/or documents, and take necessary action on Debtor’s behalf to obtain confirmation of such plan; f. represent Debtor in connection with obtaining financing, if any; g. advise Debtor in connection with the sale of assets, if any; h. appear before the Bankruptcy Court and protect the interests of Debtor's estate before such court; and i. perform other necessary legal services and provide other necessary legal advice to Debtor generally and in connection with this Chapter 11 case. The firm will bill its standard hourly rates. The Debtor paid a retainer of $25,000 for this case. As disclosed in the court filings, Rank & Karnes Law is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Keith D. Karnes, Esq. Rank & Karnes Law, PC 2701 12th St SE Salem, OR 97302 Phone: (503) 385-8888 About McMullen Construction McMullen Construction is part of the residential building construction industry. McMullen Construction, LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Ore. Case No. 24-60523) on March 5, 2024, listing $5,503,674 in assets and $5,273,957 in liabilities. Judge Teresa H. Pearson presides over the case. Keith D. Karnes, Esq. at Rank & Karnes Law P.C. represents the Debtor as counsel. MOJITO CLUB: Voluntary Chapter 11 Case Summary ---------------------------------------------- Debtor: Mojito Club Sawgrass, LLC d/b/a Mojitobar d/b/a Mojitobar & Plates by Douglas Rodriguez 2602 Sawgrass Mills CR #1219 Fort Lauderdale, FL 33323 Business Description: Mojitobar is a restaurant that features a high-energy atmosphere, indoor & outdoor seating and fresh-squeezed mojitos in an assortment of flavors. Chapter 11 Petition Date: March 18, 2024 Court: United States Bankruptcy Court Southern District of Florida Case No.: 24-12552 Judge: Hon. Scott M. Grossman Debtor's Counsel: Patricia A. Redmond, Esq. STEARNS WEAVER MILLER WEISSLER ALHADEFF & SITTERSON, P.A. Museum Tower, Suite 2200 150 West Flagler Street Miami, FL 33130 Tel: (305) 789-3200 Email: predmond@stearnsweaver.com Total Assets: $311,330 Total Liabilities: $1,683,011 The petition was signed by Henry Leace as managing 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/EXMRSIQ/Mojito_Club_Sawgrass_LLC__flsbke-24-12552__0001.0.pdf?mcid=tGE4TAMA MY CITY BUILDERS: Reports $1.02 Million Net Loss in Second Quarter ------------------------------------------------------------------ My City Builders, Inc. filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $1.02 million on $13,599 of revenues for the three months ended January 31, 2024, compared to a net loss of $51,006 on $13,569 of revenues for the three months ended January 31, 2023. For the six months ended January 31, 2024, the Company incurred a net loss of $1.09 million on $19,768 of revenues, compared to a net loss of $73,203 on $27,824 of revenues for the same period in 2023. As of January 31, 2024, the Company had $1.6 million in total assets, $1.5 million in total liabilities, and $42,885 in total equity. As of January 31, 2024, the Company had an accumulated deficit of $3,138,823. In order to continue as a going concern, the Company will need, among other things, additional capital resources. Management's plans to raise necessary funding through equity financing arrangements may be insufficient to fund its capital expenditures, working capital and other cash requirements for the year ended July 31, 2024. However, until the Company engages in an active business or makes an acquisition, the Company is likely to not be able to raise any significant debt or equity financing. The ability of the Company to begin operations in its new business model is dependent upon, among other things, obtaining financing to commence operations and develop a business plan or making an acquisition. The Company cannot give any assurance as to its ability to develop or acquire a business or to operate profitably. These factors, among others, raise substantial doubt about the Company’s ability to continue as a going concern. A full-text copy of the Company's Form 10-Q is available at https://tinyurl.com/27wyt288 About My City Builders Inc. Miami, FL-based My City Builders, Inc. operates as a real estate development company. The Company buys, sells, and leases low-income housing properties, as well as provides new construction and renovation services. The Company disclosed in its Form 10-Q Report for the quarterly period ended October 31, 2023, that there is substantial doubt about the Company's ability to continue as a going concern. During the three months ended October 31, 2023, the Company incurred a net loss of $78,577 compared to a net loss of $22,197 for the same period in 2022, and net cash used in operating activities of $38,048. As of October 31, 2023, it had an accumulated deficit of $2,124,315. These factors, among others, raise substantial doubt about the Company's ability to continue as a going concern. NANOSTRING TECHNOLOGIES: Taps Bird & Bird as Foreign Counsel ------------------------------------------------------------ NanoString Technologies, Inc. and its affiliates seek approval from the U.S. Bankruptcy Court for the District of Delaware to employ Bird & Bird LLP as special foreign counsel. The firm will advise and represent the Debtors in various foreign legal matters, including the patent dispute between the Debtors and 10x. The firm will be paid at these hourly rates: Partner $935 to $1,135 Counsel $775 to $870 Senior Associate $695 to $810 Mid-Level Associate $575 to $675 Junior Associate $505 to $585 Trainee $310 to $385 Paralegal $295 to $315 Mark Hilton, a partner at Bird & Bird's International Dispute Resolution Group, disclosed in court filings that the firm does not hold any interest adverse to the Debtor's bankruptcy estate. Bird & Bird can be reached through: Mark Hilton Bird & Bird LLP 12 New Fetter Lane London EC4A 1JP United Kingdom Phone: +44 (0)20 7415 6000 Email: mark.hilton@twobirds.com About NanoString Technologies NanoString Technologies, Inc. offers an ecosystem of innovative discovery and translational research solutions and empowers its customers to map the universe of biology. NanoString and affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 24-10160) on February 4, 2024. In the petition signed by R. Bradley Gray, president and chief executive officer, NanoString disclosed $100 million to $500 million in both assets and liabilities. The Debtors tapped Willkie Farr & Gallagher, LLP and Young Conaway Stargatt & Taylor, LLP as legal counsels; AlixPartners, LLP as financial advisor; Weil, Gotshal & Manges LLP as special patent counsel; and Perella Weinberg Partners LP as investment banker. Kroll Restructuring Administration LLC is the Debtors' administrative advisor. Gibson Dunn & Crutcher, LLP and Sullivan & Cromwell, LLP serve as counsels to certain DIP lenders. Richards, Layton & Finger and Houlihan Lokey Capital, Inc. act as Delaware bankruptcy counsel and financial advisor to the DIP lenders. Meanwhile, Alston & Bird and Potter Anderson serve as bankruptcy counsel and Delaware counsel, respectively, to the DIP agent. NAUTILUS POWER: $486MM Bank Debt Trades at 15% Discount ------------------------------------------------------- Participations in a syndicated loan under which Nautilus Power LLC is a borrower were trading in the secondary market around 84.8 cents-on-the-dollar during the week ended Friday, March 15, 2024, according to Bloomberg's Evaluated Pricing service data. The $486 million facility is a Term loan that is scheduled to mature on November 16, 2026. About $482.3 million of the loan is withdrawn and outstanding. Nautilus Power, LLC provides utility services. The Company generates, transmits, and distributes electric energy. NEW CENTURY: Seeks to Hire EmergeLaw PLC as Bankruptcy Counsel -------------------------------------------------------------- New Century Development, LLC seeks approval from the U.S. Bankruptcy Court for the Middle District of Tennessee to hire EmergeLaw, PLC as its counsel. The firm's services include: a. providing legal advice with respect to the rights, powers and duties of Debtor in the management of its property; b. investigating and, if necessary, instituting legal action on behalf of the Debtor to collect and recover assets of the estate of Debtor; c. preparing all necessary pleadings, orders and reports with respect to this proceeding and to render all other necessary or proper legal services; d. assisting and counseling the Debtor in the preparation, presentation and confirmation of the plan; e. representing the Debtor as may be necessary to protect the Debtor's interests; and f. performing all other legal services that may be necessary and appropriate in the general administration of the Debtor's estate. Robert Gonzales and Nancy King are the firm's attorneys who will be primarily responsible for representing the Debtors in these cases. As of Jan. 1, 2024, Mr. Gonzales's current hourly rate is $675 and Ms. King's is $625. The firm received a total of $38,476 in connection with its representation of the Debtor. Robert Gonzales, Esq., a partner at EmergeLaw, 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: Robert J. Gonzales, Esq. Nancy B. King, Esq. EMERGELAW, PLLC 4235 Hillsboro Pike, Suite 350 Nashville, TN 37215 Tel: (615) 815-1535 Email: robert@emerge.law nancy@emerge.law About New Century Development, LLC New Century Development, LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Tenn. Case No. 24-00738) on March 5, 2024, listing $1 million to $10 million in both assets and liabilities. The petition was signed by John Gill as member. Judge Randal S. Mashburn presides over the case. Robert J. Gonzales, Esq. at EMERGELAW, PLC represents the Debtor as counsel. NEW CHICAGO COMMUNITY: James Bailey Named Subchapter V Trustee -------------------------------------------------------------- The Acting U.S. Trustee for Region 8 appointed James Bailey, III of Butler Snow, LLP as Subchapter V trustee for New Chicago Community Development Corporation. Mr. Bailey will be paid an hourly fee of $545 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Bailey declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: James E. Bailey III Butler Snow, LLP 6075 Poplar Avenue, Suite 500 Memphis, TN 38119 Phone: (901) 680-7347 Email: Jeb.Bailey@butlersnow.com About New Chicago Community Development New Chicago Community Development Corporation is a single asset real estate (as defined in 11 U.S.C. Section 101(51B)). It is based in Memphis, Tenn. New Chicago Community Development filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. W.D. Tenn. Case No. 24-20932) on March 1, 2024, with $1 million to $10 million in assets and $100,000 to $500,000 in liabilities. Dr. Carnita Atwater, president, signed the petition. Judge Jennie D. Latta presides over the case. Ted I. Jones, Esq., at Jones & Garrett Law Firm, an Association of Attorneys represents the Debtor as bankruptcy counsel. ODESSA'S FOSTER: James Bailey Named Subchapter V Trustee -------------------------------------------------------- The Acting U.S. Trustee for Region 8 appointed James Bailey, III of Butler Snow, LLP as Subchapter V trustee for Odessa's Foster Care Homes, Inc. Mr. Bailey will be paid an hourly fee of $545 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Bailey declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: James E. Bailey III Butler Snow, LLP 6075 Poplar Avenue, Suite 500 Memphis, TN 38119 Phone: (901) 680-7347 Email: Jeb.Bailey@butlersnow.com About Odessa's Foster Care Homes Odessa's Foster Care Homes, Inc. filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. W.D. Tenn. Case No. 24-20985) on March 4, 2024, with $500,001 to $1 million in assets and $100,001 to $500,000 in liabilities. Judge Jennie D. Latta presides over the case. Steven N. Douglass, Esq., at Harris Shelton Hanover & Walsh, PLLC represents the Debtor as legal counsel. OIL DADDY: Seeks to Hire Baker & Associates as Bankruptcy Counsel ----------------------------------------------------------------- Oil Daddy, LLC seeks approval from the U.S. Bankruptcy Court for the Western District of Texas to hire Baker & Associates as its attorney. The firm's services include: a. analyzing the financial situation, and rendering advice and assistance to the Debtor; b. advising the Debtor with respect to its duties as debtor; c. preparing and filing of all appropriate petitions, schedules of assets and liabilities, statements of affairs, answers, motions and other legal papers; d. representing the Debtor at the first meeting of creditors and such other services as may be required during the course of the bankruptcy proceedings; e. representing the Debtor in all proceedings before the Court and in any other judicial or administrative proceeding where the rights of the Debtor may be litigated or otherwise affected, including all adversary proceedings in which the Debtor is a plaintiff, defendant or otherwise a party or party in interest; f. preparing and filing of a Disclosure Statement (if required) and Chapter 11 Plan of Reorganization; and g. assisting to the Debtor in any matters relating to or arising out of the captioned case. The firm will be paid at these rates: Attorneys $475 to $525 per hour Paralegals $135 to $175 per hour Prior to the filing of the case, the Debtor paid the firm the amount of $15,000. Reese Baker, Esq., an attorney at Baker & Associates, 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: Reese W. Baker, Esq. BAKER & ASSOCIATES 950 Echo Lane, Ste. 300 Houston, TX 770024 Telephone: (713) 869-9200 Facsimile: (713) 869-9100 Email: courtdocs@bakerassociates.net About Oil Daddy, LLC Oil Daddy, LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Tex. Case No. 24-70009) on February 2, 2024, listing $1 million to $10 million in both assets and liabilities. The petition was signed by Sidney Ivey as manager. Judge Shad Robinson presides over the case. Reese Baker, Esq. at Baker & Associates represents the Debtor as counsel. OIL STATES: Egan-Jones Hikes Unsecured Debt Ratings to 'B-' ----------------------------------------------------------- Egan-Jones Ratings Company, on January 24, 2024, upgraded the foreign currency and local currency senior unsecured ratings on debt issued by Oil States International, Inc. to B- from CCC+. EJR also withdrew the rating on commercial paper issued by the Company. Headquartered in Houston, Texas, Oil States International, Inc. provides specialty products and services to oil and gas drilling and production companies. OMNIQ CORP: To Deploy Fintech Solution at Tel-Aviv Airport ---------------------------------------------------------- In a significant stride towards revolutionizing the travel experience at Ben Gurion Airport, OMNIQ Corp. is set to introduce a cutting-edge system designed to ensure convenience, time saving and fairness to travelers hailing taxis at Israel's primary international gateway. For years, travelers arriving at Ben Gurion Airport have faced challenges with local taxi services, including safety concerns. Addressing these issues, OMNIQ's innovative solution aims to provide a seamless and secure taxi ordering experience, leveraging advanced technology to protect and enhance the traveler's journey. Addressing the Challenge with Advanced Technology OMNIQ's to deploy its smart kiosks at strategic locations within Ben Gurion Airport. These kiosks, equipped with an intuitive and user-friendly interface, offer travelers a reliable and straightforward method to book and pay for taxi services directly upon arrival. This initiative is part of a broader effort to improve the overall safety and efficiency of airport taxi services, ensuring a positive first impression of Israel for tourists and citizens alike. The Revolutionary Solution: Ensuring Safety and Fairness The partnership between OMNIQ and GETT introduces a dual approach to taxi service booking: through the GETT smartphone app and the OMNIQ smart kiosks. This ensures that all travelers, regardless of their access to mobile devices, can enjoy a convenient and secure way to book their rides. The system's features include: * Prepaid Convenience: Utilizing OMNIQ's Fintech solutions, travelers can prepay for their taxi rides, ensuring transparent and fixed pricing. * Secure and Monitored: A unique code is provided for each booking, allowing passengers to identify their assigned taxi, enhancing security and peace of mind. * Technological Excellence: OMNIQ's smart kiosks offer real-time updates, multi-language support, and secure payment options, setting a new standard in customer service technology. A New Benchmark in Airport Transportation This innovative collaboration is not merely an upgrade to the existing taxi service but a transformation of airport transportation. By focusing on technology, safety, and customer satisfaction, the initiative aims to serve as a model for airports worldwide, establishing a new benchmark for convenience and reliability in airport taxi services. Shai Lustgarten, CEO of OMNIQ, expressed enthusiasm about the project, stating, "We are excited to collaborate with GETT, an innovative transportation pioneer with a strong presence in Israel and the United Kingdom. We are deploying the first 30 Kiosks, with expectations to double the number in the near future. Our collaboration with GETT, to upgrade the taxi services at Ben Gurion Airport, highlights OMNIQ's dedication to harnessing AI, advanced Fintech solutions and automation to enhance everyday experiences. By integrating advanced technologies and automation, this project represents a key achievement in our journey to innovate and deliver solutions that prioritize safety, streamline efficiency, and elevate the satisfaction of travelers across the globe. We are looking forward to joining GETT in other locations as well offering the system in larger markets," As OMNIQ and GETT usher in a new era of airport taxi services, the future looks promising for travelers seeking a safe, fair, and convenient start to their journey in Israel. About omniQ Corp. Headquartered in Salt Lake City, Utah, omniQ Corp. (OTCQB: OMQS) -- http://www.omniq.com-- provides computerized and machine vision image processing solutions that use patented and proprietary AI technology to deliver data collection, real time surveillance and monitoring for supply chain management, homeland security, public safety, traffic and parking management and access control applications. The technology and services provided by the Company help clients move people, assets and data safely and securely through airports, warehouses, schools, national borders, and many other applications and environments. Omniq Corp reported a net loss of $13.61 million for the year ended Dec. 31, 2022, compared to a net loss of $13.14 million for the year ended Dec. 31, 2021. As of March 31, 2023, the Company had $68.47 million in total assets, $81.31 million in total liabilities, and a total stockholders' deficit of $12.84 million. Salt Lake City, Utah-based Haynie & Company, the Company's auditor since 2019, issued a "going concern" qualification in its report dated March 30, 2023, citing that the Company has a deficit in stockholders' equity, and has sustained recurring losses from operations. This raises substantial doubt about the Company's ability to continue as a going concern. OVERSEAS SHIPHOLDING: Egan-Jones Retains B- Unsecured Ratings ------------------------------------------------------------- Egan-Jones Ratings Company, on January 30, 2024, maintained its 'B-' foreign currency and local currency senior unsecured ratings on debt issued by Overseas Shipholding Group, Inc. EJR also withdrew the rating on commercial paper issued by the Company. Headquartered in Tampa, Florida, Overseas Shipholding Group, Inc. maintains a fleet of marine transport vessels. PHUNWARE INC: Settles Litigation With Former Counsel WSGR --------------------------------------------------------- Phunware, Inc. reported in a Form 8-K filed with the Securities and Exchange Commission that on March 5, 2024, the Company entered into a Settlement Agreement and Release of Claims to settle the litigation involving its former counsel, Wilson Sonsini Goodrich & Rosati, PC. As part of the Settlement Agreement, the Company was required to (i) pay WSGR a total sum of $2,193,852.02, (ii) file requests for dismissal of the Uber Litigation, with prejudice, with the Santa Clara Superior Court, and (iii) request that the Uber Arbitration be dismissed and closed with prejudice. In addition, WSGR is required to request that the Uber Arbitration be dismissed and closed with prejudice. The Settlement Agreement also provides that the Company and WSGR release each other from all claims that the Company or WSGR may have against one another with respect to the Uber Litigation or the Uber Arbitration. On March 30, 2021, Phunware filed an action against its former counsel WSGR, which was styled Phunware, Inc., v. Wilson Sonsini Goodrich & Rosati, Professional Corporation, Does 1-25, Case No. 21CV381517 and filed in the Superior Court of the State of California for the County of Santa Clara. The Company's claims asserted in the Uber Litigation were subsequently ordered to arbitration. In the Uber Arbitration, WSGR sought to recover attorney's fees and costs for services rendered to the Company in connection with a separate litigation matter against Uber Technologies, Inc. About Phunware Headquartered in Austin, Texas, Phunware, Inc. -- http://www.phunware.com-- offers a fully integrated software platform that equips companies with the products, solutions, and services necessary to engage, manage, and monetize their mobile application portfolios globally at scale. Phunware reported a net loss of $50.89 million for the year ended Dec. 31, 2022, compared to a net loss of $53.52 million for the year ended Dec. 31, 2021. As of Sept. 30, 2023, the Company had $27.81 million in total assets, $21.26 million in total liabilities, and $6.55 million in total stockholders' equity. Houston, Texas-based Marcum LLP, the Company's auditor since 2018, issued a "going concern" qualification in its report dated March 31, 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. Phunware has a history of net losses since its inception. For the nine months ended September 30, 2023, the Company incurred a net loss of [$29,772,000] used [$15,869,000] in cash for operations and has a working capital deficiency of [$12,721,000]. The foregoing conditions raise substantial doubt about the Company's ability to meet its financial obligations as they become due, according to the Company's Quarterly Report for the period ended Sept. 30, 2023. PROMETHEUS INNOVATION: Taps Murphy Business Sales as Broker ----------------------------------------------------------- Prometheus Innovation Corporation seeks approval from the U.S. Bankruptcy Court for the District of New Jersey to employ Murphy Business Sales as its broker. The broker will market and sell two Huntington Learning franchises. One is Ridgewood, New Jersey and the other in Westwood, New Jersey. The firm's services include: a. advising and assisting the seller through the process of selling both locations; b. marketing the 2 franchise locations for sale; and c. screening & finding qualified buyers for both locations for the seller. As compensation, the firm will receive 10 percent of purchase price received at closing. Murphy Business Sales is a disinterested person under 11 U.S.C. Sec. 101(14), according to court filings. The firm can be reached through: Joe Chiarello Murphy Business Sales 407 N. Belcher Road Clearwater, FL 33765 Telephone: (727) 725-7090 Facsimile: (727) 725-8090 About Prometheus Innovation Corporation Prometheus Innovation Corporation sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. N.J. Case No. 23-21813) on December 22, 2023. In the petition signed by Jelani Ellington, president, the Debtor disclosed up to $10 million in both assets and liabilities. Judge John K. Sherwood oversees the case. Eric H. Horn, Esq., at A.Y. STRAUSS LLC, represents the Debtor as legal counsel. RACKSPACE TECHNOLOGY: Incurs $837.8 Million Net Loss in 2023 ------------------------------------------------------------ Rackspace Technology, Inc. filed with the Securities and Exchange Commission its Annual Report on Form 10-K reporting a net loss of $837.8 million on $2.95 billion of revenue for the year ended Dec. 31, 2023, compared to a net loss of $804.8 million on $3.12 billion of revenue for the year ended Dec. 31, 2022. As of Dec. 31, 2023, the Company had $4.09 billion in total assets, $4.25 billion in total liabilities, and a total stockholders' deficit of $154.5 million. Rackspace said, "We primarily finance our operations and capital expenditures with internally-generated cash from operations and hardware leases, and if necessary, borrowings under our Revolving Credit Facility. As of December 31, 2023, the Revolving Credit Facility provided for up to $375 million of borrowings, none of which was drawn and outstanding as of December 31, 2023. Our primary uses of cash are working capital requirements, debt service requirements and capital expenditures. Based on our current level of operations and available cash, we believe our sources will provide sufficient liquidity over at least the next twelve months. We cannot provide assurance, however, that our business will generate sufficient cash flows from operations or that future borrowings will be available to us under the Revolving Credit Facility or from other sources in an amount sufficient to enable us to pay our indebtedness or to fund our other liquidity needs. Our ability to do so depends on prevailing economic conditions and other factors, many of which are beyond our control. In addition, upon the occurrence of certain events, such as a change of control, we could be required to repay or refinance our indebtedness. We cannot assure that we will be able to refinance any of our indebtedness, including the Senior Facilities, the 5.375% Senior Notes and the 3.50% Senior Secured Notes, on commercially reasonable terms or at all. Any future acquisitions, joint ventures or other similar transactions will likely require additional capital, and there can be no assurance that any such capital will be available to us on acceptable terms or at all." 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/1810019/000181001924000042/rxt-20231231.htm About Rackspace Technology Headquartered in San Antonio, Texas, Rackspace Technology, Inc. -- www.rackspace.com -- is an end-to-end multicloud technology services company. The Company designs, builds, and operates its customers' cloud environments across all major technology platforms, irrespective of technology stack or deployment model. The Company partners with its customers at every stage of their cloud journey, enabling them to modernize applications, build new products and adopt innovative technologies. Rackspace reported a net loss of $804.8 million in 2022, a net loss of $218.3 million in 2021, and a net loss of $245.8 million in 2020. As of June 30, 2023, the Company had $4.66 billion in total assets, $4.63 billion in total liabilities, and $31.9 million in total stockholders' equity. * * * As reported by the TCR on May 18, 2023, S&P Global Ratings lowered its issuer credit rating on Rackspace to 'CCC+' from 'B-' and revised the outlook to negative from stable. S&P said the negative outlook reflects the rising risk of distressed exchange by thecompany from further EBITDA margin degradation and free cash flows sustaining negative. RACKSPACE TECHNOLOGY: Launches Exchange Offer for 3.50% Notes ------------------------------------------------------------- Rackspace Technology, through its indirect subsidiary Rackspace Finance, LLC, announced offers to eligible holders in respect of any and all of the 3.50% First-Priority Senior Secured Notes due 2028 issued by its indirect subsidiary Rackspace Technology Global, Inc., to (i) (A) exchange certain of those Existing Secured Notes for new 3.50% FLSO Senior Secured Notes due 2028 issued by the New Issuer and (B) have purchased for cancellation certain of those Existing Secured Notes by the New Issuer for cash, and (ii) fund new senior secured first lien first out term loans of the New Issuer. The following table summarizes certain terms of the Exchange Offer, including the consideration eligible holders will receive in respect of the Existing Secured Notes tendered on or prior to the Early Participation Time (as defined herein) and after the Early Participation Time. Eligible holders must validly tender (and not validly withdraw) all of such holder's Existing Secured Notes to participate in the Exchange Offer. Partial tenders of Existing Secured Notes will not be accepted. Early Exchange Consideration for each $1,000 Principal Amount of Existing Secured Notes Tendered on or Prior to the Early Participation Time CUSIP With Respect to With Respect to Numbers: $700 Principal Amount $300 Principal Amount of Existing Secured Notes of Existing Secured Notes 750098 AB1 $700 of Exchange Notes $0.7875 in Cash U7502E AB0 (the "Early Payment Amount") Late Exchange Consideration for each $1,000 Principal Amount of Existing Secured Notes Tendered After the Early Participation Time CUSIP With Respect to With Respect to Numbers: $670 Principal Amount $330 Principal Amount of Existing Secured Notes of Existing Secured Notes 750098 AB1 $670 of Exchange Notes $0.7875 in Cash U7502E AB0 ("the "Late Payment Amount") Eligible holders who tender (and do not validly withdraw) all of their Existing Secured Notes at or prior to 5:00 p.m., New York City time, on March 28, 2024 (such time and date, as the same may be extended), and their Existing Secured Notes are accepted, will receive the Early Exchange Consideration described above. The Exchange Offer will expire at 5:00 p.m., New York City time, on April 11, 2024 (such time and date, as the same may be extended). Eligible holders who tender (and do not validly withdraw) all of their Existing Secured Notes after the Early Participation Time but at or prior to the Expiration Time, and their Existing Secured Notes are accepted, will receive the Late Exchange Consideration described above. Eligible holders that validly tender (and do not validly withdraw) all of such holder's Existing Secured Notes in the Exchange Offer at or prior to the Early Participation Time will have the right to purchase New FLFO Term Loans in an aggregate principal amount equal to $102.04481 per $1,000 principal amount of Existing Secured Notes tendered by the Eligible Holder. The purchase price to receive the New FLFO Term Loans is a cash payment equal to $101.02436 per $1,000 principal amount of Existing Secured Notes tendered by such Participating Eligible Holder (which reflects an original issue discount of 1.0%) (the "Funding Amount"). Participating Eligible Holders may elect to participate in the Funding Offer by properly completing and delivering to the Transaction Agent (as defined herein) certain lender documentation at or prior to 11:59 p.m., New York City time, on March 28, 2024, and, promptly following the Funding Election Time, the Fronting Lender (as defined herein) will enter into a trade with each such holder validly participating in the Funding Offer for the delivery of the Funding Amount and settlement of the New FLFO Term Loans. The New FLFO Term Loans are currently held by the Fronting Lender; as a result, any holder validly participating in the Funding Offer will receive its New FLFO Term Loans from the Fronting Lender. Eligible holders may participate in the Exchange Offer without participating in the Funding Offer or delivering the lender documentation, and the New Issuer may accept validly tendered (and not validly withdrawn) Existing Secured Notes from an eligible holder pursuant to the Exchange Offer that fails to deliver the Funding Amount in connection with the Funding Offer. Tenders of Existing Secured Notes pursuant to the Exchange Offer may be validly withdrawn, together with a recission of any Funding Amounts delivered pursuant to the Funding Offer, at any time prior to 5:00 p.m., New York City time, on March 28, 2024 (as the same may be extended) but not thereafter, except as required by law. Upon the terms and subject to the conditions of the Offers, for Existing Secured Notes that are validly tendered at or prior to the Early Participation Time and not subsequently validly withdrawn and that are accepted in the Exchange Offer, the settlement date is expected to occur promptly after the Early Participation Time (the "Early Settlement Date"). The Early Settlement Date is expected to occur on April 2, 2024 (the third business day after the Early Participation Time). For Existing Secured Notes that have been validly tendered after the Early Participation Time but at or prior to the Expiration Time and not subsequently validly withdrawn and that are accepted in the Exchange Offer, the settlement date is expected to occur promptly after the Expiration Time (the "Final Settlement Date"). The Final Settlement Date is expected to occur on April 15, 2024 (the second business day after the Expiration Time). The Early Settlement Date or Final Settlement Date may change without notice. The Exchange Offer is only being made, and the Exchange Notes are only being offered and issued to holders of Existing Secured Notes who are (x) reasonably believed to be "qualified institutional buyers" as defined in Rule 144A under the Securities Act of 1933, as amended or (y) not "U.S. persons," as defined in Rule 902 under the Securities Act and in compliance with Regulation S under the Securities Act. The holders of Existing Secured Notes who are eligible to participate in the Exchange Offer pursuant to at least one of the foregoing conditions are referred to as "eligible holders." The New Issuer is making the Offers only to eligible holders through, and pursuant to, the terms of a confidential exchange offering memorandum, dated March 14, 2024. The complete terms and conditions of the Offers are set forth in the Offering Memorandum. None of Rackspace, the New Issuer, the Guarantors (as defined in the Offering Memorandum), the Transaction Agent, the Fronting Lender or any other person takes any position or makes any recommendation as to whether or not eligible holders should participate in the Offers. Only eligible holders may receive a copy of the Offering Memorandum and participate in the Offers. The Company has retained Epiq Corporate Restructuring, LLC to act as transaction agent for the Offers and Jefferies Capital Services, LLC to act as the fronting lender for the Funding Offer. Holders of Existing Secured Notes wishing to certify that they are eligible holders in order to be eligible to receive a copy of the Offering Memorandum should complete the eligibility letter and return it to Epiq as directed therein. Holders of Existing Secured Notes may complete the eligibility letter on-line at https://epiqworkflow.com/cases/RackspaceEL or obtain a PDF copy of the eligibility letter by requesting a copy from tabulation@epiqglobal.com. The eligibility letter can be returned via the online portal or by emailing a scan of both pages of the fully completed letter to Epiq at Tabulation@epiqglobal.com and referencing "Rackspace" in the subject line. Once your response has been reviewed and cleared by Epiq, you will receive the Offering Memorandum from Epiq by email. About Rackspace Technology Headquartered in San Antonio, Texas, Rackspace Technology, Inc. -- www.rackspace.com -- is an end-to-end multicloud technology services company. The Company designs, builds, and operates its customers' cloud environments across all major technology platforms, irrespective of technology stack or deployment model. The Company partners with its customers at every stage of their cloud journey, enabling them to modernize applications, build new products and adopt innovative technologies. Rackspace reported a net loss of $804.8 million in 2022, a net loss of $218.3 million in 2021, and a net loss of $245.8 million in 2020. As of June 30, 2023, the Company had $4.66 billion in total assets, $4.63 billion in total liabilities, and $31.9 million in total stockholders' equity. * * * As reported by the TCR on May 18, 2023, S&P Global Ratings lowered its issuer credit rating on Rackspace to 'CCC+' from 'B-' and revised the outlook to negative from stable. S&P said the negative outlook reflects the rising risk of distressed exchange by the company from further EBITDA margin degradation and free cash flows sustaining negative. RADIO FREE: Seeks to Hire Morrison-Tenenbaum PLLC as Counsel ------------------------------------------------------------ Radio Free Red Hook, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to employ Morrison-Tenenbaum, PLLC as its counsel. The firm's services include: a. advising the Debtor with respect to its powers and duties in the management of its estate; b. assisting in any amendments of schedules and other financial disclosures and in the preparation, review or amendment of a disclosure statement and plan of reorganization; c. negotiating with the Debtor's creditors and taking the necessary legal steps to confirm and consummate a plan of reorganization; d. preparing legal papers; e. appearing before the bankruptcy court; and f. providing other legal services that may be necessary and proper for an effective reorganization. The firm will be paid at these rates: Lawrence Morrison $595 per hour Brian Hufnagel $525 per hour Associates $380 per hour Paraprofessionals $200 per hour The firm received a retainer fee of $15,000. As disclosed in court filings, Morrison-Tenenbaum is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. Morrison-Tenenbaum can be reached through: Lawrence F. Morrison, Esq. Brian J. Hufnagel, Esq. Morrison-Tenenbaum, PLLC 87 Walker Street, Floor 2 New York, NY 10013 Tel: (212) 620-0938 Email: lmorrison@m-t-law.com Email: bjhufnagel@m-t-law.com About Radio Free Red Hook Radio Free Red Hook, LLC, a company in Brooklyn, N.Y., filed a Chapter 11 bankruptcy petition (Bankr. E.D.N.Y. Case No. 23-44252) on Nov. 21, 2023, with as much as $1 million in both assets and liabilities. St. John Frizell, managing member, signed the petition. Lawrence F. Morrison, Esq., and Brian J. Hufnagel, Esq., at Morrison Tenenbaum PLLC serve as the Debtor's legal counsels. RALEIGH TBC: Bankruptcy Administrator Unable to Appoint Committee ----------------------------------------------------------------- The U.S. Bankruptcy Administrator for the Eastern District of North Carolina disclosed in a filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of Raleigh TBC, LLC. About Raleigh TBC Raleigh TBC, LLC filed a Chapter 11 bankruptcy petition (Bankr. E.D.N.C. Case No. 24-00489) on February 15, 2024, with as much as $1 million in both assets and liabilities. Judge David M. Warren oversees the case. The Debtor is represented by Danny Bradford, Esq., at Bradford Law Offices. REPMGMT INC: Unsecureds Will Get 9.9% of Claims in Plan ------------------------------------------------------- RepMGMT Inc. Chartered, d/b/a Fireside Campaigns filed with the U.S. Bankruptcy Court for the District of Columbia a Plan of Reorganization dated March 11, 2024. The Debtor has been in the business of political consulting since 2018. The Debtor has provided political and public relations advice to progressive organizations and the campaigns of progressive candidates. This Plan relies on the Debtor continuing to provide political consulting services for one anchor client and possibly others throughout a 4.5-year term, with very low operating costs. The Debtor operates from the home of its sole shareholder, director and officer, Bradley Bauman, without paying rent. Mr. Bauman does not draw any salary, and will not draw any salary during the term of this Plan. The Debtor will use the profits generated from this business to make payments to its creditors under the Plan. The Debtor owes its priority unsecured creditors (consisting of government agencies and former employees of the Debtor) a total of $99,814.02. The Debtor owes its nonpriority unsecured creditors a total of $1,356,429.85. The Debtor has scheduled a secured claim of its sole shareholder and his wife, Bradley Bauman and Autumn Campbell, in the amount of $65,500. The Debtor will fund this Plan primarily from revenue it expects to receive from its anchor client over the 4.5-year life of the plan, which will total $472,000. The Debtor also expects to collect $20,000 from its accounts receivable and $17,500 from settlement of its preference action against American Express. After factoring in projected administrative expenses, the Debtor expects to have projected disposable income of over $300,000 over the 4.5-year term of the Plan. The Debtor is proposing a Plan that will be effective for a period of four and one half years. Assuming an Effective Date of June 5, 2024, the Debtor expects the final distribution to be made in December 2028. Class 3 consists of all non-priority unsecured claims. Class 3 is impaired by this Plan. To the extent that cash becomes available during the term of the Plan, after holders of priority tax claims, Class 1 claimants and Class 2 claimants have been paid in full, the Debtor will pay each holder of a nonpriority unsecured claim a pro rata portion of such claim, on a quarterly basis, based on the availability of cash to the Debtor until the Plan period expires. The Debtor projects that Class 3 creditors will recover 9.9% of their allowed claims. Class 4 consists of all equity interests of the Debtor. Mr. Bauman is the sole remaining shareholder of the Debtor. Mr. Bauman will receive no cash distribution under this Plan. When the Plan has been completed, Mr. Bauman will retain his equity interest in the Debtor. The Debtor intends to implement its Plan by continuing to earn fees for its services while operating at very low costs. The Debtor currently has one client, the AFL-CIO, with which the Debtor has a years-long relationship. The AFL-CIO pays the Debtor a fee of $8,750 per month pursuant to a service agreement. The Debtor may develop other client relationships in the future. The Debtor also plans to continue its efforts to collect on accounts receivable, which the Debtor currently values at $20,000. Subject to the Court's approval of an Agreed Order the Debtor has negotiated with American Express National Bank, the Debtor expects to recover $17,500 of preference payments it made to this creditor. The Debtor's only employee is Bradley Bauman, who is also the Debtor's only shareholder, director or officer. Mr. Bauman operates the Debtor from his home (without charging rent) and does not draw salary. He will not draw any salary during the term of this Plan. The Debtor does not expect to incur any significant operating costs during the term of this Plan. After factoring in projected administrative expenses, the Debtor expects to have projected disposable income of over $300,000 over the 4.5-year term of the Plan. A full-text copy of the Plan of Reorganization dated March 11, 2024 is available at https://urlcurt.com/u?l=glzyGJ from PacerMonitor.com at no charge. Debtor's Counsel: Robert Lannan, Esq. LANNAN LEGAL PLLC 1717 K Street, N.W. Suite 900 Washington DC 20006 Tel: 202-595-4606 E-mail: robert.lannan@lannanlegal.com About RepMGMT Inc. RepMGMT Inc. Chartered has been in the business of political consulting. The Debtor filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D.D.C. Case No. 23-00375) on Dec. 12, 2023, with $50,000 to $100,000 in assets and $1 million to $10 million in liabilities. Bradley Bauman, president, signed the petition. Judge Elizabeth L. Gunn oversees the case. Robert Lannan, Esq., at Lannan Legal, PLLC, is the Debtor's bankruptcy counsel. RGV PUMP: Unsecureds Will Get 5.57% of Claims over 5 Years ---------------------------------------------------------- RGV Pump & Equipment LLC filed with the U.S. Bankruptcy Court for the Southern District of Texas a Plan of Reorganization dated March 11, 2024. RGV Pump & Equipment LLC started operations in March 2008. Debtor manages and operates a collection and recycling of used oils and filters business. The Debtor is currently owned 100% by Eliud George. He will remain the owner and retain his 100% ownership interests going forward. Debtor's assets include its cash on hand, deposits, accounts receivables, inventory, vehicles and office furniture. The Debtor proposed to pay allowed unsecured based on the liquidation analysis and cash available. Debtor anticipates having enough business and cash available to fund the plan and pay the creditors pursuant to the proposed plan. It is anticipated that after confirmation, the Debtor will continue in business. Based upon the projections, the Debtor believes it can service the debt to the creditors. The Debtor will continue operating its business. The Debtor's Plan will break the existing claims into six classes of Claimants. These claimants will receive cash repayments over a period of time beginning on or after the Effective Date. Class 5 consists of Allowed Impaired Unsecured Claims. All allowed unsecured creditors shall receive a pro rata distribution at zero percent per annum over the next 5 years beginning not later than the 1st day of the next calendar month following 30 days after the effective date of the plan. Creditors shall receive monthly disbursements based on the projection distributions of each 12-month period. Debtor will distribute $51,000.00 to the general allowed unsecured creditor pool over the 5-year term of the plan, includes the under-secured claim portions. The Debtor's General Allowed Unsecured Claimants will receive 5.57% of their allowed claims under this plan. Class 6 consists of Equity Interest Holders (Current Owners). The current owners will receive no payments under the Plan; however, they will be allowed to retain ownership in the Debtor. Class 6 Claimants are not impaired under the Plan. The Debtor anticipates the continued operations of the business to fund the Plan. A full-text copy of the Plan of Reorganization dated March 11, 2024 is available at https://urlcurt.com/u?l=p2Z9TZ from PacerMonitor.com at no charge. Counsel to the Debtor: Robert C. Lane, Esq. Joshua D. Gordon, Esq. A. Zachary Casas, Esq. THE LANE LAW FIRM, PLLC 6200 Savoy, Suite 1150 Houston, TX 77036 Tel: (713) 595-8200 Fax: (713) 595-8201 Email: notifications@lanelaw.com Joshua.gordon@lanelaw.com zach.casas@lanelaw.com About RGV Pump & Equipment LLC RGV Pump & Equipment LLC established in San Benito, TX in March 2008, is a provider of solutions for automotive & commercial trucks, and industrial equipment. Its services include lubricant delivery, waste oil removal, equipment servicing, and fueling. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 23-10223) on December 12, 2023. In the petition signed by Eliud George, managing member, the Debtor disclosed $329,021 in assets and $1,690,466 in liabilities. Judge Eduardo V. Rodriguez oversees the case. Robert C. Lane, Esq., at the Lane Law Firm, represents the Debtor as legal counsel. RJQ COMPANIES: Lisa Holder Named Subchapter V Trustee ----------------------------------------------------- The U.S. Trustee for Region 17 appointed Lisa Holder, Esq., a practicing attorney in Bakersfield, Calif., as Subchapter V trustee for RJQ Companies, Inc. Ms. Holder will be paid an hourly fee of $300 for her services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Ms. Holder declared that she is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Lisa Holder, Esq. 3710 Earnhardt Drive Bakersfield, CA 93306 Phone: (661) 205-2385 Email: lholder@lnhpc.com About RJQ Companies RJQ Companies, Inc. filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. E.D. Calif. Case No. 24-20882) on March 5, 2024, with $500,001 to $1 million in both assets and liabilities. Judge Fredrick E. Clement presides over the case. Stephen M. Reynolds, Esq., represents the Debtor as legal counsel. RLB FOOD: Mark Hall of Fox Rothschild Named Subchapter V Trustee ---------------------------------------------------------------- The U.S. Trustee for Regions 3 and 9 appointed Mark Hall, Esq., a partner at Fox Rothschild, LLP, as Subchapter V trustee for RLB Food Distributors, LP. Mr. Hall will be paid an hourly fee of $425 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Hall declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Mark E. Hall, Esq. Fox Rothschild, LLP 49 Market Street Morristown, NJ 07960 Phone: (973) 548-3314 Email: mhall@foxrothschild.com About RLB Food Distributors RLB Food Distributors, LP is a supplier of organic produce, fresh-cuts, deli items, cheese, chilled foods and other products related to the perishable food arena. The Debtor filed Chapter 11 petition (Bankr. D. N.J. Case No. 24-12110) on February 28, 2024, with $4,738,212 in assets and $5,432,706 in liabilities. Pat Mele III, executive vice president and chief financial officer, signed the petition. Donald W. Clarke, Esq., at Genova Burns, LLC, represents the Debtor as legal counsel. ROCHESTER HOLDING: Hires Brannen Firm as Bankruptcy Counsel ----------------------------------------------------------- The Rochester Holding Company of Georgia, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Georgia to hire The Brannen Firm, LLC as its bankruptcy counsel. The firm will render these services: (a) advise the Debtor with respect to its rights, powers, duties, and obligations in the administration of its case, operation of its business and management of its property; (b) prepare pleadings, applications, and conduct examinations incidental to administration; (c) advise and represent the Debtor in connection with all applications, motions, or complaints for reclamation, adequate protection, sequestration, relief from stays, appointment of a trustee or examiner, and all other similar matters; (d) develop the relationship of the status of the Debtor to the claims of creditors in these proceedings; (e) advise and assist the Debtor in the formulation and presentation of a plan pursuant to Chapter 11 of the Bankruptcy Code and concerning any and all matters relating thereto; and (f) perform any and all other legal services for the Debtor. The hourly rates of the firm's counsel and staff are as follows: Joseph Chad Brannon $350 Paralegal/Support Staff $150 Joseph Chad Brannon, Esq., an attorney at The Brannen Firm, disclosed in a court filing that the firm is a "disinterested person" as defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Joseph Chad Brannon, Esq. The Brannen Firm, LLC 7147 Jonesboro Road, Ste. G Morrow, GA 30260 Telephone: (770) 474-0847 Email: chad@brannenlawfirm.com About The Rochester Holding The Rochester Holding Company of Georgia, LLC, sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 24-50006) on January 1, 2024, with $500,001 to $1 million in assets and $100,001 to $500,000 in liabilities. Richard K. Valldejuli, Jr., Esq., represents the Debtor as legal counsel. RODNEY D. WELCH: Thomas Willson Named Subchapter V Trustee ---------------------------------------------------------- The Acting U.S. Trustee for Region 5 appointed Thomas Willson as Subchapter V trustee for Rodney D. Welch Insurance Agency, Inc. Mr. Willson will be paid an hourly fee of $350 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Willson declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Thomas R. Willson 1330 Jackson Street Alexandria LA 71301 Phone: 318-442-8658 Email: Rocky@rockywillsonlaw.com About Rodney D. Welch Insurance Agency Rodney D. Welch Insurance Agency, Inc. filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. W.D. La. Case No. 24-30261) on February 28, 2024, with $100,001 to $500,000 in both assets and liabilities. Judge John S. Hodge presides over the case. James W. Spivey, II, Esq., at James W. Spivey Ii, Attorney At Law represents the Debtor as legal counsel. RYERSON HOLDING: Fitch Affirms 'BB' LongTerm IDR, Outlook Stable ---------------------------------------------------------------- Fitch Ratings has affirmed Ryerson Holding Corporation's (Ryerson) and Joseph T. Ryerson & Son, Inc.'s Long-Term Issuer Default Ratings at 'BB'. Fitch has also affirmed the first lien secured asset-based lending (ABL) credit facility at 'BBB-'/'RR1'. The Rating Outlook is Stable. Ryerson's ratings reflect its significant size and scale, which provides operating leverage, strong working capital management, product diversification, the counter-cyclical cash generating ability of its business model, and Fitch's expectation EBITDA leverage will be sustained at or below 2.5x through 2027. The ratings also reflect solid liquidity, minimal capex requirements and consistent FCF generation through various business cycles. The Stable Outlook reflects Fitch's expectation EBITDA margins will average around 6% through 2027. KEY RATING DRIVERS Improved Leverage Profile: Fitch expects EBITDA leverage, 1.5x as of Dec. 31, 2023, to be sustained at or below 2.5x through 2027. Ryerson redeemed all of its outstanding senior secured notes during 2022. The company's only remaining debt consists of $433 million outstanding on its $1.3 billion ABL credit facility due 2027 and approximately $8 million of other debt as of Dec. 31, 2023. Ryerson targets 0.5x-2.0x net leverage through the cycle, supporting Fitch's view the company will remain committed to maintaining low financial leverage. Near-Term Margin Headwinds: EBITDA margins averaged around 5% over the past six quarters from 3Q22-4Q23 compared with EBITDA margins averaging around 11% in the previous six quarters from 1Q21-2Q22. The decline in margins was driven by an approximately 15% reduction in average selling prices and meaningfully higher SG&A costs in 2023 compared with 2022. Higher SG&A costs were driven by increased reorganization costs from system conversion activity and new start-up costs associated with Ryerson's new University Park location. Fitch expects these costs to continue through 2024 and for EBITDA margins to continue to be challenged in the near-term, but to recover to around 6%-6.5% on average thereafter. Positive FCF Expectations: Gross margins are relatively stable, fluctuating between 18% and 20% over the last four years, through a period of significant steel and aluminum price volatility, which, in combination with minimal capital intensity, supports consistently positive FCF. Fitch expects FCF to be lower in 2024, driven by expectations for moderating prices, lower EBITDA generation, and Ryerson's guidance of $110 million of capex. However, Fitch believes FCF will remain positive and expects it to improve significantly as capex moderates beginning in 2025. This provides further deleveraging capacity and liquidity to pursue organic and inorganic growth opportunities. Fitch expects Ryerson to allocate FCF to a combination of debt reduction, small, bolt-on acquisitions and opportunistic share repurchases. Countercyclical Cash Generation: Ryerson has solid financial flexibility, supported by its ability to generate cash in periods of weakening demand or lower prices by managing working capital and liquidating inventory. Fitch expects both prices and shipments to decline in 2024, given Fitch's expectations for demand softening in some of Ryerson's end markets and Fitch's view that prices will continue to moderate following a high point in the cycle over the 2021-2022 timeframe. In this scenario, Fitch expects Ryerson to generate strong FCF through working capital management, which will benefit liquidity and be available for further debt repayment by reducing outstanding ABL borrowings, and to fund capex and opportunistic acquisitions. The company's strong working capital management has been recently demonstrated both in 2023 and in 2020. Ryerson generated $213 million of FCF in 2023 and $245 million in 2020 primarily through working capital. These were periods of declining prices and shipments. Fitch also views the company's product, customer and end-market diversification as reducing cash flow volatility through the cycle. Balanced Capital Deployment: Fitch believes Ryerson will likely pivot capital allocation policies toward a balance of bolt-on acquisitions, growth projects and shareholder returns over the medium term following a period of significant debt reduction. Fitch views the company as having the flexibility to shift capital allocation between these strategic priorities and to continue to reduce debt, which is supported by Fitch's expectation for positive FCF through 2027. Significant Size and Scale: Ryerson is the second largest metals service center company in the U.S., distributing more than 75,000 metal products to approximately 40,000 customers in a broad range of industries. Fitch believes Ryerson's size and scale provides purchasing power and operating leverage, which drives a competitive advantage relative to peers. The highly fragmented nature of the industry also provides significant acquisition growth opportunities supporting Fitch's expectation that Ryerson will continue to be a consolidator. Central Steel and Wire Company in 2018 was Ryerson's largest acquisition since 2005, supporting Fitch's view that a near-term sizable transaction is unlikely. Fitch believes Ryerson will remain selective in its M&A approach and execute acquisitions in a credit-conscious manner, focusing on companies that enhance its diversification with an emphasis on higher margin specialty products and value-added processing capabilities. Fitch expects small bolt-on acquisitions to remain a key part of the company's growth strategy. Minimal Capex Requirements: Capital intensity has averaged around 1.5% of sales over the past four years, and Fitch estimates maintenance capex of approximately $30 million-$35 million. Fitch forecasts slightly higher capital intensity in 2024 driven by higher spending on the company's new University Park facility and value-added processing equipment but for capex to trend toward around 1.5% of sales thereafter. Fitch views the company's focus on increasing value-added processing capabilities as providing potential for further margin improvement. DERIVATION SUMMARY Ryerson's operational profile compares closest with metals service center company Reliance, Inc. (BBB+/Stable). Ryerson and Reliance are similar in that they have leading market shares within the highly fragmented U.S. metals service center industry, similar underlying volumetric risk given their exposure to cyclical end markets, relatively stable margins and low annual capex requirements. Ryerson is considerably smaller and has lower margins and less favorable EBITDA leverage compared with Reliance. Ryerson's operational profile is also comparable with specialty alloy producer and distributor Carpenter Technology Corporation (BB/Positive) and aluminum producer fabricator Kaiser Aluminum Corporation (BB-/Stable). Ryerson is similar in size, in terms of EBITDA, to Carpenter and Kaiser. Carpenter has similar forecast EBITDA leverage but higher margins compared with Ryerson. Ryerson has comparable margins but favorable leverage metrics compared with Kaiser. KEY ASSUMPTIONS - Total volume growth, including acquired volumes, of around 2% per year; - Average selling prices continue to decline in 2024, relatively flat thereafter; - EBITDA margins decline in 2024, then improve to average around 6%-6.5% over 2025-2027; - Capex at guidance of $110 million in 2024, trending toward $60 million-$70 million thereafter; - FCF is used primarily for acquisitions and ABL debt repayment; - Modest opportunistic share repurchases. RATING SENSITIVITIES Factors that could, individually or collectively, lead to positive rating action/upgrade: - Increase in size and scale; - EBITDA margins sustained at or above 7%, driven by increasing levels of value-added processing; - EBITDA leverage sustained below 3.0x. Factors that could, individually or collectively, lead to negative rating action/downgrade: - EBITDA leverage sustained above 4.0x; - EBITDA margins sustained below 5%; - Sustained negative FCF. LIQUIDITY AND DEBT STRUCTURE Solid Liquidity: As of Dec. 31, 2023, Ryerson had cash and cash equivalents of approximately $54 million and $560 million available under its $1.3 billion asset-based lending (ABL) credit facility due 2027. The company also had $42 million of availability under its foreign credit lines. Ryerson must maintain a fixed charge coverage ratio of 1.0x when availability under the ABL credit facility is less than the greater of a) 10% of aggregate commitments and b) $60 million. ISSUER PROFILE Ryerson is the second largest metals service center in the U.S. with 110 facilities across North America and four facilities in China. The company carries a line of nearly 75,000 products including stainless steel, aluminum, carbon steel and alloy steels. ESG CONSIDERATIONS The highest level of ESG credit relevance is a score of '3', unless otherwise disclosed in this section. A score of '3' means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. Fitch's ESG Relevance Scores are not inputs in the rating process; they are an observation on the relevance and materiality of ESG factors in the rating decision. Entity/Debt Rating Recovery Prior ----------- ------ -------- ----- Joseph T. Ryerson & Son, Inc. LT IDR BB Affirmed BB senior secured LT BBB- Affirmed RR1 BBB- Ryerson Holding Corporation LT IDR BB Affirmed BB SAND RIDGE: Hires Continental Placer as Valuation Consultant ------------------------------------------------------------ Sand Ridge Development Assn., Inc., seeks approval from the U.S. Bankruptcy Court for the Eastern District of North Carolina to employ Continental Placer, Inc. as its valuation consultant. The firm will conduct a reserves site assessment for silica sand fine aggregates. The firm's hourly rates are: Principal $175 Mining Engineer $175 Mining Geologist $115 Staff Geologist $90 CAD/Administration $65 Continental does not represent any interest adverse to the Debtor or the estate in the matter upon which it is to be engaged, according to court filings. The firm can be reached through: Nathan Moore Continental Placer, Inc. 17945 Hunting Bow Circle, Suite 101 Lutz, FL 33558 Phone: (603) 524-0811 About Sand Ridge Development Assn., Inc., Sand Ridge Development Assn., Inc. in Rich Square, NC, filed its voluntary petition for Chapter 11 protection (Bankr. E.D.N.C. Case No. 23-02678) on September 14, 2023, listing $10 million to $50 million in assets and $1 million to $10 million in liabilities. Alton Williams, Jr. as president, signed the petition. Judge David M. Warren oversees the case. STEVENS MARTIN VAUGHN & TADYCH, PLLC serve as the Debtor's legal counsel. SCF LLC: Plan Exclusivity Period Extended to May 21 --------------------------------------------------- Judge Jimmy L. Croom of the U.S. Bankruptcy Court for the Western District of Tennessee extended SCF, LLC's exclusive periods to file its plan of reorganization, and solicit acceptances thereof to May 21 and June 20, 2024, respectively. As shared by Troubled Company Reporter, the Debtor obtained authority to sell its assets to Johnson Lancaster and Associates, Inc., the same company currently operating at the Debtor's business location pursuant to a Management Agreement. The sale recently closed. There are several pending adversary proceedings including an interpleader adversary proceeding which could impact the Plan and distribution to creditors. In addition, the plan will be one of liquidation but it has been complicated by the death of the principal in December 2021; the subsequent cessation of the Debtor's operations; the reopening of the plant through an agreement with also the purchaser of the personal property of the Debtor; the probate estate of Nathanial Sparks having an ownership interest in the real property but the Debtor owning all personal property; and negotiations with potential purchasers for the purchase of the assets. Counsel to the Debtor: Steven N. Douglass, Esq. HARRIS SHELTON HANOVER WALSH, PLLC 40 S. Main Street, Suite 2210 Memphis, TN 38103-2555 Tel: (901) 525-1455 About SCF LLC SCF, LLC provides integrated logistics and barge transportation services on the U.S. The company is based in Adamsville, Tenn. SCF sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Tenn. Case No. 22-10809) on July 27, 2022. In the petition filed by its chief financial officer, Doug Blaylock, the Debtor listed $1 million to $10 million in assets and $10 million to $50 million in liabilities. Judge Jimmy L. Croom oversees the case. Steven N. Douglass, Esq., at Harris Shelton Hanover & Walsh, PLLC is the Debtor's counsel. EmergeLaw, PLLC represents the official committee of unsecured creditors appointed in the Debtor's Chapter 11 case. SIENTRA INC: Seeks to Hire Epiq as Administrative Advisor --------------------------------------------------------- Sientra Inc. and its affiliates seek approval from the U.S. Bankruptcy Court for the District of Delaware to hire Epiq Corporate Restructuring, LLC as their administrative advisor. The firm will render these services: a. assist with, among other things, solicitation, balloting, tabulation, and calculation of votes, as well as prepare any appropriate reports, as required in furtherance of confirmation of plan(s) of reorganization, and in connection with such services, process requests for documents from parties in interest; b. generate an official ballot certification and testify, if necessary, in support of the ballot tabulation results; c. assist with the preparation of the Debtors' schedules of assets and liabilities and statements of financial affairs and gather data in conjunction; d. provide a confidential data room, if requested; e. manage and coordinate any distributions pursuant to a chapter 11 plan; and f. provide such other processing, solicitation, balloting and other administrative services. The firm will be paid at these rates: Clerical/Administrative Support WAIVED IT / Programming $65 - $85 per hour Project Managers/Consultants/ Directors $85 - $190 per hour Solicitation Consultant $190 per hour Executive Vice President, Solicitation $215 per hour Executives No Charge Prior to the Petition Date, the Debtors paid the firm a retainer in the amount of $25,000. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Brian Hunt, consulting director at Epiq, disclosed in a court filing that she is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Brian Hunt Epiq Corporate Restructuring, LLC 777 Third Avenue, 12th Floor New York, NY 10017 Phone: (917) 359-4553 Email: bhunt@epiqglobal.com About Sientra Inc. Headquartered in Irvine, California, Sientra, Inc. -- www.sientra.com -- is a medical aesthetics Debtor uniquely focused on becoming the leader of transformative treatments and technologies focused on progressing the art of plastic surgery. The Debtor was founded to provide greater choices to board certified plastic surgeons and patients in need of medical aesthetics products. The Debtor has developed a broad portfolio of products with technologically differentiated characteristics, supported by independent laboratory testing and strong clinical trial outcomes. Sientra Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 24-10245) on Feb. 13, 2024. In its petition, the Debtor estimated assets and liabilities between $100 million and $500 million each. The Debtor is represented by Laura Davis Jones, Esq. at Pachulski, Stang, Ziehl & Jones LLP. SIENTRA INC: Seeks to Hire Kirkland & Ellis as Bankruptcy Counsel ----------------------------------------------------------------- Sientra Inc. and its affiliates seek approval from the U.S. Bankruptcy Court for the District of Delaware to hire Kirkland & Ellis LLP and Kirkland & Ellis International LLP as their attorneys. Kirkland & Ellis will render these services: (a) advise the Debtors regarding their powers and duties in the continued management and operation of their businesses and properties; (b) advise and consult the conduct of these Chapter 11 cases; (c) attend meetings and negotiate with representatives of creditors and other parties in interest; (d) take all necessary actions to protect and preserve the Debtors' estates; (e) prepare pleadings in connection with these Chapter 11 cases; (f) represent the Debtors in connection with obtaining authority to continue using cash collateral and post-petition financing; (g) advise the Debtors in connection with any potential sale of assets; (h) appear before the court and any appellate courts to represent the interests of the Debtors' estates; (i) advise the Debtors regarding tax matters; (j) take any necessary action on behalf of the Debtors to negotiate, prepare, and obtain approval of a disclosure statement and confirmation of a Chapter 11 plan and all documents related thereto; and (k) perform all other necessary legal services for the Debtors in connection with the prosecution of these Chapter 11 cases. The hourly rates of Kirkland's counsel and staff are as follows: Partners $1,195 to $2,465 Of Counsel $820 to $2,245 Associates $745 to $1,495 Paraprofessionals $325 to $625 In addition, Kirkland will be reimbursed for out-of-pocket expenses incurred. On July 20, 2023, the Debtors paid $150,000 to Kirkland, which constituted a "special purpose retainer". Nicole Greenblatt, the president of Nicole L. Greenblatt, P.C., a partner of Kirkland & Ellis LLP and Kirkland & Ellis International, LLP, also provided the following in response to the request for additional information set forth in Paragraph D.1 of the U.S. Trustee Fee Guidelines. Question: Did Kirkland agree to any variations from, or alternatives to, Kirkland's standard billing arrangements for this engagement? Answer: No. Kirkland and the Debtors have not agreed to any variations from, or alternatives to, Kirkland's standard billing arrangements for this engagement. The rate structure provided by Kirkland is appropriate and is not significantly different from (a) the rates that Kirkland charges for other non-bankruptcy representations or (b) the rates of other comparably skilled professionals. Question: Do any of the Kirkland professionals in this engagement vary their rate based on the geographic location of the Debtors' Chapter 11 cases? Answer: No. The hourly rates used by Kirkland in representing the Debtors are consistent with the rates that Kirkland charges other comparable Chapter 11 clients, regardless of the location of the Chapter 11 case. Question: If Kirkland has represented the Debtors in the 12 months prepetition, disclose Kirkland's billing rates and material financial terms for the prepetition engagement, including any adjustments during the 12 months prepetition. If Kirkland's billing rates and material financial terms have changed post-petition, explain the difference and the reasons for the difference. Answer: Kirkland's current hourly rates for services rendered on behalf of the Debtors range as follows: Billing Category U.S. Range Partners $1,195 to $2,465 Of Counsel $820 to $2,245 Associates $745 to $1,495 Paraprofessionals $325 to $625 Kirkland represented the Debtors from July 20, 2023 to Dec 31, 2023, during the seven-month period before the Petition Date, using the hourly rates listed below: Billing Category U.S. Range Partners $1,195 to $2,245 Of Counsel $820 to $2,125 Associates $685 to $1,395 Paraprofessionals $295 to $575 Question: Have the Debtors approved Kirkland's budget and staffing plan, and, if so, for what budget period? Answer: Yes, for the period from Feb 12, 2024 through May 31, 2024. Ms. Greenblatt disclosed in a court filing that the firms are "disinterested persons" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Nicole L. Greenblatt, Esq. Kirkland & Ellis LLP Kirkland & Ellis International, LLP 601 Lexington Avenue New York, NY 10022 Telephone: (212) 446-4800 Facsimile: (212) 446-4900 Email: nicole.greenblatt@kirkland.com About Sientra Inc. Headquartered in Irvine, California, Sientra, Inc. -- www.sientra.com -- is a medical aesthetics Debtor uniquely focused on becoming the leader of transformative treatments and technologies focused on progressing the art of plastic surgery. The Debtor was founded to provide greater choices to board certified plastic surgeons and patients in need of medical aesthetics products. The Debtor has developed a broad portfolio of products with technologically differentiated characteristics, supported by independent laboratory testing and strong clinical trial outcomes. Sientra Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 24-10245) on Feb. 13, 2024. In its petition, the Debtor estimated assets and liabilities between $100 million and $500 million each. The Debtor is represented by Laura Davis Jones, Esq. at Pachulski, Stang, Ziehl & Jones LLP. SIENTRA INC: Seeks to Hire Miller Buckfire as Investment Banker --------------------------------------------------------------- Sientra Inc. and its affiliates seek approval from the U.S. Bankruptcy Court for the District of Delaware to hire Miller Buckfire as their investment banker. The firm will render these services: (a) perform valuation analyses; (b) identify opportunities for the transactions or financings involving the Debtors; (c) advise the Debtors concerning opportunities for such transactions or financings; (d) participate on the Debtors' behalf in negotiations concerning such transactions or financings; (e) assist in developing and seeking approval of the Debtors' Plan; (f) participate in hearings before the Bankruptcy Court in connection with Miller Buckfire's other services, including related testimony, in coordination with the Debtors' counsel; (g) assist the Debtors in developing a list of entities that might be potential purchasers of the Debtors and/or any of its businesses, securities or assets; (h) initiate and coordinate discussions with potential purchasers; and (i) participate in the negotiation of possible transactions and advise the Debtors as to negotiating strategy and other matters in connection therewith. The firm will be compensated as follows: (a) Monthly Fee: $100,000 (b) transaction Fee: the greater of $2,750,000 and 2.4 percent of transaction Consideration, subject to reduction by the credit below. (c) Financing Fee: the greater of $250,000 and 1.5 percent of the gross proceeds of each non-equity-linked indebtedness Financing, plus 5 percent of the gross proceeds of any other Financing. (d) Credit: The fourth (which was December 2023) and subsequent Monthly Fee actually paid will be credited to reduce any transaction Fee. (e) Expenses: The Debtors agree to reimburse Miller Buckfire for the expenses incurred by Miller Buckfire in connection with the matters contemplated by the Engagement Letter, including, without limitation, reasonable fees, disbursements, and other charges of Miller Buckfire's counsel. Alexander Rohan, a managing director of Miller Buckfire, assured the court that his firm is a "disinterested person" within the meaning of section 101(14) of the Bankruptcy Code and does not hold or represent any interest adverse to the Debtors' estates. The firm can be reached through: Alexander Rohan, CFA Miller Buckfire & Co., LLC 787 Seventh Avenue New York, NY 10019 Telephone: (212) 895-1829/(212) 895-1800 Facsimile: (212) 895-1853 About Sientra Inc. Headquartered in Irvine, California, Sientra, Inc. -- www.sientra.com -- is a medical aesthetics company uniquely focused on becoming the leader of transformative treatments and technologies focused on progressing the art of plastic surgery. The Company was founded to provide greater choices to board certified plastic surgeons and patients in need of medical aesthetics products. The Company has developed a broad portfolio of products with technologically differentiated characteristics, supported by independent laboratory testing and strong clinical trial outcomes. Sientra Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 24-10245) on Feb. 13, 2024. In its petition, the Debtor estimated assets and liabilities between $100 million and $500 million each. The Debtor is represented by Laura Davis Jones, Esq. at Pachulski, Stang, Ziehl & Jones LLP. SIENTRA INC: Taps Berkeley Research Group as Financial Advisor -------------------------------------------------------------- Sientra Inc. and its affiliates seek approval from the U.S. Bankruptcy Court for the District of Delaware to hire Berkeley Research Group, LLC as their financial advisor. The firm will render these services: (a) validate 13-week cash flow projections; (b) size potential working capital need under a variety of scenarios; (c) analyze potential exposure for customer deposits; (d) implement variance reporting to provide real time visibility on performance versus plan; (e) identify opportunities to improve working capital and mitigate potential liabilities; (f) review and validate the Debtor's business plan and forecast; (g) validate sales force assumptions; (h) ensure pro forma impact of any changes to the cost structure of the business are properly incorporated; (i) analyze the potential impact of new market entrants (timeline, products, uptake); (j) assess long term profitability and free cash flow (k) stress test the model and perform scenario analysis; (l) identify opportunities to improve profitability and de-risk the plan; (m) break out historical financials to provide additional clarity on performance by product and overhead costs; (n) provide third party perspective to the Board of Directors; (o) engage with Deerfield to support business and plan diligence; (p) work with Stifel Miller Buckfire to engage with potential alternative lenders, financing parties, or acquirors as needed; (q) assist management in mitigating workforce issues including, if needed, developing a retention plan; (r) engage in landlord/vendor negotiations, as needed; and (s) provide other ad hoc analyses as required by management/Board. The firm will render these additional services: (a) provide consultation with management of the Debtor, develop and implement a chosen course of action to preserve asset value and maximize recoveries to stakeholders; (b) oversee the activities of the Debtor in consultation with other advisors and the management team to effectuate the selected course of action; (c) assist the Debtor and its management in developing cash flow projections and related methodologies, manage liquidity, and assist with planning for alternatives as requested by the Debtor, including DIP budget development and sizing; (d) assist the Debtor in operating in a chapter 11 bankruptcy proceeding, including negotiations with stakeholders, to preserve and maximize value; (e) assist the Debtor and its other professionals with effectuating a Chapter 11 section 363 sale process and if successful supporting the estate winddown process; (f) assist as requested by management in connection with the Debtor's revision of their business plan, and such other related forecasts as may be required by creditor constituencies in connection with negotiations; (g) to the extent reasonably requested by the Debtor, offer testimony before the Court and participate in depositions, including by providing deposition testimony related thereto; and (h) provide such other services as mutually agreed upon by Berkeley and the Debtor. The firm will be paid at these hourly rates: Managing Directors $1,050 to $1,325 Associate Directors & Directors $865 to $1,050 Professional Staff $420 to $850 Support Staff $175 to $375 Upon the recapitalization of the business, executing a comprehensive amendment with the existing lenders, or the conclusion of a restructuring or a sale of the business, the Debtors shall pay Berkeley a $150,000 completion fee. The Debtors paid the firm $250,000 in cash on account which Berkeley holds in retainer. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Robert Butler, a managing director at Berkeley Research Group, 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: Robert Butler Berkeley Research Group, LLC 99 High Street, 27th Floor Boston, MA 02110 Telephone: (678) 224-5274 Facsimile: (510) 654-7857 Email: bbutler@thinkBerkeley.com About Sientra Inc. Headquartered in Irvine, California, Sientra, Inc. -- www.sientra.com -- is a medical aesthetics Debtor uniquely focused on becoming the leader of transformative treatments and technologies focused on progressing the art of plastic surgery. The Debtor was founded to provide greater choices to board certified plastic surgeons and patients in need of medical aesthetics products. The Debtor has developed a broad portfolio of products with technologically differentiated characteristics, supported by independent laboratory testing and strong clinical trial outcomes. Sientra Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 24-10245) on Feb. 13, 2024. In its petition, the Debtor estimated assets and liabilities between $100 million and $500 million each. The Debtor is represented by Laura Davis Jones, Esq. at Pachulski, Stang, Ziehl & Jones LLP. SIENTRA INC: Taps Pachulski Stang Ziehl & Jones as Legal Counsel ---------------------------------------------------------------- Sientra Inc. and its affiliates seek approval from the U.S. Bankruptcy Court for the District of Delaware to hire Pachulski Stang Ziehl & Jones LLP as their co-counsel. The firm's services include: a. providing legal advice regarding local rules, practices, and procedures; b. reviewing and commenting on drafts of documents to ensure compliance with local rules, practices, and procedures; c. filing documents as requested by co-counsel, Kirkland & Ellis LLP and Kirkland & Ellis International LLP, and coordinating with the Debtors' claims agent for service of documents; d. preparing agenda letters, certificates of no objection, certifications of counsel, and notices of fee applications and hearings; e. preparing hearing binders of documents and pleadings, and printing of documents and pleadings for hearings; f. appearing in Court and at any meeting of creditors on behalf of the Debtors in its capacity as co-counsel with Kirkland; g. monitoring the docket for filings and coordinating with Kirkland on pending matters that need responses; h. preparing and maintaining critical dates memoranda to monitor pending applications, motions, hearing dates, and other matters and the deadlines associated with same; distributing critical dates memoranda with Kirkland for review and any necessary coordination for pending matters; i. handling inquiries and calls from creditors and counsel to interested parties regarding pending matters and the general status of these Chapter 11 Cases, and, to the extent required, coordinating with Kirkland on any necessary responses; and j. providing additional administrative support to Kirkland, as requested. The current standard hourly rates of attorneys and paralegals are as follows: Partners $995 to $2,175 Of Counsel $975 to $1,675 Associates $650 to $975 Paraprofessionals $545 to $595 The firm has received payments from the Debtors during the year prior to the Petition Date in the amount of $750,000 in connection with its prepetition representation of the Debtors. 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, Pachulski disclosed that: -- it has not agreed to any variations from, or alternatives to, its standard or customary billing arrangements for this engagement; -- none of the professionals included in the engagement vary their rate based on the geographic location of the bankruptcy case; -- the firm has represented the client during the 12-month period prepetition. The material financial terms for the prepetition engagement remained the same, as the engagement was hourly based subject to economic adjustment; and -- the The Debtors and the firm expect to develop a prospective budget and staffing plan to comply with the U.S. Trustee's requests for information and additional disclosures, recognizing that in the course of these large Chapter 11 Cases there may be unforeseeable fees and expenses that will need to be addressed. Laura Davis Jones, Esq., a partner at Pachulski Stang Ziehl & Jones, 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: Laura Davis Jones, Esq. PACHULSKI STANG ZIEHL & JONES LLP 919 North Market Street, 17th Floor Wilmington, DE 19801 Tel: (302) 652-4100 Fax: (302) 652-4400 Email: ljones@pszjlaw.com About Sientra Inc. Headquartered in Irvine, California, Sientra, Inc. -- www.sientra.com -- is a medical aesthetics Debtor uniquely focused on becoming the leader of transformative treatments and technologies focused on progressing the art of plastic surgery. The Debtor was founded to provide greater choices to board certified plastic surgeons and patients in need of medical aesthetics products. The Debtor has developed a broad portfolio of products with technologically differentiated characteristics, supported by independent laboratory testing and strong clinical trial outcomes. Sientra Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 24-10245) on Feb. 13, 2024. In its petition, the Debtor estimated assets and liabilities between $100 million and $500 million each. The Debtor is represented by Laura Davis Jones, Esq. at Pachulski, Stang, Ziehl & Jones LLP. SINCLAIR TELEVISION: $740MM Bank Debt Trades at 16% Discount ------------------------------------------------------------ Participations in a syndicated loan under which Sinclair Television Group Inc is a borrower were trading in the secondary market around 83.7 cents-on-the-dollar during the week ended Friday, March 15, 2024, according to Bloomberg's Evaluated Pricing service data. The $740 million facility is a Term loan that is scheduled to mature on April 3, 2028. About $721.2 million of the loan is withdrawn and outstanding. Sinclair Television Group, Inc. provides media broadcasting services. The Company offers television broadcasting and programming services. SINCLAIR TELEVISION: $750MM Bank Debt Trades at 17% Discount ------------------------------------------------------------ Participations in a syndicated loan under which Sinclair Television Group Inc is a borrower were trading in the secondary market around 83.3 cents-on-the-dollar during the week ended Friday, March 15, 2024, according to Bloomberg's Evaluated Pricing service data. The $750 million facility is a Term loan that is scheduled to mature on April 23, 2029. About $739.1 million of the loan is withdrawn and outstanding. Sinclair Television Group, Inc. provides media broadcasting services. The Company offers television broadcasting and programming services. SMOG HACKING: Geron Yann Named Subchapter V Trustee --------------------------------------------------- The U.S. Trustee for Region 2 appointed Geron Yann, Esq., at Geron Legal Advisors, LLC as Subchapter V trustee for Smog Hacking Corp. Mr. Yann will be paid an hourly fee of $850 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Yann declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Geron Yann, Esq. Geron Legal Advisors, LLC 370 Lexington Avenue, Suite 1101 New York, NY 10017 Phone: (646) 560-3224 Email: ygeron@geronlegaladvisors.com About Smog Hacking Smog Hacking Corp. filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 24-41001) on March 4, 2024, with $100,001 to $500,000 in assets and $500,001 to $1 million in liabilities. Judge Jil Mazer-Marino presides over the case. Richard S. Feinsilver, Esq., represents the Debtor as legal counsel. SOLFIRE CONTRACT: Case Summary & 19 Unsecured Creditors ------------------------------------------------------- Debtor: Solfire Contract Manufacturing, Inc. DBA Solfire, Inc. 4939 Decatur Rd. Fort Wayne, IN 46806 Business Description: Solfire is a manufacturer of industrial components and assemblies with locations in Fort Wayne, IN and Aguascalientes Mexico. Chapter 11 Petition Date: March 18, 2024 Court: United States Bankruptcy Court Northern District of Indiana Case No.: 24-10271 Debtor's Counsel: Wesley N. Steury, Esq. BURT, BLEE, DIXON, SUTTON & BLOOM, LLP 200 East Main Street Suite 1000 Fort Wayne, IN 46802 Tel: 260-426-1300 Fax: 260-422-3750 Email: wsteury@burtblee.com Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Othoniel Solis as chief operating officer. A full-text copy of the petition containing, among other items, a list of the Debtor's 19 unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/HGUKH3I/Solfire_Contract_Manufacturing__innbke-24-10271__0001.0.pdf?mcid=tGE4TAMA SOLIGENIX INC: Cherry Bekaert Raises Going Concern Doubt -------------------------------------------------------- Soligenix, Inc. disclosed in a Form 10-K Report filed with the U.S. Securities and Exchange Commission for the fiscal year ended December 31, 2023, that Cherry Bekaert LLP, the Company's auditor since 2023, expressed that there is substantial doubt about the Company's ability to continue as a going concern. In the Report of Independent Registered Public Accounting Firm dated March 15, 2024, Tampa, Florida-based Cherry Bekaert LLP, said, "The Company has recurring losses and negative cash flows from operations that raise substantial doubt about its ability to continue as a going concern." As of December 31, 2023, the Company had an accumulated deficit of $225,704,176 and working capital of $3,355,212. During the year ended December 31, 2023, the Company incurred a net loss of $6,140,730 and used $8,604,109 of cash in operating activities. The Company expects to continue to generate losses in the foreseeable future. The Company's liquidity needs will be determined largely by the budgeted operational expenditures incurred in regards to the progression of its product candidates. Management believes that the Company has sufficient resources available to support its development activities and business operations and timely satisfy its obligations as they become due into the fourth quarter of 2024. The Company does not have sufficient cash and cash equivalents as of the date of filing this Annual Report on Form 10-K to support its operations for at least the 12 months following the date the financial statements are issued. These conditions raise substantial doubt about the Company's ability to continue as a going concern through 12 months after the date the financial statements are issued. To alleviate the conditions that raise substantial doubt about the Company's ability to continue as a going concern, the Company plans to secure additional capital, potentially through a combination of public or private equity offerings and strategic transactions, including potential alliances and drug product collaborations, securing additional proceeds from government contract and grant programs, securing additional proceeds available from the sale of shares of the common stock via an At Market Issuance Sales Agreement and potentially amending the loan agreement with Pontifax to reduce the conversion price in order to allow for conversion of a portion of the debt which will reduce the Company's debt repayments; however, none of these alternatives are committed at this time. There can be no assurance that the Company will be successful in obtaining sufficient funding on terms acceptable to it to fund continuing operations, if at all, identify and enter into any strategic transactions that will provide the capital that it will require or achieve the other strategies to alleviate the conditions that raise substantial doubt about the Company's ability to continue as a going concern. If none of these alternatives are available, or if available, are not available on satisfactory terms, the Company will not have sufficient cash resources and liquidity to fund its business operations for at least the 12 months following the date the financial statements are issued. The failure to obtain sufficient capital on acceptable terms when needed may require the Company to delay, limit, or eliminate the development of business opportunities and its ability to achieve its business objectives and its competitiveness, and its business, financial condition, and results of operations will be materially adversely affected. In addition, market instability, including as a result of geopolitical instability, may reduce the Company's ability to access capital, which could negatively affect its liquidity and ability to continue as a going concern. In addition, the perception that the Company may not be able to continue as a going concern may cause others to choose not to deal with it due to concerns about its ability to meet its contractual obligations. As of December 31, 2023, the Company had $9,797,326 in total assets, $7,274,904 in total liabilities, and $2,522,422 in total shareholders' equity. A full-text copy of the Company's Form 10-K is available at https://tinyurl.com/mumenucc About Soligenix Inc. Princeton, NJ-Based Soligenix, Inc. is a late-stage biopharmaceutical company focused on developing and commercializing products to treat rare diseases where there is an unmet medical need. The Company maintains two active business segments: Specialized BioTherapeutics and Public Health Solutions. STG LOGISTICS: $750MM Bank Debt Trades at 37% Discount ------------------------------------------------------ Participations in a syndicated loan under which STG Logistics Inc is a borrower were trading in the secondary market around 62.8 cents-on-the-dollar during the week ended Friday, March 15, 2024, according to Bloomberg's Evaluated Pricing service data. The $750 million facility is a Term loan that is scheduled to mature on March 24, 2028. About $736.9 million of the loan is withdrawn and outstanding. STG Logistics, Inc., also known as St. George Logistics, is a logistics company with a corporate office in North Bergen, New Jersey. TENNESSEE VASCULAR: Taps Bradley Arant Boult as Bankruptcy Counsel ------------------------------------------------------------------ Tennessee Vascular and Thoracic Surgical Associates, PC seeks approval from the U.S. Bankruptcy Court for the Middle District of Tennessee Bradley Arant Boult Cummings LLP as its bankruptcy counsel. The firm's services include: a. preparing pleadings and applications for filing and conducting examinations incidental to any related proceedings or to the administration of the Debtor's Chapter 11 case; b. advising the Debtor of its rights, duties and obligations under Chapter 11 of the Bankruptcy Code; c. taking all necessary actions incident to the proper preservation and administration of the case, including the sale of the Debtor's assets; d. advising and assisting the Debtor in the preparation and confirmation of a plan pursuant to Chapter 11 of the Bankruptcy Code, the disclosure statement, and other documents related thereto; and e. providing other necessary legal services. The firm will be paid at these rates: William L. Norton, III $695 per hour Austin L. McMullen $695 per hour In addition, the firm will receive reimbursement for out-of-pocket expenses incurred. The firm received a retainer in the amount of $25,000. Austin McMullen, Esq., a partner at Bradley, disclosed in a court filing that the firm is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached at: William L. Norton, III, Esq. Austin L. McMullen, Esq. Bradley Arant Boult Cummings, LLP 1600 Division St., Suite 700 Nashville, TN 37203 Tel: (615) 252-2307 Email: bnorton@bradley.com Email: amcmullen@Bradley.com About Tennessee Vascular and Thoracic Surgical Associate PC Tennessee Vascular and Thoracic Surgical Associate PC is a medical group practice located in Tullahoma, TN that specializes in wound & burn Care. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M. D. Tenn. Case No. 24-00683) on February 29, 2024. In the petition signed by Charles S. Drummond, president, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Charles M Walker oversees the case. William L. Norton, Esq., at BRADLEY ARANT BOULT CUMMINGS, LLP, represents the Debtor as legal counsel. TERRASCEND CORP: MNP LLP Raises Going Concern Doubt --------------------------------------------------- TerrAscend Corp. disclosed in a Form 10-K Report filed with the U.S. Securities and Exchange Commission for the fiscal year ended December 31, 2023, that MNP LLP, the Company's auditor since 2017, expressed that there is substantial doubt about the Company's ability to continue as a going concern. In the Report of Independent Registered Public Accounting Firm dated March 14, 2024, Toronto, Canada-based MNP LLP, said, "The Company has incurred a net loss from continuing operations and has a net capital deficiency that raise substantial doubt about its ability to continue as a going concern." At December 31, 2023, the Company had an accumulated deficit of $704,162 and cash and cash equivalents of $22,241. During the year ended December 31, 2023, the Company incurred a net loss from continuing operations of $82,286. Additionally, as of December 31, 2023, the Company had a net capital deficiency. Therefore, the Company expects that it may need additional capital to continue to fund its operations. The aforementioned indicators raise substantial doubt about the Company's ability to continue as a going concern for at least one year from the issuance of these Consolidated Financial Statements included in this Annual Report on Form 10-K. The Company believes this concern is mitigated by steps it has taken, or intends to take to improve its operations and cash position, including: (i) identifying access to future capital required to meet the Company's on-going obligations, (ii) improved cashflow growth from the Company's consolidated operations, particularly TerrAscend's operations in New Jersey and most recently Maryland with conversion to adult-use sales, and (iii) various cost and efficiency improvements As of December 31, 2023, the Company had $666,518,000 in total assets, $425,778,000 in total liabilities, and $240,740,000 total shareholders' equity. A full-text copy of the Company's Form 10-K is available at https://tinyurl.com/5t7fkfu3 About TerrAscend Corp. Ontario, CA-based TerrAscend Corp. was incorporated under the Business Corporations Act (Ontario) on March 7, 2017. The Company, through its subsidiaries, TerrAscend Growth Corp. and its subsidiaries, is a leading North American cannabis company. TerrAscend has vertically integrated licensed operations in Pennsylvania, New Jersey, Michigan, Maryland and California. In addition, the Company has retail operations in Ontario, Canada with a majority-owned dispensary in Toronto, Ontario, Canada. In the United States, TerrAscend's cultivation and manufacturing provide product selection to both the medical and legal adult-use markets. Notwithstanding the fact that various states in the United States have implemented medical marijuana laws or have otherwise legalized the use of cannabis, the use of cannabis remains illegal under U.S. federal law for any purpose, by way of the Controlled Substances Act of 1970. TGP HOLDINGS III: $50MM Bank Debt Trades at 16% Discount -------------------------------------------------------- Participations in a syndicated loan under which TGP Holdings III LLC is a borrower were trading in the secondary market around 84.5 cents-on-the-dollar during the week ended Friday, March 15, 2024, according to Bloomberg's Evaluated Pricing service data. The $50 million facility is a Delay-Draw Term loan that is scheduled to mature on June 29, 2028. About $48.9 million of the loan is withdrawn and outstanding. Headquartered in Salt Lake City, Utah, TGP Holdings III LLC ("Traeger") is a designer and distributor of wood pellet grills, grill accessories and related consumables. Following the July 2021 initial public offering (IPO) of Traeger, Inc., funds affiliated with AEA Investors, Ontario Teachers' Pension Plan Board, and Trilantic Capital Partners maintain a controlling interest of over 60% in the company. Traeger, Inc. is the indirect parent of TGP Holdings III LLC, and its common stock is listed under the ticker symbol "COOK". TJC SPARTECH: $345MM Bank Debt Trades at 16% Discount ----------------------------------------------------- Participations in a syndicated loan under which TJC Spartech Acquisition Corp is a borrower were trading in the secondary market around 83.6 cents-on-the-dollar during the week ended Friday, March 15, 2024, according to Bloomberg's Evaluated Pricing service data. The $345 million facility is a Term loan that is scheduled to mature on May 6, 2028. The amount is fully drawn and outstanding. Headquartered in Maryland Heights, MO, Spartech converts base polymers or resins into extruded plastic sheet, rollstock, thermoformed packaging, specialty film laminates, and cast acrylic. Revenue for the last 12 months ended September 30, 2023 was $416 million. Spartech was carved out of chemical producer, Polyone, and is a portfolio company of The Jordan Company, L.P. In March 2024, Moody's Ratings downgraded TJC Spartech Acquisition Corp.'s corporate family to Caa1 from B3, probability of default rating to Caa1-PD from B3-PD, and backed senior secured first lien bank credit facilities to Caa1 from B3. The outlook has been changed to negative from stable. "Spartech's credit metrics have deteriorated more than anticipated due to weakening demand across its portfolio, where there is material exposure to cyclical and discretionary consumer end markets," said Scott Manduca, Vice President at Moody's. TOE SERVICE: Geron Yann Named Subchapter V Trustee -------------------------------------------------- The U.S. Trustee for Region 2 appointed Geron Yann, Esq., at Geron Legal Advisors, LLC as Subchapter V trustee for Toe Service Corp. Mr. Yann will be paid an hourly fee of $850 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Yann declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Geron Yann, Esq. Geron Legal Advisors, LLC 370 Lexington Avenue, Suite 1101 New York, NY 10017 Phone: (646) 560-3224 Email: ygeron@geronlegaladvisors.com About Toe Service Toe Service Corp. filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 24-41003) on March 4, 2024, with $100,001 to $500,000 in assets and $500,001 to $1 million in liabilities. Judge Jil Mazer-Marino presides over the case. Richard S. Feinsilver, Esq., represents the Debtor as legal counsel. TOTAL AUTO: Trustee Hires KapilaMukamal LLP as Tax Accountant ------------------------------------------------------------- Jolene Wee, Chapter 11 Trustee for Total Auto Financing LLC, seeks approval from the U.S. Bankruptcy Court for the Eastern District of Virginia to employ KapilaMukamal, LLP as her tax accountant. KapilaMukamal will provide services to the Trustee with respect to accounting work necessary for the proper administration of the Debtor’s bankruptcy estate, including, but not limited to, the preparation and filing of local, state and federal tax returns, reviewing financial records and advising the Trustee, as directed by the Trustee. The firm will be paid at these rates: Lesley Johnson, Partner $620 per hour Jennifer Heider, Consultant $320 per hour Ky Johnson, Paraprofessional $206 per hour Nancy O’Donnell, Paraprofessional $230 per hour As disclosed in court filings, KapilaMukamal is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Soneet R. Kapila, CPA KapilaMukamal, LLP 1000 S. Federal Highway, Suite 200 Fort Lauderdale, FL 33316 Telephone: (954) 761-1011 Email: bmukamal@kapilamukamal.com About Total Auto Financing LLC Total Auto Financing LLC is in the business of automotive finance for sub-prime car purchasers using retail installment contracts. The Debtor was formed by two brothers' Elshan Bayramov and Babak Bayramov -- on September 28, 2020. It provides loan portfolio management services for a $48 million loan portfolio employing 8 persons in the United States and 8 persons in the Bayramovs' native country of Azerbaijan. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Va. Case No. 23-11867) on November 15, 2023. In the petition signed by Elshan Bayramov, member-manager, the Debtor disclosed up to $50 million in both assets and liabilities. Martin C. Conway, Esq., at Conway Law Group, PC, represents the Debtor as legal counsel. TOTAL AUTO: Trustee Taps JW Infinity as Financial Advisor --------------------------------------------------------- Jolene Wee, Chapter 11 trustee for Total Auto Financing LLC, seeks approval from the U.S. Bankruptcy Court for the Eastern District of Virginia to employ JW Infinity Consulting, LLC as her financial advisor. The firm's services include: a. providing all financial, forensic and valuation advisory services to the Trustee and her counsel, with the exception of the filing and preparation of the Debtor's tax returns and tax-related reports to taxing authorities, which will be prepared by the Trustee's tax advisor to be retained through a separate retention application; b. analyzing creditors' claims and evaluating restructuring opportunities to exit Chapter 11; c. assisting the Trustee with preparation of a 13-week cash flow forecast including projected professional fees related to potential restructuring alternatives; d. performing financial analyses on the Debtor's outstanding auto loan portfolio, if necessary; e. assisting the Trustee with all of the financial and administrative requirements of operating in Chapter 11 or as required by the U.S. Trustee's office, including but not limited to, preparing monthly operating reports, weekly budgets and projections related to cash collateral; f. attending meetings and negotiating with representatives of the Debtor, creditors, potential bidders, and other parties in interest, as needed; g. performing asset tracing analyses needed to determine if there are any Debtor's assets transferred out of the estate, if necessary; h. assist Trustee and her counsel in protecting and preserving the Debtor's estate by providing litigation support and advisory services in connection to potential adversary proceedings to be commenced by the Trustee, including but not limited to, preparing solvency analyses and performing valuation of the Debtor's assets and liabilities, if applicable; i. assisting the Trustee in formulating a Chapter 11 plan of reorganization and seeking confirmation of such plan, if applicable; j. providing financial advice and support to the Trustee in completing the necessary schedules to accompany restructuring alternatives; and k. performing all other necessary financial advisory services to the Trustee and her counsel in connection with the prosecution of this Chapter 11 case, including but not limited to: (a) analyzing the Debtor's leases and contracts and the assumption and assignment or rejection, thereof; (b) analyzing the corporate structure of the Debtor; (c) analyzing the validity of claims and liens against the Debtor; (d) analyzing the value of the underlying collateral of various secured creditors of the Debtor; and (e) advising the Trustee on corporate and litigation matters, as needed. The firm will be paid at these rates: Managing Directors and Subject Matter Specialists $475 to 615 Directors $275 to 475 Consultants $195 to 425 JWI does not hold or represent any interest adverse to the bankruptcy estate, as disclosed in the court filings. The firm can be reached through: Jolene Wee, CIRA, CDBV JW Infinity Consulting, LLC 244 5th Ave #2131 New York, NY 10001 Phone: (212) 726-2545 Email: jwee@jw-infinity.com About Total Auto Financing LLC Total Auto Financing LLC is in the business of automotive finance for sub-prime car purchasers using retail installment contracts. The Debtor was formed by two brothers' Elshan Bayramov and Babak Bayramov -- on September 28, 2020. It provides loan portfolio management services for a $48 million loan portfolio employing 8 persons in the United States and 8 persons in the Bayramovs' native country of Azerbaijan. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Va. Case No. 23-11867) on November 15, 2023. In the petition signed by Elshan Bayramov, member-manager, the Debtor disclosed up to $50 million in both assets and liabilities. Martin C. Conway, Esq., at Conway Law Group, PC, represents the Debtor as legal counsel. UROGEN PHARMA: PwC Raises Going Concern Doubt --------------------------------------------- UroGen Pharma Ltd. disclosed in a Form 10-K Report filed with the U.S. Securities and Exchange Commission for the fiscal year ended December 31, 2023, that PricewaterhouseCoopers LLP, the Company's auditor since 2020, expressed that there is substantial doubt about the Company's ability to continue as a going concern. In the Report of Independent Registered Public Accounting Firm dated March 14, 2024, Florham Park, New Jersey-based PricewaterhouseCoopers LLP, said, "The Company has incurred losses and experienced negative operating cash flows since its inception that raise substantial doubt about its ability to continue as a going concern." The Company has experienced net losses since its inception, including net losses of $102.2 million and $109.8 million for the years ended December 31, 2023 and 2022, respectively. The Company also has an accumulated deficit of $679.3 million and $577.1 million as of December 31, 2023 and 2022, respectively. As of December 31, 2023, the Company had $178.3 million in total assets, $243.5 million in total liabilities, and $65.2 million in total shareholders' deficit. The Company expects to incur losses and have negative net cash flows from operating activities as it executes on its strategy including engaging in further research and development activities, particularly conducting non-clinical studies and clinical trials. The success of the Company depends on the ability to successfully commercialize its technologies to support its operations and strategic plan. The Company believes that absent sufficient proceeds received from equity, financing, or business development transactions, the Company will not have sufficient cash and cash equivalents to fund its operations beyond one year from the issuance of these financial statements. Accordingly, the Company will, over the next 12 months, require significant additional financing to continue its operations. In addition, there can be no assurances that the Company will be able to secure such additional financing if at all, on terms that are satisfactory to the Company, and in amounts sufficient to meet its needs. These factors raise substantial doubt about the ability of the Company to continue as a going concern. Failure to successfully receive additional financing will require the Company to delay, limit or reduce product development and commercialization efforts. A full-text copy of the Company's Form 10-K is available at https://tinyurl.com/mwechc4u About UroGen Pharma Ltd. UroGen is a biotech company dedicated to developing and commercializing innovative solutions that treat urothelial and specialty cancers because patients deserve better options. UroGen has developed RTGel reverse-thermal hydrogel, a proprietary sustained-release, hydrogel-based platform technology that has the potential to improve the therapeutic profiles of existing drugs. UroGen's sustained release technology is designed to enable longer exposure of the urinary tract tissue to medications, making local therapy a potentially more effective treatment option. VENICE HOSPITALITY: Seeks to Hire Sheehan and Ramsey as Counsel --------------------------------------------------------------- Venice Hospitality, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Mississippi to hire Sheehan and Ramsey, PLLC, as its counsel. The firm will render these services: a. consult with the Subchapter V Trustee and any appointed committee concerning the administration of the case; b. investigate the acts, conduct, assets, liabilities, and financial condition of the Debtor, the operation of the Debtor's business and the desirability of the continuance of such business, and any other matter relevant to the case or to the formulation of the plan; c. formulate a plan; d. prepare any pleadings, motions, answers, notices, orders and reports that are required for the proper function of the Debtor and the bankruptcy estate; e. attend all hearings and trials concerning the Debtor and the bankruptcy estate; and f. initiate adversary proceedings as deemed necessary for successful -reorganization and to protect and recover assets of the estate. Sheehan will be paid at these hourly rates: Patrick A. Sheehan $500 Partners $375 Associate Attorneys $300 Paralegals $150 The firm has no connection of any kind or nature with the Debtor, creditors or any other "party in interest," according to court filings. Sheehan can be reached through: Patrick A. Sheehan, Esq. SHEEHAN AND RAMSEY, PLLC 429 Porter Avenue Ocean Springs, MS 39564-3715 Tel: (228) 875-0572 Fax: (228) 875-0895 Email: pat@sheehanlawfirm.com About Venice Hospitality, LLC Venice Hospitality, LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Miss. Case No. 24-50214) on February 20, 2024, listing $1 million to $10 million in both assets and liabilities. The petition was signed by Jason Reneau as chief financial officer. Judge Katharine M. Samson presides over the case. Patrick Sheehan, Esq. at SHEEHAN AND RAMSEY, PLLC represents the Debtor as counsel. VERTEX ENERGY: S&P Downgrades ICR to 'B-' on Weak Performance ------------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating (ICR) on Vertex Energy Inc. to 'B-' from 'B' and its issue-level rating on the senior secured debt to 'B' from 'B+', and placed the ratings on CreditWatch with negative implications. The recovery rating of '2' on the company's senior secured TLB is unchanged. The CreditWatch placement reflects S&P's expectation that the company's liquidity could deteriorate as the April 2025 maturity becomes current absent sufficient sources of funding to repay the debt or evidence of a concrete plan of refinancing. Vertex recently announced its full-year 2023 financial results, and actual leverage on an S&P Global Ratings-adjusted basis was 12.9x, spurred by lower-than-expected EBITDA due to unfavorable margin pressure in the conventional refinery (CR) and renewable diesel (RD) business. S&P now forecasts Vertex's adjusted leverage will be about 9.2x in 2024. S&P said, "We believe Vertex will not be able to generate sufficient cash flow to retire its TLB due in April 2025. Under our base-case scenario, we expect the company will not be able to use organic cash flow generation alone to fully repay the TLB without relying on refinancing or other external sources of funds. We believe the company's liquidity will be pressured when the TLB becomes current absent a concrete plan of refinancing or additional sources of liquidity. Vertex is evaluating a potential joint-venture (JV) partnership in the market. If it can reach an agreement with a JV partner, we could consider the proceeds from the JV as additional liquidity sources. However, we do not have much visibility into either the JV or a refinancing plan of the plans at this point; therefore, we view the company's liquidity as less than adequate." Vertex's operating performance was weakened primarily by the shrinking margin and sharp drop of D4 RIN price. Vertex's EBITDA was negative in the fourth quarter of 2023, which lowered full-year 2023 S&P Global Ratings-adjusted EBITDA to $27.1 million. We now forecast Vertex's 2024 adjusted EBITDA will be less than $40 million. S&P said, "We expect Vertex's RD unit will continue to generate negative EBITDA in 2024, based on our forecast of continued unfavorable renewable credit pricing as well as the delay of the phase II capacity expansion project to the end of 2024. Under our base-case scenario, we now forecast Vertex's adjusted leverage will be about 9.2x in 2024. Therefore, we revised Vertex's financial risk profile to highly leveraged." The CreditWatch negative placement reflects the uncertainty around the timing of Vertex's potential JV partnership and TLB refinancing. S&P said, "We could lower the rating if Vertex's liquidity further deteriorates within the next 90 days. This could occur if the company fails to find a JV partner for its RD unit or is unable to refinance the TLB. We will resolve the CreditWatch placement once we have a clear line of sight into the company's ability to address the TLB." VHB FOODS: Seeks to Tap Juan C. Bigas Law Office as Legal Counsel ----------------------------------------------------------------- VHB Foods Corp. seeks approval from the U.S. Bankruptcy Court for the District of Puerto Rico to hire Juan C. Bigas Law Office to handle its Chapter 11 case. Juan C. Bigas Law Office received a retainer in the amount of $3,000, against which the firm will bill on the basis of $300 per hour. In addition, the firm will seek reimbursement for work-related expenses. As disclosed in court filings, Juan C. Bigas Law Office is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached through: Juan Carlos Bigas Valedon, Esq. Juan C. Bigas Law Office 515 Ferrocarril Urb. Santa Maria Ponce, PR 00717 Phone: (787) 259-1000 Email: cortequiebra@yahoo.com citas@preguntalegalpr.com About VHB Foods Corp. VHB Foods Corp. filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D.P.R. Case No. 24-00875) on March 5, 2024, listing $100,001 to $500,000 in assets and $1,000,001 to $10 million in liabilities. Juan Carlos Bigas Valedon, Esq., at Juan C Bigas Law Office represents the Debtor as counsel. VIASAT INC: The Vanguard Group Holds 10.02% Stake as of Feb. 29 --------------------------------------------------------------- The Vanguard Group disclosed in a Schedule 13G/A Report filed with the U.S. Securities and Exchange Commission that as of February 29, 2024, it beneficially owned 12,559,432 shares of Viasat, Inc.'s common stock, representing 10.02% of the shares outstanding. A full-text copy of the Report is available at https://tinyurl.com/bdec3wpa 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. VIEMED INC: $30MM Bank Debt Trades at 15% Discount -------------------------------------------------- Participations in a syndicated loan under which Viemed Inc is a borrower were trading in the secondary market around 84.6 cents-on-the-dollar during the week ended Friday, March 15, 2024, according to Bloomberg's Evaluated Pricing service data. The $30 million facility is a Delay-Draw Term loan that is scheduled to mature on November 29, 2027. About $4.9 million of the loan is withdrawn and outstanding. VieMed makes home healthcare simple, effective, and stress-free with innovative treatment plans and dedicated specialists on call 24/7. VITRO BIOPHARMA: Losses Raise Going Concern Doubt ------------------------------------------------- UroGen Pharma Ltd. disclosed in a Form 10-Q Report filed with the U.S. Securities and Exchange Commission for the quarterly period ended January 31, 2024, that there is substantial doubt about the Company's ability to continue as a going concern. The Company incurred net losses of approximately $4.6 million for the three months ended January 31, 2024 and $5.4 million for the year ended October 31, 2023. The Company had a working capital deficit of approximately $5.7 million as of January 31, 2024. In addition, the revenues of the Company do not provide adequate working capital for the Company to sustain its current and planned business operations. These factors raise substantial doubt about the Company's ability to continue as a going concern. In view of these matters, realization of certain of the assets in the accompanying balance sheets is dependent upon continued operations of the Company, which in turn is dependent upon the Company's ability to meet its financial requirements, raise additional capital, and generate additional revenues and profit from operations. Management plans to address the going concern include but are not limited to raising additional capital through an attempted public and/or private offering of equity securities, as well as potentially issuing additional debt instruments. The Company also has various initiatives underway to increase revenue generation through diversified offerings of products and services related to its stem cell technology and analytical capabilities. The goal of these initiatives is to achieve profitable operations as quickly as possible. Various strategic alliances that are ongoing and under development are also critical aspects of management's overall growth and development strategy. There is no assurance that these initiatives will yield sufficient capital to maintain the Company's operations. There is no assurance that the ongoing capital raising efforts will be successful. Should management fail to successfully raise additional capital and/or fully implement its strategic initiatives, it may be compelled to curtail part or all of its ongoing operations. As of January 31, 2024, the Company had $7.4 million in total assets, $12.2 million in total liabilities, and $4.8 million in total stockholders' deficit. A full-text copy of the Company's Form 10-Q is available at https://tinyurl.com/52vvcayr About Vitro BioPharma, Inc. Denver, Colorado-based Vitro BioPharma, Inc. is an innovative biotechnology company targeting autoimmune diseases and inflammatory disorders, with an ancillary focus in the research services and cosmeceutical fields. WALTER'S TRANSPORT: Taps Michael Hardwick Law as Legal Counsel -------------------------------------------------------------- Walter's Transport, Inc. seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to employ Michael Hardwick Law, PLLC as its counsel. The firm's services include: a. advising the Debtor regarding its rights, duties and powers in this Chapter 11 proceeding; b. appearing before the bankruptcy court or any other court to represent the interests of the Debtor; c. attending the initial interview with the Debtor; d. attending the meeting of creditors; e. assisting the Debtor with proposing, prosecuting, and consummating a Chapter 11 disclosure statement and plan of reorganization; f. preparing pleadings; g. assisting the Debtor with the resolution of claims filed against the estate, preservation and disposition of assets of the estate, the prosecution of actions taken on behalf of the estate, and resolution of other disputes that may arise during this case; h. advising the Debtor regarding business finances, transactions, and the daily operations of its businesses; and i. providing other necessary legal services. The hourly rates for professionals and paralegals providing services to the Debtor are as follows: Michael L. Hardwick, Managing Attorney $350 Paralegals (as needed) $150 The firm received a pre-bankruptcy retainer in the amount of $21,738. Michael Hardwick, Esq., managing attorney at Michael Hardwick Law, 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: Michael L. Hardwick, Esq. Michael Hardwick Law, PLLC 2200 North Loop West, Suite 345 Houston, TX 77018 Telephone: (713) 832-930-9090 Facsimile: (713) 832-930-9091 Email: michael@michaelhardwicklaw.com About Walter's Transport, Inc. Walter's Transport, Inc. is a trucking and logistics company operating since 2014. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 24-30507) on February 5, 2024. In the petition signed by Nicolas Di Pardo, president, the Debtor disclosed up to $1 million in assets and up to $10 million in liabilities. Judge Eduardo V Rodriguez oversees the case. Michael L. Hardwick, Esq., at Michael Hardwick Law, PLLC, represents the Debtor as legal counsel. WHITE RIVER: Losses Raise Going Concern Doubt --------------------------------------------- White River Energy Corp. disclosed in a Form 10-Q Report filed with the U.S. Securities and Exchange Commission for the quarterly period ended December 31, 2023, that there is substantial doubt about the Company's ability to continue as a going concern. According to the Company, it has incurred a net loss from operations and has a net capital deficiency that raises substantial doubt about its ability to continue as a going concern. For the three months ended December 31, 2023, the Company reported a net loss of $90.4 million on $13,070 of revenues, compared to a net loss of $14.7 million on $260,231 of revenues for the three months ended December 31, 2022. For the nine months ended December 31, 2023, the Company incurred a net loss of $117.4 million on $395,411 of revenues, compared to net loss of $27.9 million on $616,972 of revenues for the same period in 2022. As of December 31, 2023, the Company had $16.7 million in total assets, $12.4 million in total liabilities, $5.01 million in temporary equity (non-controlling interest), and $701,225 in total stockholders' deficit. The ability of the Company to continue as a going concern is dependent on the Company obtaining adequate capital to fund operating losses until it establishes a revenue stream and becomes profitable. Management's plans to continue as a going concern include raising additional capital through sales of equity securities and borrowing. However, management cannot provide any assurances that the Company will be successful in accomplishing any of its plans. If the Company is not able to obtain the necessary additional financing on a timely basis, the Company will be required to delay, and reduce the scope of the Company's development and operations. Continuing as a going concern is dependent upon its ability to successfully secure other sources of financing and attain profitable operations. A full-text copy of the Company's Form 10-Q is available at https://tinyurl.com/5e46by3t About White River Energy Fayetteville, AR-based White River Energy Corp operates in the oil and gas industry, with a focus on exploration, production and drilling operations on approximately 34,000 cumulative acres of active mineral leases in Louisiana and Mississippi through White River Holdings Corp. WIDEOPENWEST FINANCE: $730MM Bank Debt Trades at 16% Discount ------------------------------------------------------------- Participations in a syndicated loan under which WideOpenWest Finance LLC is a borrower were trading in the secondary market around 84.4 cents-on-the-dollar during the week ended Friday, March 15, 2024, according to Bloomberg's Evaluated Pricing service data. The $730 million facility is a Term loan that is scheduled to mature on December 20, 2028. About $715.4 million of the loan is withdrawn and outstanding. With its headquarters in Englewood, Colorado, WideOpenWest Finance, LLC provides residential and commercial video, high speed data, and telephony services to Midwestern and Southeastern markets in the United States. WOPIRB LLC: Seeks Approval to Hire RCB Investment as Consultant --------------------------------------------------------------- WOPIRB, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of Pennsylvania to employ RCB Investment Consulting LLC to serve as its financing consultant to assist with refinancing a loan secured by the Debtor's real property. The firm will receive a commission equal to 3 percent of the gross amount of the financing. As disclosed in the court filings, RCB Investment Consulting does not hold an adverse interest to the estate, does not represent an adverse interest to the estate, and does not represent or hold any interest adverse to the debtor or the estate with respect to the matter for which they will be retained under 11 U.S.C. Sec. 327(a). The firm can be reached through: Roy L. Ludwick Jr. RCB Investment Consulting LLC Mount Laurel, NJ Phone: (856) 642-0763 About WOPIRB LLC WOPIRB, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Pa. Case No. 23-12722) on Sept. 11, 2023, with $1,050,000 in total assets and $521,403 in total liabilities. Michael F. Powles, sole member, signed the petition. Judge Magdeline D. Coleman oversees the case. Michael A. Cibik, Esq., at Cibik Law, PC serves as the Debtor's counsel. YELLOW CORP: Plan Exclusivity Period Extended to June 3 ------------------------------------------------------- Judge Craig T. Goldblatt of the U.S. Bankruptcy Court for the District of Delaware extended Yellow Corporation and affiliates' exclusive periods to file their plan of reorganization and obtain acceptance thereof to June 3 and July 31, 2024, respectively. As shared by Troubled Company Reporter, the Debtors explain that they are currently are winding down operations of numerous service terminals spanning 300 communities across the United States and Canada. As of the Petition Date, the Debtors had approximately $1.2 billion in funded-debt obligations. Moreover, the Debtors have a wide variety of parties in interest, ranging from thousands of vendors to hundreds of contractual and litigation counterparties, tens of thousands of former employees, several unions, dozens of pension, health and welfare funds, and numerous local, state, and federal agencies, many of whom have been active in these chapter 11 cases. The Debtors assert that they commenced these chapter 11 cases with extremely limited liquidity and have moved as expeditiously as possible through these chapter 11 cases, engaging in a comprehensive marketing process to maximize the value of their estates for the benefit of all stakeholders. Co-Counsel for the Debtors: Patrick J. Nash Jr., P.C. David Seligman, P.C. Whitney Fogelberg, Esq. KIRKLAND & ELLIS LLP KIRKLAND & ELLIS INTERNATIONAL LLP 300 North LaSalle Chicago, Illinois 60654 Tel: (312) 862-2000 Fax: (312) 862-2200 E-mail: patrick.nash@kirkland.com david.seligman@kirkland.com whitney.fogelberg@kirkland.com - and - Allyson B. Smith, Esq. KIRKLAND & ELLIS LLP KIRKLAND & ELLIS INTERNATIONAL LLP 601 Lexington Avenue New York, New York 10022 Tel: (212) 446-4800 Fax: (212) 446-4900 E-mail: allyson.smith@kirkland.com Laura Davis Jones, Esq. Timothy P. Cairns, Esq. Peter J. Keane, Esq. Edward Corma, Esq. PACHULSLKI STANG ZIEHL JONES LLP 919 North Market Street, 17th Floor P.O. Box 8705 Wilmington, Delaware 19801 Tel: (302) 652-4100 Fax: (302) 652-4400 E-mail: ljones@pszjlaw.com tcairns@pszjlaw.com pkeane@pszjlaw.com ecorma@pszjlaw.com About Yellow Corporation Yellow Corporation -- http://www.myyellow.com/-- operates logistics and less-than-truckload (LTL) networks in North America, providing customers with regional, national, and international shipping services throughout. Yellow's principal office is in Nashville, Tenn., and is the holding company for a portfolio of LTL brands including Holland, New Penn, Reddaway, and YRC Freight, as well as the logistics company Yellow Logistics. Yellow Corporation and 23 affiliates concurrently filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 23-11069) on August 6, 2023, before the Hon. Craig T. Goldblatt. As of March 31, 2023, Yellow Corporation had $2,152,200,000 in total assets against $2,588,800,000 in total liabilities. The petitions were signed by Matthew A. Doheny as chief restructuring officer. The Debtors tapped Kirkland & Ellis, LLP as restructuring counsel; Pachulski Stang Ziehl & Jones, LLP as Delaware local counsel; Kasowitz, Benson and Torres, LLP as special litigation counsel; Goodmans, LLP as special Canadian counsel; Ducera Partners, LLC, as investment banker; and Alvarez and Marsal as financial advisor. Epiq Bankruptcy Solutions is the claims and noticing agent. Milbank LLP serves as counsel to certain investment funds and accounts managed by affiliates of Apollo Capital Management, L.P. while White & Case, LLP and Arnold & Porter Kaye Scholer, LLP serve as counsels to Beal Bank USA and the U.S. Department of the Treasury, respectively. On Aug. 16, 2023, the U.S. Trustee for Region 3 appointed an official committee of unsecured creditors in the Chapter 11 cases. The committee tapped Akin Gump Strauss Hauer & Feld, LLP and Benesch, Friedlander, Coplan & Aronoff, LLP as counsels; Miller Buckfire as investment banker; and Huron Consulting Services, LLC, as financial advisor. [^] Large Companies with Insolvent Balance Sheet ------------------------------------------------ Total Share- Total Total Holders' Working Assets Equity Capital Company Ticker ($MM) ($MM) ($MM) ------- ------ ------ -------- ------- 99 ACQUISITION G NNAGU US 77.1 (2.2) 0.4 AEON BIOPHARMA I AEON US 17.6 (121.7) 2.7 ALNYLAM PHARMACE ALNY US 3,829.9 (220.6) 2,014.9 ALTRIA GROUP INC MO US 38,570.0 (3,490.0) (5,734.0) AMC ENTERTAINMEN AMC US 9,009.2 (1,847.9) (429.3) AMC ENTERTAINMEN AMCE AV 9,009.2 (1,847.9) (429.3) AMERICAN AIRLINE AAL US 63,058.0 (5,202.0) (8,490.0) AON PLC-CLASS A AON US 33,959.0 (742.0) 53.0 APPLIED THERAPEU APLT US 54.8 (17.1) (16.8) AQUESTIVE THERAP AQST US 57.4 (106.5) 22.7 ARMATA PHARMACEU ARMP US 112.8 (12.4) 14.7 AULT DISRUPTIVE ADRT/U U 2.5 (3.0) (1.8) AUTOZONE INC AZO US 16,717.7 (4,837.3) (1,615.6) AVIS BUDGET GROU CAR US 32,569.0 (343.0) (520.0) BATH & BODY WORK BBWI US 5,463.0 (1,626.0) 826.0 BAUSCH HEALTH CO BHC US 27,350.0 (82.0) 1,294.0 BAUSCH HEALTH CO BHC CN 27,350.0 (82.0) 1,294.0 BELLRING BRANDS BRBR US 715.5 (286.9) 302.3 BEYOND MEAT INC BYND US 774.4 (513.4) 298.5 BIOCRYST PHARM BCRX US 517.0 (455.5) 346.0 BIOTE CORP-A BTMD US 155.3 (36.5) 100.1 BOEING CO/THE BA US 137,012.0 (17,228.0) 13,448.0 BOMBARDIER INC-A BBD/A CN 12,458.0 (2,404.0) (4.0) BOMBARDIER INC-A BDRAF US 12,458.0 (2,404.0) (4.0) BOMBARDIER INC-B BBD/B CN 12,458.0 (2,404.0) (4.0) BOMBARDIER INC-B BDRBF US 12,458.0 (2,404.0) (4.0) BOOKING HOLDINGS BKNG US 24,342.0 (2,744.0) 3,704.0 BRIDGEBIO PHARMA BBIO US 546.4 (1,342.5) 333.7 BRIDGEMARQ REAL BRE CN 68.2 (52.9) 8.3 BRINKER INTL EAT US 2,510.7 (109.5) (378.7) BROOKFIELD INF-A BIPC CN 23,614.0 3,970.0 (3,683.0) BROOKFIELD INF-A BIPC US 23,614.0 3,970.0 (3,683.0) CALETHOS INC BUUZ US 2.6 (3.4) (4.9) CALUMET SPECIALT CLMT US 2,751.3 (244.7) (318.0) CARDINAL HEALTH CAH US 46,573.0 (3,447.0) (628.0) CARGO THERAPEUTI CRGX US - - - CARVANA CO CVNA US 7,071.0 (384.0) 1,785.0 CEDAR FAIR LP FUN US 2,240.5 (583.0) (193.9) CHENIERE ENERGY CQP US 18,102.0 (784.0) 15.0 CINEPLEX INC CGX CN 2,271.5 (39.4) (219.5) CINEPLEX INC CPXGF US 2,271.5 (39.4) (219.5) COMPOSECURE IN-A CMPO US 195.0 (238.8) 75.4 CONDUIT PHARMACE CDT US 12.0 (1.1) 5.8 CONSENSUS CLOUD CCSI US 647.3 (176.1) 53.9 COOPER-STANDARD CPS US 1,872.3 (89.7) 247.3 CORE SCIENTIFIC CORZ US 705.5 (418.7) (177.9) CORNER GROWTH AC COOLU US 4.7 (4.6) (3.5) CORNER GROWTH AC COOL US 4.7 (4.6) (3.5) CPI CARD GROUP I PMTS US 293.7 (51.9) 115.9 CYTOKINETICS INC CYTK US 824.3 (386.3) 525.4 DELEK LOGISTICS DKL US 1,642.2 (161.9) (14.3) DELL TECHN-C DELL US 82,089.0 (2,309.0) (12,547.0) DENNY'S CORP DENN US 464.8 (62.7) (59.3) DIGITALOCEAN HOL DOCN US 1,461.0 (313.7) 310.3 DINE BRANDS GLOB DIN US 1,740.3 (251.0) (102.7) DOMINO'S PIZZA DPZ US 1,674.9 (4,070.4) 269.9 DOMO INC- CL B DOMO US 225.7 (153.5) (84.1) DROPBOX INC-A DBX US 2,983.5 (165.8) 315.1 EMBECTA CORP EMBC US 1,217.8 (793.5) 392.9 ETSY INC ETSY US 2,685.4 (543.7) 859.7 EVOLUS INC EOLS US 189.0 (20.7) 64.1 FAIR ISAAC CORP FICO US 1,593.5 (725.8) 132.2 FAT BRANDS I-CLB FATBB US 1,275.5 (228.7) (102.3) FAT BRANDS-CL A FAT US 1,275.5 (228.7) (102.3) FENNEC PHARMACEU FRX CN 19.0 (10.5) 15.0 FENNEC PHARMACEU FENC US 19.0 (10.5) 15.0 FERRELLGAS PAR-B FGPRB US 1,621.0 (193.3) 215.7 FERRELLGAS-LP FGPR US 1,621.0 (193.3) 215.7 FG ACQUISITION-A FGAA/U C 3.6 (17.0) (5.1) FIBROBIOLOGICS I FBLG US 4.8 (4.0) (4.4) FOGHORN THERAPEU FHTX US 285.9 (77.2) 181.7 FORTINET INC FTNT US 7,258.9 (463.4) 709.3 GCM GROSVENOR-A GCMG US 504.9 (111.2) 110.3 GRINDR INC GRND US 444.6 (18.3) 11.1 GROUPON INC GRPN US 571.0 (40.3) (113.6) H&R BLOCK INC HRB US 2,776.3 (772.7) 153.3 HCM ACQUISITI-A HCMA US 295.2 276.9 1.0 HCM ACQUISITION HCMAU US 295.2 276.9 1.0 HERBALIFE LTD HLF US 2,809.4 (1,060.3) 121.7 HILTON WORLDWIDE HLT US 15,401.0 (2,347.0) (1,108.0) HP INC HPQ US 35,846.0 (1,640.0) (6,999.0) IMMUNITYBIO INC IBRX US 432.4 (410.6) 124.8 INSMED INC INSM US 1,329.8 (331.9) 703.4 INSPIRED ENTERTA INSE US 304.7 (72.5) 55.5 INTUITIVE MACHIN LUNR US 103.0 (60.0) (52.0) IRONWOOD PHARMAC IRWD US 471.1 (346.3) (42.8) JACK IN THE BOX JACK US 2,887.3 (708.2) (238.0) LESLIE'S INC LESL US 998.5 (198.6) 187.5 LINDBLAD EXPEDIT LIND US 831.3 (113.8) (74.7) LOWE'S COS INC LOW US 41,795.0 (15,050.0) 3,503.0 LUMINE GROUP INC LMN CN 1,147.8 (3,843.1) (4,352.2) LUMINE GROUP INC LMGIF US 1,147.8 (3,843.1) (4,352.2) MADISON SQUARE G MSGS US 1,368.4 (339.2) (344.8) MADISON SQUARE G MSGE US 1,420.3 (102.0) (287.8) MANNKIND CORP MNKD US 475.2 (246.2) 269.3 MARBLEGATE ACQ-A GATE US 8.2 (12.3) (0.3) MARBLEGATE ACQUI GATEU US 8.2 (12.3) (0.3) MARRIOTT INTL-A MAR US 25,674.0 (682.0) (4,451.0) MATCH GROUP INC MTCH US 4,507.9 (19.1) 739.5 MBIA INC MBI US 2,606.0 (1,647.0) - MCDONALDS CORP MCD US 56,146.8 (4,706.7) 1,127.4 MCKESSON CORP MCK US 66,512.0 (1,682.0) (4,021.0) MEDIAALPHA INC-A MAX US 153.9 (94.4) (5.1) METTLER-TOLEDO MTD US 3,355.6 (149.9) 49.1 MSCI INC MSCI US 5,518.2 (739.8) (98.9) NATHANS FAMOUS NATH US 42.9 (35.0) 21.1 NEW ENG RLTY-LP NEN US 386.2 (64.7) - NIOCORP DEVELOPM NB CN 24.1 (5.6) (14.0) NORTHERN STAR -A NSTB US 16.9 (0.4) (2.6) NOVAGOLD RES NG CN 133.3 (8.2) 123.3 NOVAVAX INC NVAX US 1,797.5 (716.9) (491.2) NUTANIX INC - A NTNX US 2,729.5 (611.7) 917.6 O'REILLY AUTOMOT ORLY US 13,873.0 (1,739.3) (2,103.1) OCEAN BIOMEDICAL OCEA US 20.9 (8.4) (24.5) OMEROS CORP OMER US 493.1 (14.0) 204.2 ORGANON & CO OGN US 12,058.0 (70.0) 1,590.0 OTIS WORLDWI OTIS US 10,117.0 (4,720.0) (79.0) OUTLOOK THERAPEU OTLK US 21.7 (24.3) (25.6) PAPA JOHN'S INTL PZZA US 875.0 (442.8) (73.6) PELOTON INTERA-A PTON US 2,569.4 (499.3) 733.1 PHATHOM PHARMACE PHAT US 413.8 (72.8) 358.7 PHILIP MORRIS IN PM US 65,304.0 (9,446.0) (6,628.0) PITNEY BOWES INC PBI US 4,272.2 (368.6) (38.5) PLANET FITNESS-A PLNT US 2,969.7 (119.0) 220.5 PORCH GROUP INC PRCH US 899.4 (35.7) 18.9 PRAIRIE OPERATIN PROP US 40.1 (64.0) (4.0) PROS HOLDINGS IN PRO US 421.8 (77.9) 37.3 PTC THERAPEUTICS PTCT US 1,895.7 (818.6) 615.5 RAPID7 INC RPD US 1,505.3 (118.2) 64.7 RE/MAX HOLDINGS RMAX US 577.2 (76.1) 27.2 REALREAL INC/THE REAL US 446.9 (303.3) 47.1 RED ROBIN GOURME RRGB US 741.9 (20.4) (94.6) REVANCE THERAPEU RVNC US 478.5 (151.6) 249.6 RH RH US 4,240.6 (333.2) 351.9 RIMINI STREET IN RMNI US 393.8 (39.5) (47.7) RINGCENTRAL IN-A RNG US 1,944.9 (303.1) 216.1 RMG ACQUISITION RMGCU US 7.0 (11.0) (7.5) RMG ACQUISITION RMGC US 7.0 (11.0) (7.5) SBA COMM CORP SBAC US 10,178.4 (5,135.8) (879.0) SCOTTS MIRACLE SMG US 3,716.1 (385.4) 917.3 SEAGATE TECHNOLO STX US 7,149.0 (1,814.0) 99.0 SIRIUS XM HOLDIN SIRI US 10,374.0 (2,565.0) (1,955.0) SIX FLAGS ENTERT SIX US 2,711.5 (377.0) (334.8) SLEEP NUMBER COR SNBR US 950.9 (441.9) (729.9) SOLARMAX TECHNOL SMXT US 97.1 (5.2) (25.2) SONIDA SENIOR LI SNDA US 629.1 (56.5) (86.8) SPARK I ACQUISIT SPKLU US 1.2 (3.0) (4.0) SPARK I ACQUISIT SPKL US 1.2 (3.0) (4.0) SPIRIT AEROSYS-A SPR US 6,950.1 (495.9) 1,553.5 SQUARESPACE IN-A SQSP US 921.8 (260.4) (175.6) STARBUCKS CORP SBUX US 29,179.7 (8,608.9) (2,826.1) SYMBOTIC INC SYM US 1,324.3 171.9 161.2 SYNDAX PHARMACEU SNDX US 612.9 (348.2) 522.8 TELOMIR PHARMACE TELO US 5.3 2.2 (2.9) TORRID HOLDINGS CURV US 509.5 (209.2) (36.1) TRANSAT A.T. TRZ CN 2,786.1 (840.2) (209.0) TRANSAT A.T. TRZBF US 2,786.1 (840.2) (209.0) TRANSDIGM GROUP TDG US 20,685.0 (3,506.0) 5,578.0 TRAVEL + LEISURE TNL US 6,738.0 (917.0) 679.0 TRINSEO PLC TSE US 3,029.2 (268.0) 521.5 TRIUMPH GROUP TGI US 1,676.6 (670.3) 579.8 TRULEUM INC TRLM US 2.0 (2.3) (2.9) UBIQUITI INC UI US 1,334.9 (15.7) 817.9 UNISYS CORP UIS US 1,965.4 (138.4) 320.1 UNITED PARKS & R PRKS US 2,625.0 (208.2) (20.7) UNITI GROUP INC UNIT US 5,025.1 (2,484.1) - UROGEN PHARMA LT URGN US 178.3 (65.2) (102.1) VECTOR GROUP LTD VGR US 934.1 (741.8) 364.7 VERISIGN INC VRSN US 1,749.0 (1,581.0) (200.2) WAYFAIR INC- A W US 3,474.0 (2,707.0) (328.0) WINGSTOP INC WING US 377.8 (457.4) 73.3 WINMARK CORP WINA US 29.0 (59.2) 6.3 WORKIVA INC WK US 1,218.9 (89.4) 524.4 WPF HOLDINGS INC WPFH US 0.0 (0.3) (0.3) WYNN RESORTS LTD WYNN US 13,996.2 (1,100.9) 2,041.2 XPONENTIAL FIT-A XPOF US 528.7 (88.1) 4.9 YELLOW CORP YELLQ US 2,147.6 (447.8) (1,098.0) YUM! BRANDS INC YUM US 6,231.0 (7,858.0) 332.0 ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. On Thursdays, the TCR delivers a list of recently filed Chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. The Sunday TCR delivers securitization rating news from the week then-ending. TCR subscribers have free access to our on-line news archive. Point your Web browser to http://TCRresources.bankrupt.com/and use the e-mail address to which your TCR is delivered to login. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Philadelphia, Pa., USA. Randy Antoni, Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Joel Anthony G. Lopez, Psyche A. Castillon, Ivy B. 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