/raid1/www/Hosts/bankrupt/TCR_Public/240321.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Thursday, March 21, 2024, Vol. 28, No. 80
Headlines
ABC FINANCIAL: S&P Withdraws 'B-' Issuer Credit Rating
AEROFABB LLC: Court OKs Cash Collateral Access on Final Basis
AINOS INC: Board Names Christopher Hsin-Liang Lee as CFO
AMBULHEALTH INC: Bid to Use Cash Collateral Denied
ARTIFICIAL INTELLIGENCE: Updates Profitability, Financing Outlook
ATLAS LITHIUM: Nicholas Rowley Holds 223,685 Indirect Shares
AULT ALLIANCE: Declares Monthly Cash Dividend of $0.2708333 Apiece
AVENUE THERAPEUTICS: KPMG Raises Going Concern Doubt
AVINGER INC: CR Group Entities Report 9.9% Equity Stakes
BELLA MENTE: Moody's Affirms 'Ba1' Rating on Series 2018A Bonds
BLINK CHARGING: Incurs $203.7 Million Net Loss in 2023
BOXER RAMEN: $300,000 DIP Loan from SSKK LLC Gets Final OK
BRIDGE COMMUNICATIONS: Amends Plan to Include DirectTV Unsec. Claim
BRIGHT HORIZONS: Moody's Alters Outlook on 'B1' CFR to Positive
BROADWAY AVENUE: Case Summary & Three Unsecured Creditors
BURGESS BIOPOWER: Chapter 11 Purchaser Settlement Okayed
CALSELECT INSURANCE: Court OKs Interim Cash Collateral Access
CAMBER ENERGY: Terminates MIPA With RESC Renewables
CBDMD INC: Consolidates Warehouse and Executive Offices
CITIUS PHARMACEUTICALS: FDA Accepts BLA Resubmission for LYMPHIR
COFFEE HOLDING: Reports $351,024 Net Income in First Quarter
COINBASE GLOBAL: Moody's Affirms B2 CFR & Alters Outlook to Stable
COLYTON INVESTMENTS: Case Summary & Five Unsecured Creditors
COMM 2013-CCRE12: Case Summary & Five Unsecured Creditors
COMTECH TELECOM: Reports $10.6M Net Loss in Second Quarter
CONSTRUCTION ALLSTARS: Hires Wade Kricken as Special Counsel
CRESCENT ENERGY: Moody's Rates New Senior Unsecured Notes 'B1'
CRESCENT ENERGY: S&P Rates $700MM Senior Unsecured Notes 'BB-'
CRUSH WINE: Voluntary Chapter 11 Case Summary
CT TECHNOLOGIES: S&P Rates Amend-And-Extend Credit Facility 'B'
CURO GROUP: Daniel Kirsche Quits as Chief Technology Officer
D&H BROADCASTING: Hires Frank F. Mooney as Accountant
DAY ONE DISTRIBUTION: Wins Interim Cash Collateral Access
DEE FORD'S WEST: Voluntary Chapter 11 Case Summary
DELCATH SYSTEMS: Appoints Martha Rook as Chief Operating Officer
DIOCESE OF OAKLAND: Closes 2 Catholic Schools Amid Bankruptcy
ECP OWNER 1: Plan Exclusivity Period Extended to May 29
ELASTIC NV: S&P Upgrades ICR to 'BB-' on Strong Recent Performance
ELETSON HOLDINGS: Trustee Appointment Trial Set for April 2024
EVOKE PHARMA: Nasdaq Panel Grants Continued Listing Request
EYENOVIA INC: Marcum LLP Raises Going Concern Doubt
FAIRFIELD SENTRY: Litigation vs. UBS Stays in Bankruptcy Court
FIRESTAR DIAMOND: Ex-CEO Hid $7.1 Mil. NY Apartment from Creditors
FREIRICH FOODS: Case Summary & 20 Largest Unsecured Creditors
FREMONT TERRACE: Property Sale Proceeds to Fund Plan
FTX GROUP: Sells Its European Arm FTX Europe for $33 Million
GIRARDI & KEESE: Ex-Atty Settles With Erika Over Missing Money
GOL LINHAS AEREAS: Wants Lessors to Help Finance Fleet Overhaul
GOLDENTREE LOAN 4: S&P Affirms B- (sf) Rating on Class F Notes
GREAT LAKES VII: S&P Assigns Prelim BB- (sf) Rating on Cl. E Notes
GREENWAVE TECHNOLOGY: Successfully Restructures Debt
GWD INC: Unsecured Creditors Will Get 25.3% of Claims in Plan
HCIC HOLDINGS: Hires White Oak Advisors LLC as Accountant
HEYWOOD HEALTHCARE: Seeks to Extend Plan Exclusivity to May 31
HNO INTERNATIONAL: Reports $522,717 Net Loss in First Quarter
HOG FATHER'S: Hires Specialty Lenders Ltd. as Broker
HOSPITALITY HOLDING: Voluntary Chapter 11 Case Summary
HPS PRIVATE 2024-2: S&P Assigns BB- (sf) Rating on Class E Notes
HUDSON 888: Lenders' Motion to Dismiss Chapter 11 Cases Denied
IBELIEVEINSWORDFISH INC: Unsecureds to Split $528K in Plan
JAG CONTRACTORS: Unsecureds Will Get 3% of Claims over 60 Months
JOANN INC: S&P Cuts ICR to 'D' on Chapter 11 Bankruptcy Filing
JRGC LLC: Seeks to Extend Plan Exclusivity to April 1
KARPATIA TRUCKS: Hires Jones & Walden LLC as Counsel
KENNETH THOMPSON: Court OKs Deal on Cash Collateral Access
KRAEMER TEXTILES: Case Summary & 20 Largest Unsecured Creditors
LIFETIME BRANDS: S&P Alters Outlook to Stable, Affirms 'B+' ICR
LIQUIDMETAL TECHNOLOGIES: Amends Amorphology License Agreement
LOCAL GYM: Hires Denson Pepper as Accountant and Bookkeeper
MAGNOLIA SENIOR LIVING: Case Summary & Five Unsecured Creditors
MATLINPATTERSON GLOBAL: Gallo Loses 2nd Bid to Revive Claims
MCMULLEN CONSTRUCTION: Court OKs Interim Cash Collateral Access
MEDICAL SOLUTIONS: Moody's Cuts CFR to B3 & First Lien Loans to B2
MEDLINE BORROWER: Moody's Rates New $1BB Senior Secured Notes 'B1'
MEDLINE BORROWER: S&P Rates Senior Secured Notes 'B+'
MERCY HOSPITAL: Unsecureds Owed $38M to Get 8% to 10% in Plan
MOTUS GI: EisnerAmper Raises Going Concern Doubt
MOXY RESTAURANT: Voluntary Chapter 11 Case Summary
NABIEKIM ENTERPRISES: Court OKs Cash Collateral Access Thru June 30
NEGEV INVESTMENTS: Voluntary Chapter 11 Case Summary
NEGEV INVESTMENTS: Voluntary Chapter 11 Case Summary
NEW INSIGHT: Moody's Withdraws 'Caa3' Corporate Family Rating
NORTHERN LIGHT: Moody's Lowers Rating to Ba2, Outlook Stable
OMEGA TWIN: To Liquidate Real Estate to Pay Off Claims
ORLANDO RESERVOIR: Hires White Oak Advisors as Accountant
OUTLOOK THERAPEUTICS: Issues 8.6M Shares and 12.8M Warrants
OVERLAND GARAGE: Court OKs Cash Collateral Access on Final Basis
PALEO ON THE GO: Court OKs Interim Cash Collateral Access
PARAMETRIC SOLUTIONS: 8 Rivers Says Disclosures Inadequate
PATRIOT LINEN: Case Summary & Three Unsecured Creditors
PAULSON'S TRANSPORT: Unsecureds to Get Paid After Other Claims
PODS LLC: Moody's Affirms 'B2' CFR & Alters Outlook to Negative
PURE BIOSCIENCE: Incurs $1 Million Net Loss in Second Quarter
R.R. DONNELLEY: Moody's Puts 'B3' CFR on Review for Downgrade
RAOCORE TECHNOLOGY: Hires Pillsbury Winthrop as Bankruptcy Counsel
RAPID P&P: Future Income to Fund Plan Payments
RED CAT: Incurs $5.5 Million Net Loss in Third Quarter
RED CAT: Joseph Vernon Quits as CFO; Interim CFO Appointed
RED EFT: Hires Boyle Legal LLC as Legal Counsel
REGAL PRESS: Wins Cash Collateral Access Thru April 5
REMARKABLE HEALTHCARE: Voluntary Chapter 11 Case Summary
RUSSELL INVESTMENTS: S&P Assigns 'B+' Rating on $1.16BB Term Loan
S & J SERVICE: Hires Jane Eubanks as Accountant
SAFEGUARD PURCHASER: S&P Assigns 'B-' ICR, Outlook Stable
SEATON INVESTMENTS: Case Summary & Seven Unsecured Creditors
SECURE ENERGY: S&P Rates New C$300MM Senior Unsecured Notes 'BB-'
SENIOR CHOICE: Court OKs Cash Collateral Access on Final Basis
SIDEATS INC: Case Summary & 20 Largest Unsecured Creditors
SISSON ENGINEERING: Court OKs Cash Collateral Access Thru March 28
SLA INVESTMENTS: Case Summary & Two Unsecured Creditors
SUPERIOR SEPTIC: Court Confirms Reorganization Plan
TEGRA118 WEALTH: Moody's Affirms 'B2' CFR, Outlook Remains Stable
TERRAFORM LABS PTE: Lawyers Get $122 Million Slush Fund, Says SEC
TNC SRQ: Case Summary & Three Unsecured Creditors
TRINSEO PLC: Initiates Sale of 50% Stake in Americas Styrenics
TWO RIVERS FARMS: Seeks to Extend Plan Exclusivity to May 6
TYSON FAMILY: Unsecureds to Get $400K Plus 1.5% Interest in Plan
UNCONDITIONAL LOVE: Plan Exclusivity Period Extended to May 20
VIAVI SOLUTIONS: S&P Places 'BB' ICR on CreditWatch Negative
VICTORY PROFESSIONAL: Taps Armory Consulting as Financial Advisor
VOYAGER AVIATION: Class 6a Unsecured Claims Are Unimpaired in Plan
WHITETAIL DEVELOPMENT: Files Amendment to Disclosure Statement
WINDSOR HOLDINGS: S&P Rates Repriced Term Loans 'B+'
WORKINGLIVE TECHNOLOGIES: Wins Cash Collateral Access Thur April 3
YAK TIMBER: Unsecureds Owed $1.7M to Get 10% of Their Claims
YUNHONG GREEN: Raises $2M Gross Proceeds in Private Transactions
ZIGI USA: Committee Hires Dundon Advisers as Financial Advisor
[*] Bankruptcy Group Joins Barnes & Thornburg's Insolvency Practice
[] Ronald Hewitt Joins Seward & Kissel's NY Office as Partner
[^] Recent Small-Dollar & Individual Chapter 11 Filings
*********
ABC FINANCIAL: S&P Withdraws 'B-' Issuer Credit Rating
------------------------------------------------------
S&P Global Ratings withdrew its ratings on ABC Financial
Intermediate LLC, including its 'B-' issuer credit rating. The
company requested the withdrawal of the rating following the
completion of refinancing all outstanding debt. At the time of
withdrawal, its outlook was stable.
AEROFABB LLC: Court OKs Cash Collateral Access on Final Basis
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of North
Carolina, Raleigh Division, authorized aerofabb, LLC to use cash
collateral, on an interim basis, in accordance with the budget,
with a 10% variance, through March 31, 2024.
The Debtor requires the use of cash collateral to make payment of
ordinary operating expenses.
A review of the North Carolina Secretary of State's UCC filings
reveals only one financing statement which might perfect a lien on
cash collateral:
a. UCC Financing Statement #20220048769A dated April 11, 2022 in
favor of the U.S. Small Business Administration.
Beginning on March 31, 2024, the Debtor is directed to circulate a
proposed monthly budget for the next calendar month to the attorney
for the U.S. Small Business Administration and to the Bankruptcy
Administrator no later than five days before the start of each
month. The Debtor will continue to have authority to use cash
collateral consistent with the proposed budget in the ordinary
course of the Debtor's business for the expenses specified in the
Budget and may spend as much as 5% more if needed. Any party may
file a notice of its objection to the proposed budget, and the
objection will be heard on an expedited basis.
As adequate protection, and to the extent that cash collateral is
used, the Potential Secured Creditors will receive a post-petition
lien on the Debtor's cash and inventory to the extent of the use
and to the extent that the pre-petition lien in the same type of
collateral was valid, perfected, enforceable, and non-avoidable as
of the petition date.
The Debtor's use of cash collateral will expire or terminate on the
earlier of: (i) the Debtor ceasing operations of its business; or
(ii) the non-compliance or default of the Debtor with any terms and
provisions of the Order.
A copy of the court's order and the Debtor's budget is available at
https://urlcurt.com/u?l=LKLa4S from PacerMonitor.com.
The Debtor projects $40,000 in total income and $$36,764 in total
expenses for one month.
About aerofabb, LLC
aerofabb, LLC is a manufacturer of aftermarket aerodynamic
components for both street/race application vehicles which has been
supported and trusted by industry leading brands for over six
years.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. N.C. Case No. 24-00381-5-JNC) on
February 6, 2024. In the petition signed by Rich Fasanaro,
owner/operator, the Debtor disclosed $500,000 in both assets and
liabilities.
Judge Joseph N. Callaway oversees the case.
William P. Janvier, Esq., at Stevens Martin Vaughn & Tadych, PLLC,
represents the Debtor as legal counsel.
AINOS INC: Board Names Christopher Hsin-Liang Lee as CFO
--------------------------------------------------------
Ainos, Inc. disclosed in a Form 8-K filed with the Securities and
Exchange Commission that on March 15, 2024, the Board of Directors
appointed Christopher Hsin-Liang Lee as the chief financial officer
of the Company.
Christopher Lee, aged 53, brings over 25 years of experience in
accounting and finance, encompassing US GAAP, PCAOB standards, and
SEC rules and regulations. Before joining the Company, Mr. Lee
served as CFO of a Nasdaq-listed company for 10 years, was a
partner at KEDP CPA Group from August 2009 to June 2011, and
operated as a self-employed accountant from July 2011 to August
2014. He has served on the Board of Directors of Aixin Life
International Inc. since February 2021. Mr. Lee holds a BS degree
in accounting from Ohio State University and an MS degree in
business taxation from Golden Gate University. He is licensed as a
Certified Public Accountant (CPA) in the United States.
The Compensation Committee of the Board of Directors and the Board
of Directors of the Company approved a basic monthly salary of NT
$200,000 (New Taiwan Dollars) for Mr. Lee. Additionally, Mr. Lee
was granted a year-end bonus equal to two months of his base
monthly salary.
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.
Ainos reported a net loss of $13.77 million for the year ended Dec.
31, 2023, compared to a net loss of $14.01 million for the year
ended Dec. 31, 2022. As of Dec. 31, 2023, the Company had $31.84
million in total assets, $7.39 million in total liabilities, and
$24.45 million in total stockholders' equity.
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.
AMBULHEALTH INC: Bid to Use Cash Collateral Denied
--------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Texas,
Houston Division, denied the motion to use cash collateral filed by
Ambulhealth, Inc. as it does not comport to the material provisions
of Fed. R. Bankr. P. 4001(b)(1)(B).
The material provisions of 4001(b) include:
(i) the name of each entity with an interest in the cash
collateral;
(ii) the purposes for the use of the cash collateral;
(iii) the material terms, including duration, of the use of the
cash collateral; and
(iv) any liens, cash payments, or other adequate protection
that will be provided to each entity with an interest in the cash
collateral or, if no additional adequate protection is proposed, an
explanation of why each entity's interest is adequately protected
[i.e., why additional protection is not required].
A copy of the order is available at https://urlcurt.com/u?l=hTR3mB
from PacerMonitor.com.
About Ambulhealth, Inc.
Ambulhealth, Inc. sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Case No. 24-30113) on January 10,
2024. In the petition signed by Jesse Myers, owner, the Debtor
disclosed up to $50,000 in assets and up to $500,000 in
liabilities.
Judge Jeffrey Norman oversees the case.
Jack N. Fuerst, Esq., at Jack N. Fuerst, Attorney at Law,
represents the Debtor as legal counsel.
ARTIFICIAL INTELLIGENCE: Updates Profitability, Financing Outlook
-----------------------------------------------------------------
Artificial Intelligence Technology Solutions, Inc. reconfirmed its
expected achievement of operational profitability by August 2024.
This forecast aligns with the projections shared during the annual
investor event in November 2023, signaling sustained momentum in
the Company's growth trajectory.
Steve Reinharz, CEO/CTO of AITX and wholly owned subsidiary Robotic
Assistance Devices, Inc. (RAD), shared his enthusiasm for the
Company's progress, stating, "We're continuing to see a reduction
in the need for additional funding to sustain our operations,
thanks to our rapidly increasing revenues. Achieving operational
profitability by August 2024, if achieved, would be a point where
our operations can be self-sustained without external financing
which is not just a goal but would be a significant milestone for
us."
In the first month of the last fiscal year, March 2023, AITX
reported revenues of $61,790. Fast forward to March 11, 2024, and
the Company has billed in excess of $349,000 for the month (but not
collected), marking an impressive 465% increase. This substantial
growth in revenue, coupled with a mere 67% increase in the
authorized share count over the same period, demonstrates effective
use of capital and significant Company progress.
Reinharz added, "The continuous increase in our monthly revenue is
a clear indicator of our momentum. We're on track to have deployed
over $500K worth of recurring monthly revenue by the end of April
2024, as we focus on completing the build-out and deployment of our
existing backlog."
It is important to note that deployed units typically commence
billing within 30 days from installation, as this timeframe allows
RAD to fully configure the units and obtain end-user acceptance and
sign-off. This process is crucial to ensuring that each deployment
meets the high standards of quality and effectiveness that RAD's
clients expect.
To support the completion of older backlog production, AITX has
utilized $350,000 in inventory-secured debt from its previously
announced $2 million line of credit. This strategic move is aimed
at acquiring the necessary raw materials to meet production demands
and continue the Company's upward trajectory.
In conjunction with its strategic financial planning and in
anticipation of achieving operational profitability, AITX has made
the decision to increase its authorized share count from 10 billion
to 12.5 billion. This proactive measure is designed to ensure the
Company has the necessary flexibility to support its continued
growth, fund operational needs, and optimize its capital structure
in line with its ambitious business objectives. The decision to
adjust the share count reflects AITX's commitment to maintaining a
robust financial foundation while pursuing opportunities that
enhance shareholder value and accelerate the Company's path to
potential profitability.
Reinharz elaborated on this strategic decision, stating,
"Increasing our authorized share count is a calculated step towards
achieving profitability and more. Ultimately, we believe it's a
bargain to trade the potential of an additional 25% shares with
growth that we have already proven we can achieve – now it's
about growing the momentum even further."
The Company notes that an authorized share count increase does not
make available the additional shares immediately, does not
guarantee all shares will be released into the market and sets no
timetable outside of the total authorized share count increasing.
AITX's path to operational profitability is a testament to its
innovative solutions, strategic financial management, and the
growing market demand for AI-driven security technologies. As AITX
approaches this critical milestone, the company reaffirms its
commitment to delivering exceptional value to its customers and
shareholders.
AITX, through its subsidiary, Robotic Assistance Devices, Inc.
(RAD), is redefining the $25 billion (US) security and guarding
services industry through its broad lineup of innovative, AI-driven
Solutions-as-a-Service business model. RAD solutions are
specifically designed to provide cost savings to businesses of
between 35%-80% when compared to the industry's existing and costly
manned security guarding and monitoring model. RAD delivers this
tremendous cost savings via a suite of stationary and mobile
robotic solutions that complement, and at times, directly replace
the need for human personnel in environments better suited for
machines. All RAD technologies, AI-based analytics and software
platforms are developed in-house.
RAD has a prospective sales pipeline of over 35 Fortune 500
companies and numerous other client opportunities. RAD expects to
continue to attract new business as it converts its existing sales
opportunities into deployed clients generating a recurring revenue
stream. Each Fortune 500 client has the potential of making
numerous reorders over time.
About Artificial Intelligence Technology
Headquartered in Ferndale, MI, Artificial Intelligence Technology
Solutions Inc. is an innovator in the delivery of artificial
intelligence-based solutions that empower organizations to gain new
insight, solve complex challenges and fuel new business ideas.
Through its next-generation robotic product offerings, AITX's RAD,
RAD-M and RAD-G companies help organizations streamline operations,
increase ROI, and strengthen business. AITX technology improves the
simplicity and economics of patrolling and guard services and
allows experienced personnel to focus on more strategic tasks.
Customers augment the capabilities of existing staff and gain
higher levels of situational awareness, all at drastically reduced
cost. AITX solutions are well-suited for use in multiple industries
such as enterprises, government, transportation, critical
infrastructure, education, and healthcare.
Deer Park, Illinois-based L J Soldinger Associates, LLC, the
Company's auditor since 2019, issued a "going concern"
qualification in its report dated June 14, 2023, citing that the
Company had a net loss of approximately $18 million, an accumulated
deficit of approximately $112 million and stockholders' deficit of
approximately $32 million as of and for the year ended February 28,
2023, and therefore there is substantial doubt about the ability of
the Company to continue as a going concern.
For the nine months ended Nov. 30, 2023, the Company had negative
cash flow from operating activities of $9,378,427. As of Nov. 30,
2023, the Company has an accumulated deficit of $125,535,116, and
negative working capital of $12,944,810. Management does not
anticipate having positive cash flow from operations in the near
future. The Company said these factors raise a substantial doubt
about the Company's ability to continue as a going concern within
the next 12 months.
ATLAS LITHIUM: Nicholas Rowley Holds 223,685 Indirect Shares
------------------------------------------------------------
Nicholas Rowley, Vice President of Business Development at Atlas
Lithium Corp., filed a Form 3 Report with the U.S. Securities and
Exchange Commission, disclosing indirect ownership of 223,685
shares of the company's common stock as of August 20, 2023.
RTEK International DMCC directly owns the reported shares. Nicholas
Rowley is a founder and executive director of RTEK and as such may
be deemed to beneficially own the shares of the Issuer owned by
RTEK. Rowley disclaims any such beneficial ownership, except to the
extent of his pecuniary interest therein.
About Atlas Lithium
Atlas Lithium Corporations formerly Brazil Minerals, Inc. is a
mineral exploration and development company with lithium projects
and exploration properties in other critical and battery minerals,
including nickel, rare earths, graphite, and titanium, to power the
increased demand for electrification. The Company's current focus
is on developing its hard-rock lithium project located in Minas
Gerais State in Brazil at a well-known, premier pegmatitic district
in Brazil. The Company intends to produce and sell lithium
concentrate, a key ingredient for the global battery supply chain.
Atlas Lithium reported a net loss of $5.66 million in 2022, a net
loss of $4.03 million in 2021, a net loss of $1.55 million in 2020,
a net loss of $2.08 million in 2019, a net loss of $1.85 million in
2018, a net loss of $1.89 million in 2017, a net loss of $1.74
million in 2016, and a net loss of $1.88 million in 2015. For the
nine months ended Sept. 30, 2023, the Company reported a net loss
of $25.60 million.
Atlas Lithium stated in its Quarterly Report for the period ended
Sept. 30, 2023, that its future short- and long-term capital
requirements will depend on several factors, including but not
limited to, the rate of the Company's growth, the Company's ability
to identify areas for mineral exploration and the economic
potential of such areas, the exploration and other drilling
campaigns needed to verify and expand the Company's mineral
resources, the types of processing facilities the Company would
need to install to obtain commercial-ready products, and the
ability to attract talent to manage the Company's different
business activities. To the extent that its current resources are
insufficient to satisfy its cash requirements, the Company may need
to seek additional equity or debt financing. If the needed
financing is not available, or if the terms of financing are less
desirable than it expects, it may be forced to scale back its
existing operations and growth plans, which could have an adverse
impact on its business and financial prospects and could raise
substantial doubt about its ability to continue as a going concern.
AULT ALLIANCE: Declares Monthly Cash Dividend of $0.2708333 Apiece
------------------------------------------------------------------
Ault Alliance, Inc. announced that its Board of Directors has
declared a monthly cash dividend of $0.2708333 per share of the
Company's outstanding 13.00% Series D Cumulative Redeemable
Perpetual Preferred Stock. The record date for this dividend is
March 31, 2024, and the payment date is Wednesday, April 10, 2024.
Link to NYSE quote for the Company's 13.00% Series D Cumulative
Redeemable Perpetual Preferred Stock:
https://www.nyse.com/quote/XASE:AULTpD
About Ault Alliance Inc.
Ault Alliance, Inc. (formerly, BitNile Holdings, Inc.) is a
diversified holding company pursuing growth by acquiring
undervalued businesses and disruptive technologies with a global
impact. Through its wholly- and majority-owned subsidiaries and
strategic investments, the Company owns and operates a data center
at which the Company mines Bitcoin, and provides mission-critical
products that support a diverse range of industries, including
crane services, oil exploration, defense/aerospace, industrial,
automotive, medical/biopharma, consumer electronics, hotel
operations and textiles. In addition, the Company extends credit
to select entrepreneurial businesses through a licensed lending
subsidiary.
Ault Alliance reported a net loss of $189.83 million for the year
ended Dec. 31, 2022, compared to a net loss of $23.04 million for
the year ended Dec. 31, 2021. As of Sept. 30, 2023, the Company had
$378.46 million in total assets, $257.22 million in total
liabilities, $2.18 million in redeemable noncontrolling interests
in equity of subsidiaries, and total stockholders' equity of
$119.06 million.
Ault Alliance said in its Quarterly Report for the period ended
Sept. 30, 2023, that as of that date, the Company had cash and cash
equivalents of $8.7 million, negative working capital of $45.1
million and a history of net operating losses. The Company has
financed its operations principally through issuances of
convertible debt, promissory notes and equity securities. The
Company said these factors create substantial doubt about the
Company's ability to continue as a going concern for at least one
year after the date that these condensed consolidated financial
statements are issued.
AVENUE THERAPEUTICS: KPMG Raises Going Concern Doubt
----------------------------------------------------
Avenue 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 KPMG LLP, the Company's auditor
since 2022, 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 18, 2024, Toronto, New York, NY-based KPMG LLP, said,
"The Company has incurred substantial operating losses since its
inception and expects to continue to incur significant operating
losses for the foreseeable future that raise substantial doubt
about its ability to continue as a going concern."
The Company is not yet generating revenue, has incurred substantial
operating losses since its inception and expects to continue to
incur significant operating losses for the foreseeable future as it
executes on its product development plan and may never become
profitable.
The Company reported net losses for the years ended December 31,
2023 and 2022 of approximately $10.5 million and $3.6 million,
respectively. As of December 31, 2023, the Company had an
accumulated deficit of $90.9 million.
Additionally, due to uncertainties regarding future operations of
the Company for an ongoing Phase 1b/2a trial of AJ201, a potential
Phase 3 safety study for IV tramadol, and the expansion of the
Company's development portfolio within neuroscience with the
consummation of the transaction with Baergic, the Company will need
to secure additional funds through equity or debt offerings, or
other potential sources, the timing of which is unknown at this
time. The Company will require additional funds to cover
operational expenses over the next 12 months. The Company cannot be
certain that additional funding will be available to it on
acceptable terms, or at all. These factors individually and
collectively cause substantial doubt about the Company's ability to
continue as a going concern to exist within the next 12 months.
As of December 31, 2023, the Company has $1.85 million in total
assets, $1.19 million in total liabilities, and $654,000 in total
stockholders' equity.
A full-text copy of the Company's Form 10-K is available at
https://tinyurl.com/4spw7xjv
About Avenue Therapeutics, Inc.
Avenue Therapeutics, Inc. is a specialty pharmaceutical company
focused on the development and commercialization of therapies for
the treatment of neurologic diseases.
AVINGER INC: CR Group Entities Report 9.9% Equity Stakes
--------------------------------------------------------
Nathan D. Hukill, CR Group LP, CRG Partners III LP, CRG Partners
III Parallel Fund "A" LP, CRG Partners III (Cayman) Unlev AIV I LP,
CRG Partners III (Cayman) Lev AIV I LP, CRG Partners III Parallel
Fund "B" (Cayman) LP disclosed in a Schedule 13G/A Report filed
with the U.S. Securities and Exchange Commission that as of March
7, 2024, they beneficially owned 150,545 shares of Avinger Inc.'s
common stock, representing 9.9% of the shares outstanding. This
percentage is calculated based on 1,370,118 shares of Common Stock
issued and outstanding as of October 23, 2023, as reported by
Avinger Inc. in its Quarterly Report on Form 10-Q for the quarter
ended October 26, 2023, plus up to an aggregate of 150,545 shares
of Common Stock issuable upon conversion of shares of Series A-1
Convertible Preferred Stock of the Issuer that are beneficially
owned by the Reporting Person.
CR Group L.P. may be deemed to beneficially own the shares by
virtue of its position as the investment manager for CRG Partners
III L.P., CRG Partners III Parallel Fund "A" L.P., CRG Partners III
(Cayman) Unlev AIV I L.P., CRG Partners III (Cayman) Lev AIV I L.P.
and CRG Partners III Parallel Fund "B" (Cayman) L.P. Mr. Hukill may
be deemed to have beneficial ownership over the securities by
virtue of his indirect control of CR Group L.P.
A full-text copy of the Report is available at
https://tinyurl.com/yb98pvuu
About Avinger
Headquartered in Redwood City, California, Avinger, Inc. --
http://www.avinger.com-- is a commercial-stage medical device
company that designs and develops image-guided, catheter-based
system for the diagnosis and treatment of patients with Peripheral
Artery Disease (PAD). The Company designs, manufactures, and sells
suite of products in the United States and select international
markets.
Avinger reported a net loss applicable to common stockholders of
$27.24 million for the year ended Dec. 31, 2022, a net loss
applicable to common stockholders of $21.59 million for the year
ended Dec. 31, 2021, a net loss applicable to common stockholders
of $22.87 million for the year ended Dec. 31, 2020, a net loss
applicable to common stockholders of $23.03 million for the year
ended Dec. 31, 2019, and a net loss applicable to common
stockholders of $35.69 million for the year ended Dec. 31, 2018.
San Francisco, California-based Moss Adams LLP, the Company's
auditor since 2017, issued a "going concern" qualification in its
report dated March 15, 2023, citing that the Company's recurring
losses from operations and its need for additional capital raise
substantial doubt about its ability to continue as a going
concern.
The Company can provide no assurance that it will be successful in
raising funds pursuant to additional equity or debt financings or
that such funds will be raised at prices that do not create
substantial dilution for its existing stockholders. Given the
volatility in the Company's stock price, any financing that the
Company may undertake in the next twelve months could cause
substantial dilution to its existing stockholders, and there can be
no assurance that the Company will be successful in acquiring
additional funding at levels sufficient to fund its various
endeavors. These conditions raise substantial doubt about the
Company's ability to continue as a going concern. In addition, the
macroeconomic environment has in the past resulted in and could
continue to result in reduced consumer and investor confidence,
instability in the credit and financial markets, volatile corporate
profits, and reduced business and consumer spending, which could
increase the cost of capital and/or limit the availability of
capital to the Company, according to the Company's Quarterly Report
for the period ended Sept. 30, 2023.
BELLA MENTE: Moody's Affirms 'Ba1' Rating on Series 2018A Bonds
---------------------------------------------------------------
Moody's Ratings has affirmed the Ba1 rating on Bella Mente
Montessori Academy, CA's Series 2018A bonds. This is the school's
only outstanding debt and there is approximately $15.1 million of
principal outstanding as of fiscal 2023. The outlook is stable.
RATINGS RATIONALE
The Ba1 rating reflects Bella Mente Montessori Academy's strong
financial position with roughly 500 days cash on hand, though the
school's finances will remain limited on a nominal basis
considering the school's operating revenue of only $7.7 million as
of fiscal 2023 and enrollment of 444 students. The rating also
reflects the school's difficulties in achieving full enrollment and
substantial enrollment losses due to the COVID-19 pandemic, though
due to proactive budget management this hasn't negatively impact
the school's financial position. Finally, the rating incorporates
the school's manageable debt burden with no future debt plans and
coverage that is relatively low at 1.2 times as management has been
targeting breakeven financial results in recent years.
RATING OUTLOOK
The stable outlook reflects Moody's expectation that the school
will continue to aggressively manage its budget to maintain its
strong finances and sufficient debt service coverage despite
uncertainty in the school's future enrollment prospects.
FACTORS THAT COULD LEAD TO AN UPGRADE OF THE RATING
-- Sustained growth in enrollment, particularly if enrollment
reaches historic levels of roughly 600 students
-- Improved debt service coverage approaching 1.5x, driven by
rising revenue associated with a substantial enrollment increase
FACTORS THAT COULD LEAD TO A DOWNGRADE OF THE RATING
-- Difficulties in achieving balanced budgetary results due to
enrollment declines
-- Additional debt, especially if future debt service costs
require enrollment growth
LEGAL SECURITY
The Series 2018A bonds are secured under a loan agreement between
the California Municipal Finance Authority and Bella Mente
Holdings, LLC, as borrower. Pursuant to the Indentures, the
Authority has assigned all loan repayments pursuant to the loan
agreement to the Trustee for the benefit of bondholders. Debt
service payments are secured by a net revenue pledge of the charter
school and will be paid from lease payments paid by Bella Mente
Charter School, as Lessee, to Bella Mente Holdings, LLC, as
Lessor.
Providing additional security, pursuant to a Lease Blocked Account
Agreement between Bella Mente Charter School and Zions Bank as
Custodian, Bella Mente charter school has directed that all
permitted revenues, including those under the Local Control Funding
Formula (LCFF) received from the San Diego County Office of
Education, be immediately deposited into a Blocked Account and made
available for lease payments under the lease agreement before
revenues are released by the Custodian and made available to the
school. Lease payments are withheld on a 1/6, 1/12 basis for
principal and interest payments, respectively, and any shortfalls
may be recovered in the subsequent month.
Bonds are additionally secured by a Deed of Trust on the financed
facilities, with a first mortgage interest in the school property.
There is also a debt service reserve account equal to the
traditional three-pronged test.
PROFILE
Bella Mente Montessori Academy is located in Vista, California in
northwestern San Diego County. The school opened in Fall of 2013
and is a TK-8 Montessori school with an enrollment of 444 students
as of the 2023-24 school year.
METHODOLOGY
The principal methodology used in these ratings was US Charter
Schools published in September 2016.
BLINK CHARGING: Incurs $203.7 Million Net Loss in 2023
------------------------------------------------------
Blink Charging Co. filed with the Securities and Exchange
Commission its Annual Report on Form 10-K reporting a net loss of
$203.69 million on $140.60 million of total revenues for the year
ended Dec. 31, 2023, 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 $428.52 million in total
assets, $139.12 million in total liabilities, and $289.40 million
in total stockholders' equity.
"We have not yet achieved profitability and expect to continue to
incur cash outflows from operations. It is expected that our
operating expenses will continue to increase and, as a result, we
will eventually need to generate significant product revenues to
achieve profitability. Historically, we have been able to raise
funds to support our business operations, although there can be no
assurance that we will be successful in raising significant
additional funds in the future. We expect that our cash on hand
will fund our operations for at least 12 months after the issuance
date of the financial statements included in this Annual Report,"
Blink Charging said in the Report.
"Since inception, our operations have primarily been funded through
proceeds received in equity and debt financings. We believe we
have access to capital resources and continue to evaluate
additional financing opportunities. There is no assurance that we
will be able to obtain funds on commercially acceptable terms, if
at all. There is also no assurance that the amount of funds we
might raise will enable us to complete our EV development
initiatives or attain profitable operations," the Company said.
A full-text copy of the Form 10-K is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1429764/000149315224010214/form10-k.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.
BOXER RAMEN: $300,000 DIP Loan from SSKK LLC Gets Final OK
----------------------------------------------------------
The U.S. Bankruptcy Court for the District of Oregon authorized
Boxer Ramen LLC and That Good Good LLC, dba SuperDeluxe, to use
cash collateral and obtain postpetition financing, on a final
basis.
The Debtors are permitted to obtain a secured, superpriority
revolving credit facility in the principal amount of $300,000 from
SSKK LLC. The Debtors were authorized to borrow from the DIP Lender
up to $162,220 in the aggregate on an interim basis through March
15, 2024, for the purpose of funding expenditures in accordance
with the Budgets, with a 10% variance.
The financing will be secured by:
(1) pursuant to 11 U.S.C. Section 364(c)(2), a first priority
perfected lien and security interest in all unencumbered property
and assets of the Debtors of any kind (other than the Avoidance
Rights and the proceeds therefrom, subject only to the Carve-Out;
and
(2) pursuant to 11 U.S.C. Section 364(c)(3), a junior
perfected lien and security interest in all other property of the
Debtors and the proceeds therefrom, subject only to (i) existing
duly perfected liens and security interests, (ii) liens for unpaid
taxes and taxes not yet due and payable, (iii) existing duly
perfected mechanic's, materialmen's, warehousemen's or similar
liens that arise by operation of law to the extent they remain
perfected, (iv) existing secured and perfected finance lease
obligations or purchase money security interest financings, or
permitted to be entered into under the DIP Loan Documents, and (v)
the Carve-Out.
Outstanding advances under the DIP Facility will bear interest at
the Interest Rate of 12.0% per annum as set forth in the DIP Credit
Agreement.
The DIP facility is due and payable on the earlier of:
(a) the entry of a final non-appealable order confirming a
joint Plan or individual Plans of Reorganization in the Cases;
(b) the dismissal of any or all of the Cases or conversion of
any or all of the Cases to a case or cases under Chapter 7 of the
Bankruptcy Code;
(c) December 31, 2024; or
(d) the occurrence of an Event of Default on which date the
Loan will automatically mature and all amounts owing thereunder
will become due and payable.
The Debtors are authorized to use the DIP loan proceeds for ongoing
working capital needs and pay the Debtors' operating costs and
expenses during the pendency of the Chapter 11 cases in accordance
with the terms of the DIP Credit Agreement.
Fab King, LLC is among those that provided prepetition loans to the
Debtors totaling approximately $240,000. Fab King holds alleged
perfected prepetition liens and security interests in substantially
all existing assets of the Debtors.
The U.S Small Business Administration provided prepetition loans
totaling approximately $2.942 million for which the SBA holds
alleged perfected prepetition liens and security interests in
substantially all existing assets of the Debtors.
Square Financial Services, Inc. provided to Debtor Boxer
prepetition loans totaling approximately $295,000, for which Square
holds alleged perfected prepetition liens and security interests in
substantially all existing assets of Boxer.
WebBank is a prepetition lender to Debtor SuperDeluxe for loans
totaling approximately $471,000, for which WebBank holds alleged
perfected prepetition liens and security interests in substantially
all existing assets of SuperDeluxe.
The events that constitute an Event of Default include:
1. The Borrowers' failure to pay punctually when due any of
the Indebtedness, including any payment due under the Note, the
Agreement, or any other DIP Loan Documents or under any other
agreement or document between Lender and Borrowers (except for any
obligations of Borrowers to Lender that were already in existence
on the Petition Date);
2. The default or breach of, or failure to perform or abide
by, any agreement, covenant, representation, or warranty of
Borrowers under this Agreement, any other DIP Loan Documents or
under any other agreement or document between Lender and Borrowers
(except for those which were already in default or breach on the
Petition Date) which, to the extent curable by the actions of
Borrowers, is not cured within 10 days after written notice thereof
from Lender; and
3. Any representation, warranty, certification or statement of
fact of a material nature made by or on behalf of Borrowers
therein, in any other Loan Document, or in any document delivered
in connection therewith will be substantially incorrect or
misleading when made.
A copy of the order is available at https://urlcurt.com/u?l=FhX3uU
from PacerMonitor.com.
About Boxer Ramen
Boxer Ramen LLC and That Good Good LLC, dba SuperDeluxe, are a
small chain of fast casual restaurants in the Portland metropolitan
area.
Boxer Ramen LLC and That Good Good LLC, dba SuperDeluxe, filed
Chapter 11 bankruptcy petitions (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, the Debtors' manager,
signed the petition.
Judge Teresa H. Pearson oversees the cases.
Sussman Shank, LLP serves as the Debtors' bankruptcy counsel.
BRIDGE COMMUNICATIONS: Amends Plan to Include DirectTV Unsec. Claim
-------------------------------------------------------------------
Bridge Communications, LLC, filed with the U.S. Bankruptcy Court
for the Eastern District of Virginia a Second Amended Disclosure
Statement describing Second Amended Plan of Reorganization dated
March 12, 2024.
The Debtor filed its Chapter 11 case to restructure its debt
because it was insolvent and could not make payments to creditors
as they came due. A creditor had filed a lawsuit against the Debtor
shortly before the bankruptcy filing. In order to preserve the
value of the estate and to reorganize its debts, Debtor filed a
Chapter 11 case on March 23, 2023.
The primary assets owned by Debtor are computer equipment, camera
equipment, a client portal, accounts receivable, and bank account.
Debtor's schedules valued the computer equipment and camera
equipment at a total of $35,357.95, based on purchase price.
On March 23, 2023, Debtor filed an emergency bankruptcy petition
listing creditors in the case. On April 6, 2023, Debtor filed its
completed schedules which did not add any additional creditors. On
April 10, 2023, Debtor amended Schedules E/F adding Docusign, Inc.
as an unsecured creditor. On May 3, 2023, Debtor amended Schedules
E/F adding Alltran Financial LP as an unsecured creditor. On May
26, 2023, Debtor amended Schedules E/F adding Mitel as an unsecured
creditor and OnDeck Capital LLC as a secured creditor. On January
5, 2024, Debtor amended Schedules E/F adding the Virginia
Employment Commission as a priority unsecured creditor. On February
20, 2024, Debtor amended Schedules E/F adding DirectTV as an
unsecured creditor.
The Debtor estimates the current value of the equipment at
$19,543.00, based on comparable sales. The accounts receivable due
at the time of filing have since been collected in the amount of
$352,567.00. Debtor's bank account currently holds a balance of
approximately $149,659.00. Debtor estimates the value of the client
portal at approximately $9,000.00.
Class 3 consists of the secured claims of Truist Bank that are
secured by both the Debtor's assets and Tropeano's residence. This
claim shall be paid in full in accordance with the original
contract terms. The Truist Bank claim will be paid over 4 years at
the fixed annual rate of 5.24% from the Effective Date of the Plan
from the net profits of the Debtor.
Class 4 consists of the Allowed Secured Claim of Wilmington Savings
Fund Society ("WSFS"), which is Secured by a first priority lien
against by both the Debtor's assets and Mr. Tropeano's residence.
The Allowed Amount of WSFS's Secured Claim as of the Effective Date
is $496,958.43 (the "WSFS Allowed Amount"). The Debtor shall pay
WSFS Allowed Amount in monthly installments due on the first day of
each month following the Effective Date and comprised of principal
plus interest based on a 7-year amortization at an interest rate
equal to 6.5% per annum.
On the first day of the 60th month after the Effective Date, the
obligations of the Debtor to WSFS shall mature and a single balloon
payment of all remaining principal, accrued interest, and other
fees and expenses incurred after the Effective Date. The Debtor
estimates monthly payments of principal and interest thereon shall
be $7,073.09 per month. Additionally, on the first day of each
month following the Effective Date, the Debtor shall make monthly
installment payments of $500.00 for WSFS to apply to toward the
fees and costs that have accrued on the WSFS loans.
Class 5 consists of all general unsecured claims that were filed or
scheduled above the value of $2,100.00. These claims shall be paid
back at 5 percent of their allowed amount, without interest, over 7
years from the Effective Date of the Plan from the net profits of
the Debtor. The allowed unsecured claims total $1,628,143.69 and
will receive a distribution of $81,628.18.
The source of funds to be distributed pursuant to the Plan are
funds in the Disbursing Account and projected net profits of the
Debtor over 7 years.
A full-text copy of the Second Amended Disclosure Statement dated
March 12, 2024 is available at https://urlcurt.com/u?l=isFNXb from
PacerMonitor.com at no charge.
The Debtor's Counsel:
Ashvin Pandurangi, Esq.
VIVONA PANDURANGI, PLC
211 Park Ave.
Falls Church, Virginia 22046
Tel: (571) 969-6540
Fax: (571) 699-0518
E-mail: ashvinp@vpbklaw.com
About Bridge Communications
Bridge Communications LLC is a video production and communications
company.
Bridge Communications filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. E.D. Va. Case No.
23-10467) on March 23, 2023. The petition was signed by Edward
Tropeano as owner. At the time of filing, the Debtor estimated
$100,000 to $500,000 in assets and $1 million to $10 million in
liabilities.
Judge Brian F. Kenney oversees the case.
Ashvin Pandurangi, Esq., at Vivona Pandurangi, PLC, is the Debtor's
counsel.
BRIGHT HORIZONS: Moody's Alters Outlook on 'B1' CFR to Positive
---------------------------------------------------------------
Moody's Ratings revised the outlook for Bright Horizons Family
Solutions LLC to positive from stable. Concurrently, Moody's
affirmed all ratings for Bright Horizons including its B1 Corporate
Family Rating, B1-PD Probability of Default Rating, as well as the
B1 rating for its senior secured first lien credit facilities
(revolver and term loans). The company's Speculative Grade
Liquidity (SGL) rating remains unchanged at SGL-1.
The revision of the outlook to positive reflects Moody's
expectation that the company's operating performance including
aggregate center occupancy rates will continue to recover in the
fiscal year ended December 2024 (FY24). The company also continues
to generate good free cash flow and has reduced leverage. Bright
Horizons is still recovering from the pandemic in its full service
segment because shifts to more hybrid work arrangements have slowed
the rebound in occupancy rates in the markets the company operates
in. In FY24, Moody's expects the aggregate center occupancy rate to
trend up to the low to mid 60% range, which remains below its
pre-pandemic level that approximates 70+%. Back-Up Care and
Educational Advisory have been the growth engine for the company
since the pandemic with revenue growing from approximately 18% in
2019 to approximately 26% of total revenue in 2023. Total FY24
revenue is expected to grow approximately 10% with Full Service
tuition price increases in the mid-single digits along with the
continued ramp in enrollment, while Back-Up has continued gains on
higher utilization. FY24 EBITDA is expected to grow faster as
margins continue to recover in the full service child centers
segment. With expected earnings growth, Moody's lease adjusted
debt-to-EBITDA leverage is expected to decline from about 4.2x at
year end 2023 to the high 3x by the end of FY24. Moody's last
twelve months (LTM) leverage includes the roughly $107 million of
contingent considerations for the Only About Children acquisition,
which the company paid off in January. Pro forma LTM leverage is
about 4x without the contingent considerations. Additionally,
Moody's expects Bright Horizons to maintain very good liquidity
(SGL-1) over the next year with cash of roughly $72 million at
December 31, 2023, access to the undrawn $400 million revolver due
May 2026 as well as an expectation for free cash flow generation in
the range of $170 million.
Moody's nevertheless affirmed the ratings because the company will
need to execute well to improve center occupancy back to
pre-pandemic levels given the negative impact in the markets it
operates in from greater hybrid work arrangements. Moody's also
believes there is event risk related to acquisitions to bolster the
company's growth and the company will need to maintain financial
policies that sustain lower leverage and improved free cash flow to
debt.
RATINGS RATIONALE
Bright Horizons' B1 CFR broadly reflects its moderately high
leverage with Moody's lease adjusted debt-to-EBITDA of about 4.2x
for the fiscal year ended December 31, 2023 and operating
challenges in the aftermath of the pandemic presented by the shift
in demand due to increasing hybrid work arrangements in the markets
the company operates in. Moody's expects debt-to-EBITDA leverage
will improve to the high 3x range over the next year with continued
earnings recovery. The rating also reflects business risks
including exposure to general economic conditions and cyclical
employment. Additionally, the rating reflects Bright Horizon's
relatively high level of capital expenditures as well as its
history of aggressive share repurchase activities. However, the
rating is supported by the company's market-leading position in the
employer-sponsored child-care industry, good diversification by
customer and industry verticals, and relatively long-term
contracts. A track record of solid free cash flow generation that
has exceeded $120 million in each of the last five years and
Moody's projects will be in the range of $170 million over the next
year drives good operating flexibility and very good liquidity. The
rating also considers favorable long-term demographic social
factors related to increasing percentage of dual income families as
well as increased focus on early childhood education, partially
offset by a declining US birth rate.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The positive outlook reflects Moody's expectation that operating
performance including center occupancy rates will continue to
recover in FY24, which along with debt reduction will result in
improvement in credit metrics and free cash flow.
The ratings could be upgraded if operating performance and earnings
continue to improve with Moody's lease adjusted debt-to-EBITDA
leverage sustained below 4.0x and free cash flow to debt maintained
at over 10%. Additionally, the company would need to demonstrate a
conservative approach with respect to acquisitions, shareholder
distributions and share repurchase activities in order to sustain
lower leverage.
The ratings could be downgraded if operating performance fails to
improve as expected because of enrollment declines, lower pricing
or an increase in costs, or if Moody's lease adjusted
debt-to-EBITDA leverage is sustained above 5.0x. A material
debt-financed acquisition, aggressive share repurchase activity, or
liquidity deterioration could also lead to a ratings downgrade.
The principal methodology used in these ratings was Business and
Consumer Services published in November 2021.
Bright Horizons Family Solutions LLC ("Bright Horizons") is a
provider of employer-based childcare services, back-up dependent
care, and other educational advisory services. As of December 31,
2023, the company had over 1,450 corporate clients across
industries, operated 1,049 childcare and early education centers
(618 in North America, 431 Internationally in the UK, Netherlands,
Australia and India) with the capacity to serve approximately
120,000 children. In FY2023, the publicly traded company generated
approximately $2.418 billion in revenues.
BROADWAY AVENUE: Case Summary & Three Unsecured Creditors
---------------------------------------------------------
Debtor: Broadway Avenue Investments, LLC
737 S Broadway
Los Angeles, CA 90014
Business Description: Broadway Avenue is a Single Asset Real
Estate debtor (as defined in 11 U.S.C.
Section 101(51B)).
Chapter 11 Petition Date: March 19, 2024
Court: United States Bankruptcy Court
Central District of California
Case No.: 24-12081
Judge: Hon. Vincent P Zurzolo
Debtor's Counsel: Derrick Talerico, Esq.
WEINTRAUB ZOLKIN TALERICO & SELTH LLP
11766 Wilshire Blvd Suite 730
Los Angeles, CA 90025
Tel: 424-500-8552
Email: dtalerico@wztslaw.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $10 million to $50 million
The petition was signed by Alan Gomperts as manager.
A full-text copy of the petition containing, among other items, a
list of the Debtor's three unsecured creditors is available for
free at PacerMonitor.com at:
https://www.pacermonitor.com/view/W4KER5Y/Broadway_Avenue_Investments_LLC__cacbke-24-12081__0001.0.pdf?mcid=tGE4TAMA
BURGESS BIOPOWER: Chapter 11 Purchaser Settlement Okayed
--------------------------------------------------------
Alex Wittenberg of Law360 reports that bankrupt New Hampshire power
plant Burgess Biopower LLC will receive a $3.35 million payment
from a power purchaser that allegedly withheld money it owed last
2023, reaching a settlement agreement between the parties that won
a Delaware federal judge's blessing on Tuesday, February 27, 2024.
About Burgess BioPower
The Debtors comprise renewable energy power companies that own and
operate a 75-megawatt biomass-fueled power plant (the "Facility")
located on an approximately 62-acre site in Berlin, New Hampshire
(the "Facility Site"). 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.
CALSELECT INSURANCE: Court OKs Interim Cash Collateral Access
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California,
Santa Ana Division, authorized Calselect Insurance Services to use
the cash collateral of Wintrust Agent Finance, a division of Lake
Forest Bank & Trust Company, N.A. and provide adequate protection.
As previously reported by the Troubled Company Reporter, Calselect
Insurance Services' is not in bankruptcy because of its lack of
profitability. The issue in this case, and the cause of the
bankruptcy filing, is that the Debtor is liable on co-debtor
obligations created by Sean and Heidi McMullin's purchase of pizza
parlor locations in a different company, Pizza Fuoco Inc., which
failed. Co-debtor obligations include liabilities to Secured
Creditor Wintrust and Mission Valley Bank which are the only
creditors in the case.
The Debtor entered into a Business Loan Agreement with Allstate
Finance Company, LLC on September 28, 2018. The principal loan
balance was $1.878 million, with an interest rate of 5.750%. The
Debtor was to pay 119 payments of $20,620 with an irregular last
payment of $20,620.
Allstate Finance filed a UCC Financing Statement securing the loan
on January 2, 2018. The Loan was sold to Wintrust on November 15,
2021.
Wintrust filed a UCC Financing Statement Amendment assigning the
lien to Wintrust. The Debtor refinanced the Loan on March 14, 2022,
to obtain a lower interest rate. Under the refinanced loan, the
principal amount is $1.375 million with an interest rate of 4.750%.
The Debtor is to make 79 payments of $20,086 with the final payment
due on November 15, 2028. The Debtor is current on loan payments
with the last payment made on or about February 20. The loan
balance as of February 2, 2024, was $1,039 million.
The Debtor proposed that Wintrust be paid an adequate protection
payment equal to the Loan's contractual monthly payment of $20,086.
These payments are provided for in the Budget. The Debtor also
proposes to give Wintrust a post-petition lien replacement on all
of its cash and accounts receivable up to the value of the cash
collateral actually used post-petition.
A copy of the motion is available at https://urlcurt.com/u?l=TZGUAR
from PacerMonitor.com.
About Calselect Insurance Services
Calselect Insurance Services is an Allstate insurance agency that
offers personal and commercial lines of insurance.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. C.D. Cal. Case No. 8:24-bk-10574-SC) on
March 8, 2024. In the petition signed by Sean McMullin, president
and secretary, the Debtor disclosed up to $10 million in both
assets and liabilities.
Judge Scott C. Clarkson oversees the case.
Andy C. Warshaw, Esq., at Financial Relief Law Center, APC,
represents the Debtor as legal counsel.
CAMBER ENERGY: Terminates MIPA With RESC Renewables
---------------------------------------------------
Camber Energy, Inc. disclosed in a Form 8-K filed with the
Securities and Exchange Commission that the Company and RESC
Renewables Holdings, LLC agreed by mutual consent and pursuant to
the terms of a termination agreement to terminate the Membership
Interest Purchase Agreement (the "MIPA") effective March 13, 2024,
subject to the survival of certain confidentiality obligations.
The Company entered into the MIPA with RESC Renewables, as seller,
to acquire all of the membership interests of New Rise Renewables,
LLC upon the terms and conditions specified in the MIPA.
About Camber Energy
Based in Houston, Texas, Camber Energy, Inc. --
http://www.camber.energy/-- is a growth-oriented diversified
energy company. Through its majority-owned subsidiary, Camber
provides custom energy & power solutions to commercial and
industrial clients in North America and owns interests in oil and
natural gas assets in the United States. The company's
majority-owned subsidiary also holds an exclusive license in Canada
to a patented carbon-capture system, and has a majority interest
in: (i) an entity with intellectual property rights to a fully
developed, patent pending, ready-for-market proprietary Medical &
Bio-Hazard Waste Treatment system using Ozone Technology; and (ii)
entities with the intellectual property rights to fully developed,
patent pending, ready-for-market proprietary Electric Transmission
and Distribution Open Conductor Detection Systems.
Camber Energy reported a net loss attributable to the company of
$107.74 million for the year ended Dec. 31, 2022, a net loss
attributable to the company of $169.68 million for the year ended
Dec. 31, 2021, compared to a net loss attributable to the company
of $52.01 million for the nine months ended Dec. 31, 2020.
In its Quarterly Report for the three months ended Sept. 30, 2023,
Camber Energy disclosed that the Company had a stockholders' equity
of $29,189,192, long-term debt of $38,849,855 and a working capital
deficiency of $9,451,778 as of Sept. 30, 2023. The Company said
these conditions raise substantial doubt regarding the Company's
ability to continue as a going concern. The Company's ability to
continue as a going concern is dependent upon its ability to
utilize the resources in place to generate future profitable
operations, to develop additional acquisition opportunities, and to
obtain the necessary financing to meet its obligations and repay
its liabilities arising from business operations when they come
due. Management believes the Company may be able to continue to
develop new opportunities and may be able to obtain additional
funds through debt or equity financings to facilitate its business
strategy; however, there is no assurance of additional funding
being available.
CBDMD INC: Consolidates Warehouse and Executive Offices
-------------------------------------------------------
cbdMD, Inc. reported in a Form 8-K filed with the Securities and
Exchange Commission that effective March 20, 2024, its executive
offices are located at 2101 Westinghouse Blvd Suite A, Charlotte,
NC, which facilities have also served as its warehouse facilities
since November 2019. The consolidation of the Company's warehouse
facilities and executive offices is consistent with management's
efforts to rationalize and right size its expenses across all areas
of its business and operations. The new executive office
facilities are sufficient to maintain its current operations.
Commencing August 2019, the Company's executive offices have been
located at 8845 Red Oak Blvd, Charlotte, NC which the Company
sub-leases under a sublease agreement dated July 11, 2019 which
expires December 2026 and the Company is currently behind in lease
payments on the Red Oak Sublease, receiving a default notice from
HSKL, Inc., in September 2023.
Effective March 20, 2024 the Company entered into a License
Agreement, dated as of March 14, 2024, by and between cbdMD, Inc.
and HSKL, Inc. and Lease Forbearance Agreement, dated as of March
14, 2024, by and between cbdMD, Inc. and HSKL, Inc. Under the
License Agreement the Company has granted HSKL a license to possess
and use a portion of the Red Oak Facilities until the earlier of
(i) the termination of the Forbearance Agreement and (ii) July 31,
2024. The termination of the License Agreement will result in
termination of the Red Oak Sublease. Pursuant to the Forbearance
Agreement HSKL has agreed to forbear from proceeding to exercise
its remedies against us under the Red Oak Sublease, and the
declaration of default related to past due rent in consideration of
the following payments to HSKL: $80,000 upon the execution of the
Forbearance Agreement, followed by four monthly payments of
$40,000. HSKL's forbearance shall extend to the Termination Date
and HSKL shall dismiss (without prejudice) a Complaint in Summary
Ejectment filed in Mecklenburg County, North Carolina on Feb. 27,
2024. In the event of the Company's breach of any of the
conditions of the Forbearance Agreement, HSKL's obligation to
forbear shall cease, and HSKL may immediately exercise any and all
of its rights or remedies at law, in equity or under the Red Oak
Sublease.
About cbdMD, Inc.
Headquartered in Charlotte, NC, cbdMD, Inc. -- www.cbdmd.com --
owns and operates the nationally recognized CBD (cannabidiol)
brands cbdMD, Paw CBD and cbdMD Botanicals. Its mission is to
enhance its customer's overall quality of life while bringing CBD
education, awareness and accessibility of high quality and
effective products to all. Company sources cannabinoids,
including CBD, which are extracted from non-GMO hemp grown on farms
in the United States.
Charlotte, North Carolina-based Cherry Bekaert LLP, the Company's
auditor since 2016, issued a "going concern" qualification in its
report dated Dec. 22, 2023, citing that the Company has
historically incurred losses, including a net loss of approximately
[$23 million] in the current year, resulting in an accumulated
deficit of approximately $174 million as of Sept. 30, 2023. These
conditions raise substantial doubt about the Company's ability to
continue as a going concern.
"The Company's working capital position may not be sufficient to
support the Company's daily operations for the twelve months
subsequent to the issuance of these annual financial statements.
The Company's ability to continue as a going concern is dependent
upon its ability to improve profitability and the ability to
acquire additional funding. These and other factors raise
substantial doubt about the Company's ability to continue as a
going concern within twelve months after the date that the annual
financial statements are issued," the Company said in its Quarterly
Report for the quarter ended Dec. 31, 2023.
CITIUS PHARMACEUTICALS: FDA Accepts BLA Resubmission for LYMPHIR
----------------------------------------------------------------
Citius Pharmaceuticals, Inc. announced that the U.S. Food and Drug
Administration (FDA) has accepted the resubmission of the Company's
Biologics License Application (BLA) for LYMPHIR (denileukin
diftitox), an IL-2-based immunotherapy for the treatment of
patients with relapsed or refractory cutaneous T-cell lymphoma
(CTCL) after at least one prior systemic therapy. The FDA has
assigned a PDUFA goal date of Aug. 13, 2024.
"The acceptance of the BLA resubmission reflects the completeness
of our response to the enhanced product testing and additional
controls highlighted by the FDA in their July 2023 CRL. No
concerns relating to safety or efficacy were noted in the letter,
and we remain confident in the robustness of the clinical data
package included with the initial BLA submission," stated Leonard
Mazur, Chairman and CEO of Citius.
"We believe there remains a critical unmet need for an additional
viable treatment option for patients with relapsed or refractory
CTCL as current therapies are non-curative. We are grateful for
the FDA's vital support for rare disease drug development as we
work to expand treatment options for patients with cutaneous T-cell
lymphoma. We look forward to the FDA's decision and the potential
benefit LYMPHIR may provide patients with relapsed or refractory
CTCL," added Mazur.
The BLA is supported by a pivotal Phase 3 study (NCT01871727). The
resubmission follows dialog with the FDA resulting from a Complete
Response Letter (CRL) received on July 28, 2023. Citius believes
it has addressed enhanced product testing and additional
manufacturing controls noted in the letter. There were no safety
or efficacy issues cited and no additional trials required.
About Citius Pharmaceuticals Inc.
Headquartered in Cranford, NJ, Citius Pharmaceuticals, Inc. --
http://www.citiuspharma.com-- is a late-stage pharmaceutical
company dedicated to the development and commercialization of
first-in-class critical care products with a focus on oncology,
anti-infectives in adjunct cancer care, unique prescription
products and stem cell therapy.
Boston, Massachusetts-based Wolf & Company, P.C., the Company's
auditor since 2014, issued a "going concern" qualification in its
report dated Dec. 29, 2023, citing that the Company has suffered
recurring losses and negative cash flows from operations and has a
significant accumulated deficit. These conditions raise
substantial doubt about the Company's ability to continue as a
going concern.
COFFEE HOLDING: Reports $351,024 Net Income in First Quarter
------------------------------------------------------------
Coffee Holding Co., Inc. filed with the U.S. Securities and
Exchange Commission its Quarterly Report on Form 10-Q reporting
$351,024 in net income attributable to the Company for the three
months ended January 31, 2024 compared to $532,103 in net loss
attributable to the Company for the three months ended January 31,
2023.
As of January 31, 2024, the Company had $37.6 million in total
assets, $13.5 million in total liabilities, and $24.1 million in
total equity.
As of October 31, 2023, the Company's line of credit of $9.6
million becomes due in June 2024, for which the Company will seek
to obtain a renewal of the financing arrangement. There were
certain financial covenants that the Company is in violation. The
Company has not received a waiver from the lender. The lender has
reserved its rights and remedies at any time in its sole
discretion. As of January 31, 2024, the Company is back in
compliance with those financial covenants, however there are
uncertainties surrounding the ability to receive a waiver and
extending its line of credit when becomes due. These uncertainties
raise substantial doubt as to whether existing cash and cash
equivalents will be sufficient to meet its obligations as they
become due within the next 12 months. The current balance
outstanding as of March 6, 2024 is $4.7 million. The Company
continues to expand its customer base, which is expected to
increase margins and profitability in future periods. However,
there can be no assurance of such continued success.
A full-text copy of the Company's Form 10-Q is available at
https://tinyurl.com/ypcnazdr
About Coffee Holding Co.
Staten Island, NY-based Coffee Holding Co., Inc. is an integrated
wholesale coffee roaster and dealer located in the United States.
New York, NY-based Marcum LLP, the Company's auditor from 2013 to
2021 and subsequently reappointed in 2022, issued a "going concern"
qualification in its report dated Feb. 9, 2024, citing that the
Company's line of credit is maturing on June 30, 2024 and
additionally there are certain financial covenants that the Company
are in violation with the lender. The Company has not received a
waiver from the lender. The lender has reserved its right to
exercise its rights and remedies at any time in its sole
discretion. The uncertainties surrounding the ability to receive a
waiver and extending its line of credit when it becomes due raise
substantial doubt as to whether existing cash and cash equivalents
will be sufficient to meet its obligations as they become due
within 12 months from the date the consolidated financial
statements were issued.
COINBASE GLOBAL: Moody's Affirms B2 CFR & Alters Outlook to Stable
------------------------------------------------------------------
Moody's Ratings affirmed Coinbase Global, Inc.'s B2 corporate
family rating and B1 backed senior unsecured notes' ratings.
Coinbase's outlook was changed to stable from negative.
RATINGS RATIONALE
Moody's said the affirmation of Coinbase's ratings and change in
outlook to stable from negative reflect its improving profitability
and liquidity following the successful execution of its prudent
expense management strategy and the ongoing revenue benefits
associated with more favorable crypto market dynamics and higher
interest rates. Coinbase's improved profitability and liquidity
will better allow it to handle the potential outcomes of securities
regulators complaints and allegations regarding some of its
activities, said Moody's.
Moody's noted that Coinbase's free cash flow generation improved
over the course of 2023 largely due to a significant reduction in
operating expenses. Coinbase's management achieved the majority of
its expense reductions through workforce reductions of around 2,000
employees. As of year-end 2023, the firm had 3,416 employees,
compared to almost 5,000 as of the end of Q2 2022. As a result of
the improved free cash flow generation Coinbase's liquidity profile
has proven more resilient than Moody's previously expected. At
year-end 2023 the firm had $5.7 billion in total available liquid
resources (composed of cash and USDC, an asset-backed stablecoin),
up from $5.5 billion at year-end 2022 and compared to $3 billion in
total debt ($1.273 billion in 2026 convertible notes (unrated), $1
billion in 2028 senior guaranteed notes and $737 million in 2031
senior guaranteed notes).
To date, Coinbase has used modest amounts of its liquidity to
opportunistically repurchase $427 million of its long-term debt at
a 29% discount to par value (costing it $304 million in cash).
Moody's said that the firm's enhanced cash flow generation has
allowed it to lower its debt burden in this way without impairing
its cash resources, a credit positive development. On March 18,
2024, Coinbase issued $1.265 billion in convertible senior
unsecured notes due 2030 (unrated). While this issuance has
temporarily increased Coinbase's debt burden, Moody's expects the
proceeds from this issuance to be earmarked for future debt
repayment. "Moody's expect Coinbase to conduct its debt repurchases
prudently and opportunistically and to prioritize the repayment of
nearing maturities," said Fadi Abdel Massih, Moody's Vice
President-Senior Credit Officer. "Moody's also expect management to
maintain a prudent and creditor-friendly approach in managing its
future growth," said Massih.
Moody's said the preservation of existing cash resources and
avoiding a higher debt burden are core components for Coinbase to
maintain its existing level of creditworthiness, given its ongoing
regulatory and legal challenges. In June 2023 the US Securities and
Exchange Commission (SEC) filed a complaint against Coinbase that
alleges Coinbase has been operating as an unregistered securities
broker, national securities exchange, and clearing agency, and for
failing to register the offer and sale of its crypto asset
staking-as-a-service program. Following the SEC's complaint, a
multi-state task force of a number of US State securities
regulators filed a Show Cause Order against Coinbase alleging
similar violations to securities laws as in the SEC's complaint, in
relation to staking services.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Moody's said that Coinbase's ratings could be upgraded should there
be evidence of: 1) resolution of regulatory charges in a manner
that does not significantly adversely affect Coinbase's revenue
streams, cost base and liquidity; 2) achieving revenue
diversification through an increase in non-transactional revenue
streams that are not tied to the macroeconomic environment and
interest rate levels, without adding significant incremental credit
risk.
Factors that could lead to a downgrade of Coinbase's ratings
include: 1) a substantial decline in the company's liquidity
position, including due to the incurrence of significant regulatory
penalties, or the significant incremental deployment of cash
resources into areas other than debt repayment; 2) a strategic or
mandated revamp of its business model, leading to lower revenue or
increased costs and a failure to return to relatively healthy free
cash flow generation; 3) a further substantial and sustained
reduction in revenues not offset by prudent expense management.
The principal methodology used in these ratings was Securities
Industry Service Providers published in February 2024.
COLYTON INVESTMENTS: Case Summary & Five Unsecured Creditors
------------------------------------------------------------
Debtor: Colyton Investments, LLC
421 Colyton Street
Los Angeles, CA 90013
Business Description: Colyton Investments is a Single Asset Real
Estate debtor (as defined in 11 U.S.C.
Section 101(51B)).
Chapter 11 Petition Date: March 19, 2024
Court: United States Bankruptcy Court
Central District of California
Case No.: 24-12080
Judge: Hon. Vincent P. Zurzolo
Debtor's Counsel: Derrick Talerico, Esq.
WEINTRAUB ZOLKIN TALERICO & SELTH LLP
1766 Wilshire Blvd Suite 730
Los Angeles, CA 90025
Tel: 424-500-8552
E-mail: dtalerico@wztslaw.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Sue Halevy as manager.
A full-text copy of the petition containing, among other items, a
list of the Debtor's five unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/WXAH3XY/Colyton_Investments_LLC__cacbke-24-12080__0001.0.pdf?mcid=tGE4TAMA
COMM 2013-CCRE12: Case Summary & Five Unsecured Creditors
---------------------------------------------------------
Debtor: COMM 2013-CCRE12 K Street NW, LLC
2900 K Street NW
Washington, DC 20007
Business Description: The Debtor is primarily engaged in renting
and leasing real estate properties.
Chapter 11 Petition Date: March 19, 2024
Court: United States Bankruptcy Court
District of Columbia
Case No.: 24-00082
Judge: Hon. Elizabeth L. Gunn
Debtor's Counsel: Stephen K. Gallagher, Esq.
VENABLE LLP
1850 Towers Crescent Plaza, Suite 400
Tysons, Virginia 22182
Tel: 703-760-1600
Fax: 703-821-8949
Email: skgallagher@venable.com
Estimated Assets: $500,000 to $1 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Edward Birsic as authorized signatory.
A full-text copy of the petition containing, among other items, a
list of the Debtor's five unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/LBAPOSI/COMM_2013-CCRE12_K_Street_NW_LLC__dcbke-24-00082__0001.0.pdf?mcid=tGE4TAMA
COMTECH TELECOM: Reports $10.6M Net Loss in Second Quarter
----------------------------------------------------------
Comtech Telecommunications Corp. filed with the U.S. Securities and
Exchange Commission its Quarterly Report on Form 10-Q reporting a
net loss of $10.6 million for the three months ended January 31,
2024 compared to a net loss of $4.8 million for the three months
ended January 31, 2023.
For the six months ended January 31, 2024, the Company incurred a
net loss of $12 million compared to a net loss of $16 million for
the six months ended January 31, 2023
As of January 31, 2024, the Company has $996.8 million in total
assets, $423.3 million in total liabilities, $166.5 million in
commitments and contingencies, and $407 million in total
stockholders' equity.
A full-text copy of the Company's Form 10-Q is available at
https://tinyurl.com/5es3d2tn
About Comtech Telecommunications
Headquartered in Huntington, New York, Comtech Telecommunications
Corp. designs, develops, and manufactures technology electronic
products and systems.
In the Company's Form 10-Q report for the quarterly period ended
October 31, 2023, it expressed that there is substantial doubt
about its ability to continue as a going concern.
Comtech's current cash and liquidity projections raise substantial
doubt about its ability to continue as a going concern. The Company
has evaluated whether there are any conditions or events,
considered in the aggregate, that raise substantial doubt about its
ability to continue as a going concern over the next 12 months.
Based on its current business plans, including projected capital
expenditures, the Company does not believe its current level of
cash and cash equivalents or liquidity expected to be generated
from future cash flows will be sufficient to fund its operations
over the next 12 months and repay current obligations under the
Credit Facility, raising substantial doubt about the Company's
ability to continue as a going concern as of the date of this
Quarterly Report on Form 10-Q. Although the Company is actively
pursuing strategies to mitigate these conditions and events and
alleviate such substantial doubt about its ability to continue as a
going concern, there can be no assurance that the Company's plans
will be successful.
CONSTRUCTION ALLSTARS: Hires Wade Kricken as Special Counsel
------------------------------------------------------------
Construction Allstars, LLC seeks approval from the U.S. Bankruptcy
Court for the Northern District of Texas to employ Wade Kricken,
Attorney at Law as special counsel.
The Debtor needs the firm's legal assistance in connection with
pursuing claims and causes of action for insurance recoveries (Case
No. 22-8986-431) pending in the 431st Judicial District Court of
Denton County, Texas; and (Cause No. 93211) pending in the Hunt
County Judicial District Court.
The firm will be paid at the rate of $300, and a retainer of
$1,500.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
As disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Wade Kricken, Esq.
4261 E. University Drive, Suite 30-261
Prosper, TX 75078
Tel: (214) 418-1187
Fax: (214) 593-3108
Email: wade@krickenlawfirm.com
About Construction Allstars, LLC
Construction All Stars, LLC sought protection under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. N.D. Texas Case No. 23-32446) on
Oct. 26, 2023, with $500,001 to $1 million in assets and $1,000,001
to $10 million in liabilities. The petition was filed pro se.
Judge Scott W. Everett oversees the case.
CRESCENT ENERGY: Moody's Rates New Senior Unsecured Notes 'B1'
--------------------------------------------------------------
Moody's Ratings assigned a B1 rating to Crescent Energy Finance
LLC's proposed senior unsecured notes. Crescent's other ratings,
including its Ba3 Corporate Family Rating and existing senior
unsecured notes rating of B1, and stable outlook remain unchanged.
Crescent will use net proceeds from its proposed notes offering to
refinance its $700 million of senior unsecured notes due 2026.
"Crescent's refinancing benefits the company's credit profile by
extending its debt maturities," commented Jonathan Teitel, a
Moody's Vice President and Senior Analyst.
RATINGS RATIONALE
Crescent's senior unsecured notes are rated B1, which is one notch
below the CFR, reflecting their effective subordination to the
secured revolver.
Crescent's Ba3 CFR reflects low leverage and meaningful scale, with
concentrations in Texas and the Rockies. The vast majority of
Crescent's reserves are proved developed, and the company is
focused on producing assets with low decline rates, with
development inventory in the Eagle Ford and Uinta. Crescent uses
acquisitions to drive growth and its platform is well positioned to
benefit from further consolidation. Important to the company's
credit profile will be financing future acquisitions with a balance
of long-term debt and equity as well as using free cash flow to
maintain low leverage. The company has a long-term leverage target
of 1x but could temporarily go up to 1.5x in conjunction with the
financing of acquisitions. The company hedges a portion of its
production, increasing visibility into cash flow. Moody's expect
Crescent will continue to pursue acquisitions, focusing on those
that are complementary to its existing portfolio of assets, and to
continue the return of capital to shareholders, doing both in a
disciplined manner that preserves the company's strong balance
sheet and liquidity.
Crescent's SGL-1 rating reflects Moody's expectation that Crescent
will maintain very good liquidity through mid-2025. As of December
31, 2023, the company $23.5 million in borrowings on its RBL
revolver due 2027 (and $14 million in outstanding letters of credit
under the facility). The revolver has $1.3 billion of elected
commitments and a $2 billion borrowing base. The revolver's
financial covenants are comprised of a maximum leverage ratio of
3.5x and a minimum current ratio of 1x. Moody's expects the company
to maintain compliance with these covenants through mid-2025.
The stable outlook reflects Moody's expectation for Crescent to
sustain production levels, and to maintain strong credit metrics
and very good liquidity.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING
Factors that could lead to an upgrade include a substantial
increase in scale; sustained low leverage and strong credit
metrics; consistent positive free cash flow generation and
maintenance of strong liquidity and conservative financial
policies; retained cash flow (RCF) to debt remaining above 50%; and
a leveraged full cycle ratio (LFCR) above 2x.
Factors that could lead to a downgrade include a meaningful decline
in production; large increases in leverage; RCF/debt below 35%; an
LFCR approaching 1x; or weakening liquidity.
Crescent Energy Finance LLC (Crescent), headquartered in Houston,
Texas, is a subsidiary of publicly traded Crescent Energy Company,
an independent exploration and production company. KKR has an
ownership interest (held by an indirect subsidiary of KKR & Co.
Inc.) in Crescent, manages some funds with ownership stakes in
Crescent, and also manages Crescent.
The principal methodology used in this rating was Independent
Exploration and Production published in December 2022.
CRESCENT ENERGY: S&P Rates $700MM Senior Unsecured Notes 'BB-'
--------------------------------------------------------------
S&P Global Ratings assigned its 'BB-' issue-level rating and '2'
recovery rating to U.S.-based crude oil and natural gas exploration
and production company Crescent Energy Co.'s proposed $700 million
senior unsecured notes due 2032. The notes will be issued by
subsidiary Crescent Energy Finance LLC. The '2' recovery rating
indicates S&P's expectation for substantial (70%-90%; capped at
85%) recovery of principal by creditors in the event of a payment
default.
Crescent will use the proceeds to fund the redemption of its
existing $700 million 7.25% senior unsecured notes due 2026 and for
general corporate purposes. The company has announced a tender
offer for its 2026 notes at 101.883.
S&P's 'B+' issuer credit rating and stable outlook on the company
are unchanged.
ISSUE RATINGS--RECOVERY ANALYSIS
Key analytical factors
-- S&P's simulated default scenario assumes a sustained period of
low commodity prices, which is consistent with the conditions of
past defaults in the sector.
-- S&P base its valuation of Crescent's reserves on a
company-provided PV-10 as of year-end 2023, using our recovery
price deck assumptions of $50 per barrel for West Texas
Intermediate oil and $2.50 per million Btu for Henry Hub natural
gas.
-- S&P's analysis assumes the company's reserve-based lending
(RBL) facility, which matures in 2027, would be fully drawn at
default. S&P has assumed the elected commitment amount remains $1.3
billion.
-- In S&P's default scenario, it expects the claims on the
unsecured notes to be subordinated to the claims relating to the
RBL facility. The unsecured notes will be guaranteed by the same
operating subsidiaries that guarantee the RBL facility.
-- S&P assumes that the company's existing $700 million senior
unsecured notes due 2026 are fully repaid with proceeds from the
new issuance.
Simulated default assumptions
-- Simulated year of default: 2028
-- Jurisdiction (Rank A): The company is headquartered in the U.S.
and all of its revenue and assets are located in the U.S.
Simplified waterfall
-- Net enterprise value (after 5% administrative costs): $3.5
billion
-- First-lien claims: $1.3 billion
--Recovery expectations: Not applicable
-- Remaining value available to unsecured debt claims: $2.2
billion
-- Unsecured debt claims: $1.8 billion
--Recovery expectations: Capped at 70%-90% (rounded estimate:
85%)
Note: All debt amounts include six months of prepetition interest.
S&P caps its recovery ratings on the unsecured debt of issuers in
the 'B' rating category at '2' to reflect the likelihood that they
will issue additional priority or pari passu debt on the path to
default.
CRUSH WINE: Voluntary Chapter 11 Case Summary
---------------------------------------------
Debtor: Crush Wine, LLC
d/b/a Crush Wine Bar
3911 Ambrosia Street #102
Castle Rock, CO 80109
Business Description: Crush Wine is a local and family-owned
wine bar & resturant.
Chapter 11 Petition Date: March 19, 2024
Court: United States Bankruptcy Court
District of Colorado
Case No.: 24-11198
Judge: Hon. Kimberley H Tyson
Debtor's Counsel: Jonathan M. Dickey, Esq.
KUTNER BRINEN DICKEY RILEY PC
1660 Lincoln Street, Suite 1720
Denver, CO 80264
Tel: 303-832-2400
Email: jmd@kutnerlaw.com
Total Assets: $62,222
Total Liabilities: $1,047,097
The petition was signed by James Lewis as president.
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/5EGZTHI/Crush_Wine_LLC__cobke-24-11198__0001.0.pdf?mcid=tGE4TAMA
CT TECHNOLOGIES: S&P Rates Amend-And-Extend Credit Facility 'B'
---------------------------------------------------------------
S&P Global Ratings assigned its 'B' issue-level rating and '2'
recovery rating to Georgia-based CT Technologies Intermediate
Holdings Inc.'s (Datavant) proposed amend-and-extend credit
facilities. The company intends to upsize its revolving credit
facility to $100 million from $50 million and extend the maturity
of its $652 million term loan and its revolver by three years to
December 2028. The amend-and-extend transaction will enhance
Datavant's liquidity position and address its looming 2025
maturities. S&P's 'B-' issuer credit rating on Datavant and stable
outlook are unchanged.
The company's performance improved in the second half of 2023.
Furthermore, a capital raise from parent Heracles Parent LLC in
December 2023 bolstered its liquidity position through incremental
cash infusion and the repayment of a $60 million demand note held
by a separate subsidiary.
S&P said, "We expect operating performance to continue improving in
2024, with healthy top-line growth of mid-single-digit percent and
EBITDA margin expansion of over 300 basis points (bps). This is due
to Datavant's ongoing shift toward digital records retrieval, as
well as cost-reduction activities from last year. Meanwhile, we
anticipate the seasonal volatility of Datavant's cash flow to
moderate, with more limited reliance on its revolver.
"Despite improving performance, S&P Global Ratings-adjusted
leverage will remain well over 10x because our calculation of debt
includes its $1.4 billion of payment-in-kind (PIK) preferred equity
in addition to contingent considerations and lease liabilities."
ISSUE RATINGS--RECOVERY ANALYSIS
Key analytical factors
-- Datavant's proposed amended debt capitalization includes a $100
million revolving credit facility and a $652 million first-lien
term loan, which will be due December 2028. The debt ranks pari
passu.
-- S&P's rating on the company's first-lien credit facilities is
'B' and the recovery rating is '2'.
-- CT Technologies Intermediate Holdings Inc. and Smart Holdings
Corp. are the borrowers under the credit agreement.
-- Heracles Parent LLC, the ultimate parent of the borrowers, is
the issuer of the preferred equity securities. The preferred equity
does not benefit from subsidiary guarantees and ranks junior to the
senior secured credit facilities.
-- S&P's simulated default contemplates poor business execution, a
breach of Datavant's security infrastructure, and regulatory
compliance requirements that lead to customer losses and financial
stress. This results in a default in 2026.
-- S&P believes Datavant would reorganize as a going concern
because of its established relationships with key customers and its
propriety intellectual property.
Simulated default assumptions
Jurisdiction: U.S.
Simulated year of emergence: 2026
EBITDA at emergence: $86 million
EBITDA multiple: 6.5x
Estimated gross emergence value (EV): $560 million
Simplified waterfall
Net EV (after 5% administrative expenses): $532 million
Valuation split (obligors/nonobligors): 100%/0%
Estimated secured debt claims: $753 million
--Recovery expectations: 70%-90% (rounded estimate: 70%)
*All debt amounts include six months of prepetition interest and
fees.
CURO GROUP: Daniel Kirsche Quits as Chief Technology Officer
------------------------------------------------------------
CURO Group Holdings Corp. reported in a Form 8-K filed with the
Securities and Exchange Commission that Daniel Kirsche has resigned
from his position as chief technology officer of the Company
effective April 1, 2024.
The Company and Mr. Kirsche entered into a Separation and Release
Agreement effective as of March 12, 2024, the terms of which are
consistent with the separation terms included in Mr. Kirsche's
Employment and
Non-Competition Agreement dated June 30, 2021.
About Curo Group
Headquartered in Chicago, IL, Curo Group Holdings COrp. is a
tech-enabled, omni-channel consumer finance company serving a full
spectrum of non-prime, near-prime and prime consumers in portions
of the U.S. and Canada. CURO was founded over 25 years ago to meet
the growing needs of consumers looking for alternative access to
credit. The Company continuously updates its products and
technology platform to offer a variety of convenient, accessible
financial and loan services.
Curo Group reported a net loss of $185.48 million for the year
ended Dec. 31, 2022. As of Dec. 31, 2022, the Company had $2.79
billion in total assets, $2.84 billion in total liabilities, and a
total stockholders' deficit of $54.13 million.
* * *
As reported by the TCR on Mar. 7, 2024, S&P Global Ratings lowered
its issuer credit rating on Curo Group Holdings Corp. to 'SD' from
'CCC-'. S&P also lowered its issue ratings on the company's
1.5-lien and junior notes to 'D' from 'CC' and 'C', respectively.
"The downgrade reflects that Curo has not made interest payments
for its 1.5-lien notes and junior notes within 30 days of their due
date of Feb. 1, 2024, which we view as an event of default. The
company is in discussions with its lenders and key stakeholders
regarding a potential comprehensive financial restructuring. It
also entered in forbearance agreements on March 1, 2024, with its
noteholders, which will end on the earlier of March 18, 2024, or
the occurrence of specified events. Curo also received waivers from
the lenders of its senior 1.0-lien term loan and funding debt for
the cross-defaults and potential breach of the $75 million minimum
liquidity covenant requirement."
As reported by the TCR on Feb. 15, 2024, Moody's Investors Service
has downgraded Curo Group Holdings Corp.'s corporate family rating
to Ca from Caa2. The rating downgrades reflect the very high
likelihood of default with respect to Curo's outstanding corporate
debt given the firm's constrained liquidity, high leverage and weak
earnings.
D&H BROADCASTING: Hires Frank F. Mooney as Accountant
-----------------------------------------------------
D&H Broadcasting LLC seeks approval from the U.S. Bankruptcy Court
for the District of Nevada to employ Frank F. Mooney, CPA as
accountant.
The firm will provide these services:
a. prepare the Debtor's 2023 Income Tax Returns;
b. review the Debtor's books of record and Financial Statements
for general accuracy as part of our preparation of the 2023 Income
Tax Return, prepare journal entries as needed;
c. prepare the monthly court reporting form, and review client
prepared bank reconciliations; and
d. provide and assist in any other service as needed by the
Bankruptcy Court, or deemed necessary by the firm.
The firm will be paid at these rates:
Accountant $165 per hour
Staffs $55 per hour
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Mr. Mooney 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:
Frank F. Mooney, CPA
8096 North Lake Blvd.
Kings Beach, CA 96143
Tel: (530) 546-5912
Fax: (530) 546-3709
Email: fmooneycpa@sbcglobal.net
About D&H Broadcasting LLC
D&H Broadcasting LLC, filed a Chapter 11 bankruptcy petition
(Bankr. D. Nev. Case No. 23-50986) on December 29, 2023, disclosing
under $1 million in both assets and liabilities.
The Debtor is represented by HARRIS LAW PRACTICE LLC.
DAY ONE DISTRIBUTION: Wins Interim Cash Collateral Access
---------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Texas,
Houston Division, authorized Day One Distribution LLC and Zero Day
Nutrition Company to use cash collateral, on an interim basis, in
accordance with the budget, with a 10% variance.
The Debtors initiated the Bankruptcy Cases due to a serious cash
flow problem created by significant daily deductions from various
MCA Lenders.
Prepetition MCA Lenders require daily withdrawals from the bank
accounts of DOD Debtor and ZD Debtor. The aggregate amount of the
monthly withdrawals increased over time to more than $300,000,
which greatly exceeded the Debtors' capacity and created
significant cash flow issues. The company soon became unable to pay
its ongoing expenses.
Additionally, several of the MCA Lenders recently contacted some
customers of Debtors, instructing that payments be diverted from
Debtors directly to the MCA Lenders. These actions have left the
company with very little cash for operations, thereby prompting
these Chapter 11 bankruptcy filings.
On August 28, 2020, DOD Debtor entered into a Loan Authorization
and Agreement and related documents with U.S. Small Business
Administration whereby this lender provided a loan of $52,400. The
SBA Loan is secured by a first lien on substantially all assets of
DOD Debtor. As of the Petition Date, the outstanding balance owed
with respect to SBA Loan is approximately $56,395.
Further, on September 27, 2022, DOD Debtor entered into a Growth
Line of Credit Agreement with Ampla LLC, with the highest
outstanding balance being $1.414 million. Ampla Loan is secured by
a second lien on all assets of DOD Debtor. As of the Petition Date,
the outstanding balance owed with respect to Ampla Loan is
approximately $637,620.
Additionally, in May 2023, DOD Debtor entered into a three
agreements with Ouiby Inc., with the original aggregate balance of
approximately $841,646. The Ouiby Agreements were each originally
secured by liens on specific consigned inventory of DOD Debtor.
However, on February 16, 2024, Quiby Inc. filed an amended UCC-1 to
assert a lien on all of DOD Debtor's assets with respect to one of
the agreements, whereby one is secured by lien on all assets. As of
the Petition Date, the collective outstanding balance owed with
respect to the Ouiby Agreements is approximately $376,392.
Moreover, on October 30, 2023, DOD Debtor entered into a Standard
Merchant Cash Advance Agreement with 3PCG Inc., with the original
balance of $149,900. 3PCG Agreement is secured by a lien on all
assets of DOD Debtor, including, but not limited to, deposit
accounts. As of the Petition Date, the outstanding owed with
respect to 3PCG Agreement is approximately $114,629.
Additionally, on October 6, 2023, DOD Debtor entered into a
Merchant Agreement with CFS CAP, LLC, with the original balance of
$150,000. CFS Agreement is secured by a lien on all assets of DOD
Debtor. As of the Petition Date, the outstanding balance owed with
respect to CFS Agreement is $157,368.
On December 19, 2018, ZD Debtor entered into a Loan Agreement and
related documents with Texas Gulf Bank whereby this lender provided
a loan in the amount of $1.5 million. The Texas Gulf Bank Loan is
secured by a lien on substantially all assets of ZD Debtor. As of
the Petition Date, the outstanding balance owed with respect to
Texas Gulf Bank Loan is approximately $908,154.
Further, on August 6, 2020, ZD Debtor entered into a Loan
Authorization and Agreement with the U.S. Small Business
Administration whereby this lender provided a loan in the amount of
$150,000. The ZD SBA Loan is secured by a lien on substantially all
assets of ZD Debtor. As of the Petition Date, the outstanding
balance owed with respect to ZD SBA Loan is approximately
$161,059.
Moreover, on October 30, 2023, ZD Debtor entered into a Standard
Merchant Cash Advance Agreement with 3PCG Inc., with the original
balance of $149,900. 3PCG Agreement asserts a lien12 on all assets
of ZD Debtor. As of the Petition Date, the outstanding owed with
respect to 3PCG Agreement is approximately $114,629.
Finally, on or about October 6, 2023, ZD Debtor entered into a
Merchant Agreement with CFS CAP, LLC, with the original balance of
$150,000. CFS Agreement asserts a lien on all assets of ZD Debtor.
As of the Petition Date, the outstanding balance owed with respect
to CFS Agreement is $157,368.
Any lender with a valid, perfected secured lien against accounts
receivable against either DOD Debtor or ZD Debtor is granted
replacement liens on the respective Debtor's accounts receivable
acquired after the bankruptcy filing to the same extent, validity,
and priority as existed on the date the Chapter 11 cases were
filed, and to the extent of cash collateral that is actually used.
Any lender is granted replacement liens and security interests, to
the extent they existed as of the Petition Date, on all accounts,
chattel paper, deposit accounts, letter of credit rights, general
intangibles and inventory of either DOD Debtor or ZD Debtor, and
its respective estate.
The Replacement Liens are subject and subordinate to a carve-out of
funds for all fees required to be paid to: (i) the Clerk of the
Bankruptcy Court, (ii) the Office of the United States Trustee
pursuant to Section 1930(a) of Title 28, United States Code, if
any, (iii) all reasonable fees and expenses incurred by a trustee,
if any, under section 726(b) of the Bankruptcy Code in an amount
not exceeding $15,000, and (iv) all fees and expenses of the
Subchapter V Trustee approved by the Court.
The Debtors will maintain insurance on all tangible assets of the
respective estate and will provide written evidence of same to the
United States Trustee.
A further hearing on the matter is set for March 26, 2024 at 8:30
a.m.
A copy of the motion is available at https://urlcurt.com/u?l=9XgCDM
from PacerMonitor.com.
A copy of the order is available at https://urlcurt.com/u?l=ien29j
from PacerMonitor.com.
About Day One Distribution LLC
Day One Distribution LLC is engaged in the manufacturing and sale
of sports nutrition and dietary supplements.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Case No. 24-31133) on March 14,
2024. In the petition signed by Michael Bischoff, as CEO of Zero
Day Nutrition Company, Managing Member, the Debtor disclosed up to
$10 million in both assets and liabilities.
Judge Eduardo V. Rodriguez oversees the case.
Melissa A. Haselden, Esq., at Haselden Farrow PLLC, represents the
Debtor as legal counsel.
DEE FORD'S WEST: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: Dee Ford's West, LLC
1960 McCaig Road
Lincoln AL 35096
Chapter 11 Petition Date: March 19, 2024
Court: United States Bankruptcy Court
Northern District of Alabama
Case No.: 24-40320
Judge: Hon. James J. Robinson
Debtor's Counsel: J. Gabriel Carpenter, Esq.
ALABAMA CONSUMER LAW GROUP, LLC
400 S Court Sq
P.O. Drawer 756
Tallageda, Al 35161-0756
Tel: (256) 761-1858
Email: gabe@aclg.law
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Dewey Lankford Ford aka Dee Ford as
owner.
The Debtor failed to include in the petition a list of its 20
largest unsecured creditors.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/RZG6GIA/Dee_Fords_West_LLC__alnbke-24-40320__0001.0.pdf?mcid=tGE4TAMA
DELCATH SYSTEMS: Appoints Martha Rook as Chief Operating Officer
----------------------------------------------------------------
Delcath Systems, Inc. announced the appointment of Martha S. Rook
as its new chief operating officer.
Martha S. Rook, Ph.D., is an experienced industry leader who brings
more than 25 years of academic and industry experience in molecular
biology, diagnostics development, biologics process development and
biologics manufacturing. She joins Delcath from insitro where she
served as a chief technical operations Officer and was responsible
for core research services, facilities and laboratory operations,
quality and project and portfolio management. Prior to insitro,
she was with Sigilon Therapeutics, where she served as chief
technical operations officer and was responsible for the analytics,
manufacturing, supply chain and quality organizations producing a
biologic-device combination product. "We are thrilled to welcome
Martha, a Senior business leader with more than 25 years of
experience, to the leadership team," said Gerard Michel, chief
executive officer of Delcath. "Her extensive knowledge of the
technical, business, and regulatory challenges of supplying complex
combination products will be invaluable as we expand the production
of HEPZATO KIT and CHEMOSAT."
Martha's experience also includes 13 years at MilliporeSigma, where
she held a variety of roles, ultimately serving as vice president
and head of the Gene Editing & Novel Modalities Business and led a
team developing and providing tools and services for cell and gene
therapies from discovery to manufacturing. Martha received her
Ph.D. in biochemistry from MIT and holds a B.S. in chemistry from
Texas A&M University. She pursued postdoctoral studies in
neuroscience as a Lefler Fellow at Harvard Medical School’s
Center for Neurologic Diseases.
The Company granted Ms. Rook an equity award, previously approved
by the Company's Compensation Committee, as a material inducement
to her employment in accordance with NASDAQ Listing Rule
5635(c)(4). The grant totaled the right to purchase 125,000 shares
of the Company's common stock and is subject to the terms and
conditions of the Company's 2023 Inducement Plan. The options were
granted on March 18, 2024, and are subject to an
exercise price equal to the closing price of Delcath's common stock
on the grant date. The options have a ten-year term and vest
ratably over the 36-month period beginning on the Grant Date,
(i.e., 1/36th will vest at the end of each month during said
36-month period), subject to Ms. Rook's continued service with the
Company on each respective vesting date.
Ms. Rook will receive an annual base salary of $425,000, pro-rated
for 2024, a bonus of up to 40% of her pro-rated annual base salary,
subject to certain bonus achievements, for fiscal year 2024.
About Delcath Systems
Headquartered in New York, NY, Delcath Systems, Inc. --
http://www.delcath.com-- is an interventional oncology company
focused on the treatment of primary and metastatic liver cancers.
The Company's lead product candidate, the HEPZATO KIT (melphalan
hydrochloride for injection/hepatic delivery system), is a
drug/device combination product. HEPZATO is designed to administer
high-dose chemotherapy to the liver while controlling systemic
exposure and associated side effects.
Delcath reported a net loss of $36.51 million for the year ended
Dec. 31, 2022, compared to a net loss of $25.65 million for the
year ended Dec. 31, 2021. As of March 31, 2023, the Company had
$30.60 million in total assets, $25.31 million in total
liabilities, $18.37 million in mezzanine equity, and a total
stockholders' deficit of $13.07 million.
New York, NY-based Marcum LLP, the Company's auditor since 2018,
issued a "going concern" qualification in its report dated March
27, 2023, citing that the Company has a significant working capital
deficiency, has incurred significant losses and needs to raise
additional funds to meet its obligations and sustain its
operations. These conditions raise substantial doubt about the
Company's ability to continue as a going concern.
The Company believes that current cash and cash equivalents will
enable the Company to have sufficient cash through the launch of
HEPZATO. If there is a substantial delay in the launch of HEPZATO,
the Company expects to need to raise additional capital under
structures available to the Company, including debt or equity
offerings, which may not be on favorable terms. If
commercialization were significantly delayed, the Company would not
have sufficient funds to meet its obligations within 12 months from
the issuance date of these condensed consolidated financial
statements. As such, there is uncertainty regarding the Company's
ability to maintain liquidity sufficient to operate its business
effectively, which raises substantial doubt about its ability to
continue as a going concern, according to the Company's Quarterly
Report for the period ended Sept. 30, 2023.
DIOCESE OF OAKLAND: Closes 2 Catholic Schools Amid Bankruptcy
-------------------------------------------------------------
Shomik Mukherjee of The Mercury News reports that the embattled
Roman Catholic Diocese of Oakland is losing two of its elementary
schools as it goes through bankruptcy proceedings stemming from
widespread sex-abuse lawsuits against the church.
St. Anthony School, which opened in the late 19th century and
provides private K-8 education to a largely Spanish-speaking
community in Oakland, said that it will close its doors at the end
of this academic year. Another private K-8 Catholic school in the
region, Our Lady of Guadalupe in Fremont, founded in the 1960s,
also will close.
Both schools cited declining enrollment and operating deficits that
had forced them to tap reserve funds to keep the doors open. In St.
Anthony's case, the financial woes persisted despite an investment
of $388,000 from Lumen Christi Academies, an umbrella organization
that has governed the school since 2018.
Officials at the Lumen Christi network — established to
independently operate and finance six Oakland diocese schools in
the East Bay — said a new dual-language Catholic school could
potentially open by fall 2025 at the St. Anthony campus.
The closure marks another casualty of troubled times for the
diocese, which filed for Chapter 11 bankruptcy last year to
reorganize its finances as it dealt with hundreds of sex-abuse
lawsuits and other claims that could potentially command huge
payouts.
"The school is a place holding many fond memories for generations
of students," the Rev. Joy Kumarthusseril, pastor of Our Lady of
Guadalupe, said in a statement.
In St. Anthony's case, officials at the diocese attributed the
closure to more than just financial constraints. It blamed rising
homelessness, unemployment and human trafficking in the surrounding
San Antonio neighborhood for the school's enrollment dwindling to
just 65 students.
Lumen Christi's leaders said in an email that many of the
neighborhood's families have moved away to escape the
human-trafficking crisis that, community leaders suggest, only
reached that part of the neighborhood recently.
When bus stops in the area were pulled last decade to speed up
transit times for San Leandro's commuters, it led human-traffickers
to descend to a lower part of East 15th Street where sex solicitors
could have an easier time slowing down, said Andrew Park of the
East Oakland-based Oakland Trybe.
"Now it's a totally different feel on that street," Park, the
nonprofit's executive director, said in an interview. "There are a
lot of churches on that block, and now it’s pretty unsafe."
But the church's problems with local public safety do not impress
the attorneys and advocates representing numerous victims who have
accused Oakland Diocese priests of sexually abusing them.
"What they did to children dwarfs what they're concerned about
now," said Joey Piscitelli, the Northern California leader of the
Survivors Network of those Abused by Priests, or SNAP.
The church has faced several high-profile local cases of alleged
abuse by priests in recent years, including the Rev. Hector David
Mendoza-Vela, of Fremont, who was sentenced in 2019 to nearly five
years in prison for sexually assaulting a young teenager.
Two others, the Rev. Varghese "George" Alengadan, of Alameda and
the Rev. Alexander Castillo, of Oakland, are believed to have fled
the country after facing charges of sexual abuse — in Castillo's
case, allegedly against children.
By last year, the Oakland Diocese was facing a bevy of lawsuits,
currently at least 377 cases, said Rick Simons, an attorney in
Castro Valley who has overseen many of them.
The decision by Bishop Michael C. Barber and other church leaders
to declare bankruptcy was seen by advocates as an escape route from
having to pay out various impending settlements in full.
"If they're closing a school, maybe that's another piece of liquid
(money) they can give to survivors," said Melanie Sakoda, a SNAP
coordinator who provides support to victims dealing with trauma and
emotional damage from sex abuse by priests.
The barrage of new lawsuits came on the heels of AB 218, a law Gov.
Gavin Newsom signed in 2019 as a means to ease the process for
filing lawsuits alleging sexual misconduct. The law opened a new
three-year window, ending last December, that allowed people to
file claims that had previously expired due to the statute of
limitations.
A representative for the Oakland Diocese said Friday, February 23,
2024, that both the Oakland and Fremont schools would be insulated
from the diocese’s troubles.
"I would suggest the Chapter 11 filing by the diocese has no direct
impact on the schools' finances," spokesperson Helen Osman said in
a text message, noting that the schools are under legal entities
that operate separately from the church.
Simons, who has overseen hordes of lawsuits against the Oakland
Diocese, said he doubts the church has been forthcoming about the
numerous properties it owns and operates under shell
organizations.
"They hide and transfer assets now the way they spent all those
decades hiding and transferring perpetrators and priests," he
said.
About Roman Catholic Bishop Of Oakland
The Roman Catholic Bishop of Oakland, a tax-exempt religious
organization, sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Cal. Case No. 23-40523) on May 8,
2023. In the petition signed by Bishop Michael Charles Barber, the
Debtor disclosed $100 million to $500 million in both assets and
liabilities.
Judge William J. Lafferty oversees the case.
The Debtor tapped Foley & Lardner LLP as legal counsel and Alvarez
& Marsal North America, LLC as restructuring advisor. Kurtzman
Carson Consultants LLC is the Debtors' claims and noticing agent
and administrative advisor.
The U.S. Trustee for Region 17 appointed an official committee to
represent unsecured creditors in the Debtor's Chapter 11 case. The
committee tapped Lowenstein Sandler, LLP as bankruptcy counsel;
Burns Bair LLP as special insurance counsel; and Berkeley Research
Group, LLC as financial advisor.
ECP OWNER 1: Plan Exclusivity Period Extended to May 29
-------------------------------------------------------
Judge Elizabeth L. Gunn of the U.S. Bankruptcy Court for the
District of Columbia extended ECP Owner 1 LLC, and affiliates'
exclusive periods to file their plan of reorganization, and solicit
acceptances thereof to May 29 and July 28, 2024, respectively.
As shared by Troubled Company Reporter, the Properties of the
Debtors are multifamily buildings with tenants. The formulation of
any plan of liquidation must include not only a sale of the
Properties, but also an assumption and assignment of the tenant
leases and potentially a compromise of the claims of the secured
creditors.
The Debtors have filed two motions to sell certain of the
Properties, as well as two applications to employ commercial real
estate brokers. The Debtors are hopeful that after these initial
sales are consummated, they will be in a position to file a plan of
liquidation which includes the sale of the remaining 14 buildings.
Counsel to the Debtors:
Kristen E. Burgers, Esq.
Stephen E. Leach, Esq.
Hirschler Fleischer, PC
1676 International Drive, Suite 1350
Tysons, VA 22102
Telephone: (703) 584-8900
Facsimile: (703) 584-8901
Email: kburgers@hirschlerlaw.com
sleach@hirschlerlaw.com
About ECP Owner 1 LLC
ECP Owner 1 LLC is primarily engaged in renting and leasing real
estate properties.
ECP Owner 1 and its affiliates sought protection under Chapter 11
of the U.S. Bankruptcy Code (Bankr. D.D.C. Lead Case No. 23-00326)
on November 1, 2023. In the petition signed by Robert B. Margolis,
manager, ECP Owner 1 disclosed up to $10 million in both assets and
liabilities.
Judge Elizabeth L. Gunn oversees the cases.
The Debtors tapped Kristen E. Burgers, Esq., at Hirschler
Fleischer, PC as bankruptcy counsel and Arnall Golden Gregory, LLP
as special real estate counsel.
ELASTIC NV: S&P Upgrades ICR to 'BB-' on Strong Recent Performance
------------------------------------------------------------------
S&P Global Ratings upgraded its issuer credit rating on Elastic
N.V. to 'BB-' from 'B+', with a stable outlook.
The stable outlook on Elastic reflects its good prospects to
generate increasing profitability and strong cash flow over the
next 12 months. This is supported by its high proportion of
subscription revenue, favorable long-term secular trends, and
disciplined financial policy. These factors will likely enable the
company to maintain its sizable cash position and adjusted leverage
of less than 4x.
Despite muted consumption patterns in fiscal 2023, Elastic still
delivered solid topline growth. Macro uncertainty and tightened
budgets led customers to optimize their consumption behaviors on
Elastic's platform over the past 12 months. Although sales activity
did decelerate over this period, falling from about 40% in fiscal
2022 to 24% in fiscal 2023, revenue growth remained durable in the
high teens for the first three quarters of fiscal 2024. Growth in
recent periods has been supported by momentum in Elastic cloud,
which grew 29% year over year, and continued platform
consolidation, which drove market share gains in the company's log
analytics and security information and event management (SIEM)
solutions. Elastic also remains focused on ramping up its
enterprise customer base, adding 110 $100,000-plus annual contract
value (ACV) customers in the first nine months of fiscal 2024,
which has largely compensated for lingering softness among its
small to midsize business (SMB) customers. With consumption
patterns normalizing and information technology (IT) spending
expected to improve, S&P forecasts high-teens revenue growth in
fiscal 2024. Longer term, S&P believes Elastic will benefit from
artificial intelligence (AI) megatrends considering its portfolio
of AI-supportive products and its Elasticsearch Relevance Engine
(ESRE) solution, which allows companies to contextualize
proprietary company data and unify it with the latest large
language model (LLM) technologies for use in generative AI
applications. While contributions from generative AI-related demand
are still relatively small given their nascency, it expects these
to become key growth drivers in later years.
The stable ratings outlook on Elastic reflects its good prospects
to generate increasing profitability and strong cash flow over the
next 12 months. This is supported by its high proportion of
subscription revenue, its favorable long-term secular trends, and
disciplined financial policy. These factors will likely enable the
company to maintain its sizable cash position and leverage of less
than 4x.
S&P could consider lowering its ratings on Elastic if it sustains
S&P Global Ratings-adjusted debt to EBITDA above 4x.
This could occur if the company:
-- Experiences weaker-than-expected operating performance due to
weakening consumption trends, elevated competition, or increased
platform investments; or
-- Pursues large enough debt-funded acquisitions or shareholder
returns that increase its S&P Global Ratings-adjusted debt to
EBITDA above the same level.
S&P could consider raising its ratings on Elastic if:
-- It sustains and commits to leverage below 3x over the next 12
months, either through earnings growth, increased cash flow
generation, or debt repayment; and
-- S&P believes the company has strengthened its competitive
position relative to its peers. This could occur if it sustains its
above-average growth trajectory, increases its EBITDA margins, and
generates higher FOCF.
ELETSON HOLDINGS: Trustee Appointment Trial Set for April 2024
--------------------------------------------------------------
Ben Zigterman of Law360 reports that a New York bankruptcy judge
scheduled an April 2024 trial to determine whether to appoint a
Chapter 11 trustee in the bankruptcy of Eletson Holdings, while
directing the tanker company and its unsecured creditors to
continue mediation.
About Eletson Holdings
Eletson Holdings Inc. is a family-owned international shipping
company, which touts itself as having a global presence with
headquarters in Piraeus, Greece as well as offices in Stamford,
Connecticut, and London.
At one time, Eletson claimed to own and operate one of the world's
largest fleets of medium and long-range product tankers and boasted
a fleet consisting of 17 double hull tankers with a combined
capacity of 1,366,497 dwt, 5 LPG/NH3 carriers with a combined
capacity of 174,730 cbm and 9 LEG carriers with capacity of 108,000
cbm.
Eletson Holdings, a Liberian company, is Eletson's ultimate parent
company and is the direct parent and owner of 100% of the equity
interests in the two other debtors, Eletson Finance (US) LLC, and
Agathonissos Finance LLC.
Eletson and its two affiliates were subject to involuntary Chapter
7 bankruptcy petitions (Bankr. S.D.N.Y. Case No. 23-10322) filed on
March 7, 2023 by creditors Pach Shemen LLC, VR Global Partners,
L.P. and Alpine Partners (BVI), L.P. The petitioning creditors
are
represented by Kyle J. Ortiz, Esq., at Togut, Segal & Segal, LLP.
On Sept. 25, 2023, the Chapter 7 cases were converted to Chapter 11
cases.
The Honorable John P. Mastando, III is the case judge.
Derek J. Baker, Esq., represents the Debtors as bankruptcy
counsel.
On Oct. 20, 2023, the U.S. Trustee for Region 2 appointed an
official committee of unsecured creditors in these Chapter 11
cases. The committee tapped Dechert LLP as its counsel.
EVOKE PHARMA: Nasdaq Panel Grants Continued Listing Request
-----------------------------------------------------------
Evoke Pharma, Inc. reported in a Form 8-K filed with the Securities
and Exchange Commission that on March 18, 2024, the Nasdaq Hearings
Panel has granted the Company's request to continue its listing on
the Nasdaq Capital Market, subject to the Company filing a Form
10-Q on or before May 15, 2024, demonstrating that, as of March 31,
2024, the Company is in compliance with Nasdaq Listing
Rule5550(b)(1), which requires listed companies to maintain
stockholders' equity of at least $2.5 million.
The Panel noted the Company's steps to maintain compliance with the
Minimum Stockholders' Equity Requirement on a long-term basis,
including the equity financing completed in February 2024, which
provided the Company net proceeds of $6.1 million, and the
potential for additional capital from the exercise of the warrants
issued in the February 2024 financing. The Panel also noted that
it is a requirement during the exception period that the Company
provide prompt notification to the Panel of any significant events
that occur during this time that may affect the Company's
compliance with Nasdaq's requirements. This includes, but is not
limited to, any event that may call into question the Company's
ability to meet the terms of the exception granted. The Panel
reserved the right to reconsider the terms of the granted exception
based on any event, condition or circumstance that exists or
develops that would, in the opinion of the Panel, make continued
listing of the Company's securities on the Nasdaq Capital Market
inadvisable or unwarranted.
Based on the Company's operating plan, the Company expects to file
a Form 10-Q on or before May 15, 2024, demonstrating that, as of
March 31, 2024, the Company was in compliance with the Minimum
Stockholders' Equity Requirement; however, there can be no
assurance that the Company will be in compliance with Minimum
Stockholders' Equity Requirement as of March 31, 2024, which
depends on a number of factors, including net proceeds from sales
of GIMOTI and the Company's expenses. If the Company fails to
comply with the Minimum Stockholders' Equity as of March 31, 2024,
the Panel has the ability to review the exception it has granted
and the Company may be subject to immediate delisting.
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 $7.79 million in 2023, a net
loss of $8.22 million in 2022, and a net loss of $8.54 million for
the year ended Dec. 31, 2021.
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 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.
EYENOVIA INC: Marcum LLP Raises Going Concern Doubt
---------------------------------------------------
Eyenovia, 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 Marcum 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 18, 2024, Toronto, New York, NY-based Marcum LLP, said,
"The Company has incurred significant losses and needs to raise
additional funds to meet its obligations and sustain its
operations. These conditions raise substantial doubt about the
Company's ability to continue as a going concern."
As of December 31, 2023, the Company had cash and cash equivalents
of approximately $14.8 million and an accumulated deficit of
approximately $145.5 million. For the years ended December 31, 2023
and 2022, the Company incurred net losses of approximately $27.3
million and $28 million, respectively, and used cash in operations
of approximately $23.8 million and $25.1 million, respectively. The
Company does not have recurring revenue and has not yet achieved
profitability. The Company expects to continue to incur cash
outflows from operations. The Company expects that its research and
development and general and administrative expenses will continue
to increase and, as a result, it will eventually need to generate
significant product revenues to achieve profitability. These
circumstances raise substantial doubt about the Company's ability
to continue as a going concern for at least one year from the date
that these financial statements are issued. Implementation of the
Company's plans and ability to continue as a going concern will
depend upon the Company's ability to generate sufficient recurring
revenues or its ability to raise further capital, through the sale
of additional equity or debt securities or otherwise, to support
its future operations.
"Our operating needs include the planned costs to operate our
business, including amounts required to fund working capital and
capital expenditures. Our future capital requirements and the
adequacy of our available funds will depend on many factors,
including our ability to successfully commercialize our products
and services, competing technological and market developments, and
the need to enter into collaborations with other companies or
acquire other companies or technologies to enhance or complement
our product and service offerings. If we are unable to generate
sufficient recurring revenues or secure additional capital, we may
be required to curtail our research and development initiatives and
take additional measures to reduce costs in order to conserve our
cash," the Company said.
As of December 31, 2023, the Company had $28.8 million in total
assets, $19.8 million in total liabilities, and $9 million in total
stockholders' equity.
A full-text copy of the Company's Form 10-K is available at
https://tinyurl.com/yddbwduc
About Eyenovia, Inc.
New York, NY-based Eyenovia, Inc., is an ophthalmic technology
company developing the Optejet delivery system for use both in
combination with its own drug-device therapeutic programs as well
as out-licensing for additional indications. Eyenovia's aim is to
improve the delivery of topical ophthalmic medication through
ergonomic design that facilitates ease-of-use and delivery of more
physiologically appropriate medication volume, with the goal to
reduce side effects and improve tolerability, and introduce digital
health technology to improve therapy compliance and ultimately
medical outcomes.
FAIRFIELD SENTRY: Litigation vs. UBS Stays in Bankruptcy Court
--------------------------------------------------------------
Judge John P. Mastando III of the United States Bankruptcy Court
for the Southern District of New York denied UBS Europe SE,
Luxembourg Branch's motion to dismiss the Fourth Amended Complaint
filed by Kenneth M. Krys and Greig Mitchell, in their capacities as
the duly appointed Liquidators and Foreign Representatives of
Fairfield Sentry Limited (In Liquidation) and Fairfield Sigma
Limited (In Liquidation), for lack of personal jurisdiction.
This adversary proceeding was filed on January 13, 2011. It arises
out of the decades-long effort to recover assets of the Bernard L.
Madoff Investment Securities LLC Ponzi scheme. Defendant UBS Lux
allegedly invested into several funds, including Sentry and Sigma,
that channeled investments into BLMIS. An Amended Complaint was
filed by the Liquidators on August 11, 2021, seeking to impose a
constructive trust and recover approximately $49.9 million in
redemption payments made to UBS Lux by Sentry and Sigma. The
Amended Complaint alleges that UBS Lux had knowledge of the fraud
at BLMIS and therefore knowledge that the Net Asset Value was
inflated.
Fairfield Sentry was a direct feeder fund in that it was
established for the purpose of bringing investors into BLMIS,
thereby allowing Madoff's scheme to continue. Fairfield Sigma, in
contrast, was an indirect feeder fund, established to facilitate
investment in BLMIS through Fairfield Sentry for foreign currency.
BLMIS used investments from feeder funds, like the Fairfield Funds,
to satisfy redemption requests from other investors in the scheme.
Without new investors, BLMIS would have been unable to make
payments to those who chose to withdraw their investments, and the
scheme would have fallen apart.
The Amended Complaint alleges that investors received payments on
account of their shares in the Fairfield Funds based on a
highly-inflated Net Asset Value. Defendant is allegedly "one such
investor." To calculate the NAV, administrators used statements
provided by BLMIS that showed "securities and investments, or
interests or rights in securities and investments, held by BLMIS
for the account of Sentry." In fact, no securities were ever
bought or sold by BLMIS for Sentry, and none of the transactions on
the statements ever occurred.
The money sent to BLMIS by the Fairfield Funds for purchase of
securities was instead used by Bernard Madoff to pay other
investors or was "misappropriated by Madoff for other unauthorized
uses." The NAVs were miscalculated, and redemption payments were
made in excess of the true value of the shares. The Fairfield
Funds were either insolvent when the redemption payments were made
or were made insolvent by those payments.
Defendant UBS Lux was a corporate entity organized under the laws
of Luxembourg with a registered address in Luxembourg. UBS Lux
subscribed for the purchase of shares with Sentry and Sigma,
eventually receiving approximately $49,963,561.26 in redemption
payments from the Funds between August 13, 2004, and November 21,
2008. Based on "UBS Lux's directions and instructions, UBS Lux
received $24,974,078.05 in Redemption Payments at its bank account
with UBS AG in Stamford, Connecticut."
Bernard Madoff was arrested in violation of federal securities laws
on December 11, 2008. The United States Attorney brought criminal
charges against him, alleging that Madoff ran a Ponzi scheme. On
December 11, 2008, the Securities Exchange Commission filed an
action in the Southern District of New York to halt the continued
offerings of securities.
In March 2009, Madoff pleaded guilty to criminal charges against
him and confessed to operating a Ponzi scheme and fabricating
statements and trade confirmations. Madoff was sentenced to 150
years in federal prison and died in April 2021.
The Amended Complaint alleges that UBS Lux "had knowledge of the
Madoff fraud, and therefore knowledge that the Net Asset Value was
inflated" when the redemption payments were made. The Amended
Complaint further asserts that between 2001 and 2008, Defendant
"ascertained multiple indicia of fraud through due diligence on
BLMIS, leading it to believe that BLMIS was a fraud, and,
therefore, that the Net Asset Value could not be accurate."
These indicia included Madoff's dual roles as broker and
depository, the impossibility of BLMIS's returns as reported, and
Madoff's lack of transparency. The Amended Complaint alleges that
UBS Lux had been "willfully blind to, or recklessly disregarded the
fact that Madoff was operating a fraud" in the face of these red
flags.
The Fairfield Funds were put into liquidation in the British Virgin
Islands ("BVI") in 2009. The Liquidators commenced actions in the
BVI against a number of investors who had redeemed shares of the
Fairfield Funds before the collapse of the scheme. The Liquidators
filed petitions in the United States Bankruptcy Court for the
Southern District of New York June 2010 under Chapter 15 of the
Bankruptcy Code, seeking recognition of the BVI proceedings as
foreign main proceedings. The Court granted that recognition on
July 22, 2010. The Liquidators allege "By reason of their receipt
of some or all of the Redemption Payments, Defendants have been
unjustly enriched to the detriment of Sentry and Sigma and other
shareholders and creditors of Sentry and Sigma."
The Amended Complaint alleges that UBS Lux purposefully availed
itself of the laws of the United States and the State of New York
by "investing money with the Funds, knowing and intending that the
Funds would invest substantially all of that money in New
York-based BLMIS, and maintaining bank accounts in the United
States at UBS AG in Connecticut, and in fact receiving Redemption
Payments in those United States-based accounts." The Amended
Complaint further alleges that Defendant "selected U.S. dollars as
the currency in which to invest and execute their transactions in
Sentry, designated United States-based bank accounts to receive
their Redemption Payments from the Funds, and actively directed
Redemption Payments at issue in this action into those United
States bank accounts."
The parties engaged in personal jurisdiction discovery between
September 2021 and August 2022. Fact discovery is ongoing in this
case.
Defendant has moved to dismiss the Amended Complaint for lack of
personal jurisdiction, arguing that the Amended Complaint has not
sufficiently alleged minimum contacts with the forum to establish
personal jurisdiction over Defendant and that exercising personal
jurisdiction would be unreasonable.
The Liquidators filed an opposition to the Motion and submitted
declarations of Joshua Margolin and Sara Joyce in support of their
opposition. The Liquidators argue that exercising jurisdiction over
Defendant would be reasonable and that Defendant's contacts with
the United States in knowingly and intentionally investing in the
Fairfield Funds, using U.S. correspondent accounts to invest in and
receive payments from Sentry, and other business activities support
personal jurisdiction.
Judge Mastando notes that UBS Lux has participated in this
litigation with representation by U.S. Counsel for at least seven
years. Defendant has an affiliate or parent entity operating in
Connecticut. Furthermore, the United States has a strong interest
in ensuring the integrity of its financial systems. The Court also
points out that the Defendant does not explain what interest is
impaired by precluding adjudication in another forum or why that
interest outweighs other factors in favor of exercising
jurisdiction. The Defendant also has not established that the
Court's exercise of personal jurisdiction over it would be
unreasonable. The Court thus finds that exercising jurisdiction
over the Defendant is reasonable and comports with "traditional
notions of fair play and substantial justice.
A copy of the Court's decision dated March 8, 2024, is available at
https://tinyurl.com/msbbyxhj
About Fairfield Sentry
Fairfield Sentry is being liquidated under the supervision of the
Commercial Division of the High Court of Justice in the British
Virgin Islands. It is one of the funds owned by the Fairfield
Greenwich Group, an investment firm founded in 1983 in New York
City. Fairfield Sentry and other Greenwich funds had among the
largest exposures to the Bernard L. Madoff fraud.
Fairfield Sentry Limited filed for Chapter 15 protection (Bankr.
S.D.N.Y. Case No. 10-13164) on June 14, 2010.
Fairfield Sentry became the subject of a BVI liquidation, and a BVI
court appointed the Liquidator under BVI law. The Liquidator then
sought recognition of the BVI liquidation as a foreign main
proceeding under Chapter 15 of the Code in the Southern District of
New York. The Bankruptcy Court entered an order granting
recognition of the Fairfield Sentry case on July 22, 2010, enabling
the Liquidator to use the U.S. Bankruptcy Court to protect and
administer Fairfield Sentry's assets in the U.S.
FIRESTAR DIAMOND: Ex-CEO Hid $7.1 Mil. NY Apartment from Creditors
------------------------------------------------------------------
Becky Yerak of the Wall Street Journal reports that the former CEO
of Firestar Diamond, a jewelry wholesaler accused of taking part in
bank fraud allegedly orchestrated by Nirav Modi, transferred his
interest in a multimillion-dollar New York residence to his wife
days after his company filed for bankruptcy in 2018, the trustee
responsible for liquidating Firestar said in a lawsuit seeking to
undo the transfer.
Mihir Bhansali made the transfer to place his interest in the
residence, which had been purchased for $7.1 million, "outside the
reach of his present and future creditors," Richard Levin, the
trustee working to distribute Firestar's remaining assets, said in
a lawsuit filed Monday, February 26, 2024, in the U.S. Bankruptcy
Court in the Southern District of New York.
About Firestar Diamond
Firestar Diamond Inc. procures, designs, manufactures and
distributes diamond-studded jewelry. Firestar Diamond's operations
span the USA, Europe, the Middle East, the Far East and India, and
has offices in Mumbai, Surat, New York, Chicago, Johannesburg,
Antwerp, Yerevan, Dubai, and Hong Kong. It employs over 1,200
people. A. Jaffe, Inc., a subsidiary of Firestar Diamond, designs
and manufactures wedding rings and wedding bands.
Firestar Diamond, A. Jaffe and Fantasy, Inc. sought Chapter 11
protection (Bankr. S.D.N.Y. Lead Case No. 18-10509) on Feb. 26,
2018. Firestar Diamond estimated assets and debt of $50 million to
$100 million.
The Hon. Sean H. Lane is the case judge.
The Debtors tapped Ian R. Winters, Esq., at Klestadt Winters
Jureller Southard & Stevens, LLP as their bankruptcy counsel;
Forchelli Deegan Terrana LLP as conflicts counsel; Lackenbach
Siegel, LLP as special counsel; Getzler Henrich & Associates LLC
and its managing director Mark Samson as chief restructuring
officer; and Rust Consulting/Omni Bankruptcy as claims and noticing
agent.
Richard Levin, Esq., has been appointed as Chapter 11 trustee for
Firestar Diamond. The trustee tapped Jenner & Block, LLP as his
legal counsel; Alvarez & Marsal Disputes and Investigations, LLC as
his financial advisor; and Gem Certification & Assurance Lab, Inc.
as his appraiser.
John J. Carney, Esq., has been appointed as examiner in the
Debtors' cases. Alvarez & Marsal Disputes and Investigations, LLC,
serves as his financial advisor.
FREIRICH FOODS: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Freirich Foods, Inc.
819 W. Kerr St.
Salisbury, NC 28144
Business Description: Freirich Foods is a deli meat processor that
produces dry open-oven roasted products.
Freirich Foods has been supplying specialty
meats to select grocers and delis since
1921. Although initially opened in New
York, the business is headquartered in
Salisbury, North Carolina today and has been
managed by four generations of the Freirich
family.
Chapter 11 Petition Date: March 20, 2024
Court: United States Bankruptcy Court
Middle District of North Carolina
Case No.: 24-50204
Judge: Hon. Benjamin A. Kahn
Debtor's Counsel: John A Northen, Esq.
NORTHEN BLUE LLP
1414 Raleigh Rd
Ste 435
Chapel Hill, NC 27517-8834
Tel: (919) 948-6823
Fax: (919) 942-6603
Email: jan@nbfirm.com
Total Assets: $13,015,005
Total Liabilities: $14,524,627
The petition was signed by Paul Bardinas as president.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
List of the Debtor's 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. Americold Logistics, LLC $8,068
Attn: Officer or
Managing Agent
111 Imperial Drive
Sanford, NC 27330
2. Atlantic Corporation $1,913
Attn: Officer or
Managing Agent
806 N. 23rd Street
Wilmington, NC
28405
3. BJ's Wholesale Club Refund $1,611,648
Attn: Officer or
Managing Agent
350 Campus Drive
Marlborough, MA
01752
4. Bunzl Processor Division $40,991
Attn: Officer or Managing Agent
12240 Collections Center
Chicago, IL 60693
5. Citron Cooperman & $31,656
Co CPA's LLP
Attn: Officer or
Managing Agent
50 Rockefeller Plaza
New York, NY 10020
6. Citron Cooperman $4,914
Advisors LLC
Attn: Officer or
Managing Agent
50 Rockefeller Plaza
New York, NY 10020
7. City of Salisbury Water Service $16,910
Attn: Officer or
Managing Agent
132 North Main Street
Salisbury, NC 28144
8. City of Salisbury Sewer Service $3,069
Attn: Officer or
Managing Agent
132 North Main Street
Salisbury, NC 28144
9. Darrell Andrews $4,452
Trucking Inc.
Attn: Officer or
Managing Agent
1365 Harold Andrews Rd
Siler City, NC 27344
10. Dubois Chemicals Inc. $5,845
Attn: Officer or
Managing Agent
2659 Solution Center
Chicago, IL 60677
11. Icon Boiler, Inc. $211,218
Attn: Officer or
Managing Agent
2025 16th Street
Greensboro, NC
27415-3587
12. Knowde $7,132
Attn: Officer or
Managing Agent
14005 Live Oak Ave.
Baldwin Park, CA
91706-1300
13. Piedmont Natural Gas Natural Gas $11,002
Attn: Officer or
Managing Agent
324 E Liberty St
Salisbury, NC 28144
14. Senneca Holdings $30,377
Attn: Officer or
Managing Agent
10021 Commerce
Park Drive
Cincinnati, OH 45246
15. Tri-Lift NC, Inc. $5,058
Attn: Officer or
Managing Agent
2421 Executive St
Charlotte, NC 28208
16. Trim-Rite Food $14,017
Corporation
Attn: Officer or
Managing Agent
801 Commerce Parkway
Carpentersville, IL
60110
17. Tryangle Foods Trade Debt $51,811
Attn: Officer or
Managing Agent
17 Accord Park Ste 202
Norwell, MA 02061
18. UFCW Local 174 Pension Plan $928,668
Pension Fund Termination
Attn: Officer or
Managing Agent
8751 18th Avenue
Brooklyn, NY 11214
19. USDA Food Safety & $6,333
Inspection Service
Attn: Officer or
Managing Agent
6020 Six Forks Rd
Raleigh, NC 2760
20. Wakefern Corp Refund $190,670
Attn: Officer or
Managing Agent
5000 Riverside Dr
Keasbey, NJ 08832
FREMONT TERRACE: Property Sale Proceeds to Fund Plan
----------------------------------------------------
Fremont Terrace Associates Ltd., LP, filed with the U.S. Bankruptcy
Court for the Northern District of California a Proposed Combined
Plan of Reorganization and Disclosure Statement dated March 12,
2024.
The Debtor was developing real property commonly known as 200 S.
Fremont Street, San Mateo, California 94401 (the "Fremont Street
Property") into residential condominium units.
Unfortunately, however, there were construction delays and failures
to fund constructions draws, which ultimately resulted in the
promissory note secured by the first priority deed of trust to
mature. Thereafter, the lender commenced non-judicial foreclosure
proceedings on the Fremont Street Property.
The Debtor commenced this Bankruptcy Case to stop the nonjudicial
foreclosure on its sole asset, the Fremont Street Property, and to
preserve such equity for the benefit of the estate.
Class 2 consists of General Unsecured Claims. Creditors will
receive a pro rata share of a fund comprised of the net proceeds of
sale from 200 S. Fremont Street, San Mateo, California 94401, after
payment of all allowed secured claims set forth in Classes
1(A)-1(E), and all other allowed costs of sale, including but not
limited to commissions, taxes, fees, and escrow charges, which will
be paid within 30 days after Debtor receives the net proceeds of
sale from escrow. Pro-rata means the entire amount of the fund
divided by the entire amount owed to creditors with allowed claims
in this class.
Creditors in this class may not take any collection action against
Debtor so long as Debtor is not in material default under the Plan.
This class is impaired and is entitled to vote on confirmation of
the Plan. Debtor has indicated above whether a particular claim is
disputed. Interest shall accrue on all allowed claims in this class
at the United States Federal Judgment rate in effect as of the
Effective Date.
The allowed unsecured claims total $197,058.00.
Class 3 consists of all equity (partnership) interest in Debtor.
The holders of equity (partnership) interest in Debtor will not
receive any distributions under the Plan. However, this Plan does
not cancel any partnership interest in Debtor, all members shall
retain their partnership interest in Debtor, and all members shall
retain any and all legal, equitable, and contractual rights
provided for by their partnership interest in Debtor under
applicable non-bankruptcy law.
On the Effective Date, all property of the estate and interests of
the Debtor will vest in the reorganized Debtor pursuant to Section
1141(b) of the Bankruptcy Code free and clear of all claims and
interests except as provided in this Plan, subject to revesting
upon conversion to Chapter 7.
A full-text copy of the Combined Plan and Disclosure Statement
dated March 12, 2024 is available at https://urlcurt.com/u?l=uK1H9X
from PacerMonitor.com at no charge.
Attorney for the Debtor:
Brent D. Meyer, Esq.
Meyer Law Group LLP
268 Bush Street #3639
San Francisco, CA 94104
Telephone: (415) 765-1588
Facsimile: (415) 762-5277
Email: brent@meyerllp.com
About Fremont Terrace Associates
Fremont Terrace Associates, Ltd. LP was developing real property
commonly known as 200 S. Fremont Street, San Mateo, California
94401 (the "Fremont Street Property") into residential condominium
units.
The Debtor filed a voluntary petition for relief under Chapter 11
of the Bankruptcy Code (Bankr. N.D. Calif. Case No. 23-30840) on
Dec. 13, 2023, with $10 million to $50 million in assets and $1
million to $10 million in liabilities. Victor Catanzaro, general
partner, signed the petition.
Judge Dennis Montali oversees the case.
Brent D. Meyer, Esq., at Meyer Law Group, LLP, serves as the
Debtor's bankruptcy counsel.
FTX GROUP: Sells Its European Arm FTX Europe for $33 Million
------------------------------------------------------------
Ana Paula Pereira of CoinTelegraph reports that FTX Europe will be
sold back to its founders for $32.7 million, roughly three years
after being acquired by Sam Bankman-Fried for $323 million.
Bankrupt crypto exchange FTX has settled a dispute over its
European division, returning the company to its previous owners.
According to a February 24, 2024 Reuters report, FTX agreed to sell
FTX Europe back to its founders for $32.7 million, suggesting
difficulties finding other buyers. The Swiss startup Digital Assets
AG, later named FTX Europe, was acquired in 2021 in a $323 million
deal.
Before accepting the sale, FTX attempted to recover the funds spent
on the acquisition. The exchange filed a lawsuit alleging that the
purchase was financed with customer funds and argued that the
acquisition price was a "massive overpayment."
The startup founders, Patrick Gruhn and Robin Matzke, denied the
allegations and counter-attacked, asking for $256.6 million from
FTX. Reuters reported that the dispute was finally resolved on
February 21, 2024.
FTX Europe was part of FTX's Chapter 11 filing in the United States
in November 2022. A number of crypto exchanges sought to acquire
the European division after its bankruptcy, hoping to grab a slice
of FTX’s regional market share.
American crypto exchange Coinbase, for instance, attempted to
acquire FTX Europe on two occasions: in November 2022, following
its parent company's dramatic debacle, and in September 2023.
Interest was also reported from crypto firms Trek Labs and
Crypto.com.
The company operated in the region only for eight months. In March
2023, FTX Europe launched a website for European customers to
request withdrawals for the first time since declaring bankruptcy.
FTX is in the final stages of its bankruptcy process, with plans to
fully repay billions of dollars to its customers. As part of its
efforts to recover funds for creditors, the company received
permission on Feb. 22 to unload more than $1 billion in shares in
the artificial intelligence company Anthropic.
About FTX Group
FTX is the world's second-largest cryptocurrency firm. FTX is a
cryptocurrency exchange built by traders, for traders. FTX offers
innovative products including industry-first derivatives, options,
volatility products and leveraged tokens.
Then CEO and co-founder Sam Bankman-Fried said Nov. 10, 2022, that
FTX paused customer withdrawals after it was hit with roughly $5
billion worth of withdrawal requests.
Faced with liquidity issues, FTX on Nov. 9 struck a deal to sell
itself to its giant rival Binance, but Binance walked away from the
deal amid reports on FTX regarding mishandled customer funds and
alleged US agency investigations.
At 4:30 a.m. on Nov. 11, Bankman-Fried ultimately agreed to step
aside, and restructuring vet John J. Ray III was quickly named new
CEO.
FTX Trading Ltd (d/b/a FTX.com), West Realm Shires Services Inc.
(d/b/a FTX US), Alameda Research Ltd. and certain affiliated
companies then commenced Chapter 11 proceedings (Bankr. D. Del.
Lead Case No. 22-11068) on an emergency basis on Nov. 11, 2022.
Additional entities sought Chapter 11 protection on Nov. 14, 2022.
FTX Trading and its affiliates each listed $10 billion to $50
billion in assets and liabilities, making FTX the biggest
bankruptcy filer in the US this year.
According to Reuters, SBF shared a document with investors on Nov.
10, 2022, showing FTX had $13.86 billion in liabilities and $14.6
billion in assets. However, only $900 million of those assets were
liquid, leading to the cash crunch that ended with the company
filing for bankruptcy.
The Hon. John T. Dorsey is the case judge.
The Debtors tapped Sullivan & Cromwell, LLP as bankruptcy counsel;
Landis Rath & Cobb, LLP as local counsel; and Alvarez & Marsal
North America, LLC as financial advisor. Kroll is the claims
agent, maintaining the page
https://cases.ra.kroll.com/FTX/Home-Index
The Official Committee of Unsecured Creditors tapped Paul Hastings
as counsel, FTI Consulting, Inc., as financial advisor, and
Jefferies LLC as the investment banker. Young Conaway Stargatt &
Taylor LLP is the Committee's Delaware and conflicts counsel.
Montgomery McCracken Walker & Rhoads LLP, led by partners Gregory
T. Donilon, Edward L. Schnitzer, and David M. Banker, is
representing Sam Bankman-Fried in the Chapter 11 cases.
White-collar crime specialist Mark S. Cohen has reportedly been
hired to represent SBF in litigation. Lawyers at Paul Weiss
previously represented SBF but later renounced representing the
entrepreneur due to a conflict of interest.
GIRARDI & KEESE: Ex-Atty Settles With Erika Over Missing Money
--------------------------------------------------------------
Craig Clough of law360 reports that an actress alleging that Erika
Girardi's entertainment company helped her husband's now-defunct
law firm, Girardi Keese, hide his clients' stolen money, including
$744,000 stolen from her, finalized a $6,000 settlement with one of
the firm's attorneys on Tuesday when a California judge signed off
on the deal.
About Girardi & Keese
Girardi and Keese or Girardi & Keese was a Los Angeles-based law
firm founded in 1965 by lawyers Thomas Girardi and Robert Keese. It
served clients in California in a variety of legal areas. It was
known for representing plaintiffs against major corporations.
An involuntary Chapter 7 petition (Bankr. C.D. Cal. Case No.
20-21022) was filed in December 2020 against GIRARDI KEESE by
alleged creditors Jill O'Callahan, Robert M. Keese, John Abassian,
Erika Saldana, Virginia Antonio, and Kimberly Archie.
The petitioners' attorneys:
Andrew Goodman
Goodman Law Offices, Apc
Tel: 818-802-5044
E-mail: agoodman@andyglaw.com
Elissa D. Miller, a member of the firm SulmeyerKupetz, has been
appointed as Chapter 7 trustee for GIRARDI KEESE. The Chapter 7
trustee can be reached at:
Elissa D. Miller
333 South Grand Ave., Suite 3400
Los Angeles, California 90071-1406
Telephone: (213) 626-2311
Facsimile: (213) 629-4520
E-mail: emiller@sulmeyerlaw.com
An involuntary Chapter 7 petition was also filed against Thomas
Vincent Girardi (Case No. 20-21020) on Dec. 18, 2020. The Chapter
7 trustee can be reached at:
Jason M. Rund
Email: trustee@srlawyers.com
840 Apollo Street, Suite 351
El Segundo, CA 90245
GOL LINHAS AEREAS: Wants Lessors to Help Finance Fleet Overhaul
---------------------------------------------------------------
Siddharth Philip and Cristiane Lucchesi of Bloomberg News report
that Gol Linhas Aereas Inteligentes SA, the struggling Brazilian
airline, is asking lessors for new money to help finance aircraft
engine repairs, according to people with knowledge of the matter.
The carrier currently has at least 20 aircraft in its 140-strong
fleet grounded due to faulty engines, said the people, who asked
not to be named as the discussions are confidential. The bill for
overhauling engines on the grounded jets and other aircraft is
estimated at about $1 billion in three years, one of the people
said.
About Gol Linhas
GOL Linhas Aereas Inteligentes S.A. provides scheduled and
non-scheduled air transportation services for passengers and cargo;
and maintenance services for aircraft and components in Brazil and
internationally. The company offers Smiles, a frequent-flyer
program to approximately 20.5 million members, allowing clients to
accumulate and redeem miles. It operates a fleet of 146 Boeing 737
aircraft with 674 daily flights. The company was founded in 2000
and is headquartered in Sao Paulo, Brazil.
GOL Linhas Aereas Inteligentes and its affiliates and subsidiaries
voluntarily filed for Chapter 11 protection (Bankr. S.D.N.Y. Lead
Case No. 24-10118) on Jan. 25, 2024. As of the bankruptcy filing,
the Debtors estimated $1 billion to $10 billion in both assets and
liabilities.
Judge Martin Glenn oversees the cases.
The Debtors tapped Milbank, LLP as bankruptcy counsel; Seabury
Securities, LLC as restructuring advisor, financial advisor and
investment banker; Alixpartners, LLP as financial advisor; and
Hughes Hubbard & Reed, LLP as aviation counsel. Kroll
Restructuring
Administration, LLC, is the claims agent.
The U.S. Trustee for Region 2 appointed an official committee to
represent unsecured creditors in the Debtors' Chapter 11 cases.
GOLDENTREE LOAN 4: S&P Affirms B- (sf) Rating on Class F Notes
--------------------------------------------------------------
S&P Global Ratings assigned its rating to the class A-RR
replacement debt from GoldenTree Loan Management US CLO 4
Ltd./GoldenTree Loan Management US CLO 4 LLC, a CLO originally
issued in January 2019 and previously refinanced in May 2021, which
is managed by GoldenTree Loan Management L.P. The class A-RR debt
will replace the class A-R, A-1B, and A-J-R notes, and A-1 loans;
therefore, we withdrew our ratings on the original class A-R and
A-1B notes and A-1 loans following payment in full on the March 19,
2024, refinancing date, and the original unrated class A-J-R debt
is being redeemed. S&P also affirmed its ratings on the class B-R,
C-R, D-R, E, and F notes, which were not refinanced.
The replacement notes were issued via a supplemental indenture,
which outlines the terms of the replacement notes. According to the
supplemental indenture the non-call period for the replacement debt
is being extended to Sept. 19, 2024.
Replacement And Original Debt Issuances
Replacement debt
Class A-RR, $516.00 million: Three-month SOFR + 1.15%
Original debt
Class A-1 loans, $242.00 million: Three-month SOFR + 1.37%
Class A-R, $234.00 million: Three-month SOFR + 1.37%
Class A-1B, $0.00 million: Three-month SOFR + 1.37%
Class A-J-R, $40.00 million: Three-month SOFR + 1.66%
S&P said, "Our review of this transaction included a cash flow
analysis, based on the portfolio and transaction data in the
trustee report, to estimate future performance. In line with our
criteria, our cash flow scenarios applied forward-looking
assumptions on the expected timing and pattern of defaults and the
recoveries upon default under various interest rate and
macroeconomic scenarios. Our analysis also considered the
transaction's ability to pay timely interest and/or ultimate
principal to each of the rated tranches. The results of the cash
flow analysis (and other qualitative factors, as applicable)
demonstrated, in our view, that the outstanding rated classes all
have adequate credit enhancement available at the rating levels
associated with the rating actions.
"We will continue to review whether, in our view, the ratings
assigned to the notes remain consistent with the credit enhancement
available to support them and take rating actions as we deem
necessary."
Ratings Assigned
GoldenTree Loan Management US CLO 4 Ltd./GoldenTree Loan
Management US CLO 4 LLC
Class A-RR, $516.00 million: AAA (sf)
Ratings Affirmed
GoldenTree Loan Management US CLO 4 Ltd./
GoldenTree Loan Management US CLO 4 LLC
Class B-R, $69.75 million: AA (sf)
Class C-R, $68.00 million: A (sf)
Class D-R, $46.25 million: BBB- (sf)
Class E, $29.00 million: BB- (sf)
Class F, $16.50 million: B- (sf)
Ratings Withdrawn
GoldenTree Loan Management US CLO 4 Ltd./
GoldenTree Loan Management US CLO 4 LLC
Class A-1 loans to NR from 'AAA (sf)'
Class A-1B to NR from 'AAA (sf)'
Class A-R to NR from 'AAA (sf)'
Other Outstanding Ratings
GoldenTree Loan Management US CLO 4 Ltd./
GoldenTree Loan Management US CLO 4 LLC
Subordinated notes, $56.50 million: NR
NR--Not rated.
GREAT LAKES VII: S&P Assigns Prelim BB- (sf) Rating on Cl. E Notes
------------------------------------------------------------------
S&P Global Ratings assigned its preliminary ratings to Great Lakes
CLO VII Ltd./Great Lakes CLO VII LLC's floating-rate debt.
The debt issuance is a CLO securitization governed by investment
criteria and backed primarily by middle market speculative-grade
(rated 'BB+' or lower) senior secured term loans. The transaction
is managed by BMO Asset Management Corp.
The preliminary ratings are based on information as of March 19,
2024. Subsequent information may result in the assignment of final
ratings that differ from the preliminary ratings.
The preliminary ratings reflect S&P's view of:
-- The diversification of the collateral pool;
-- The credit enhancement provided through subordination, excess
spread, and overcollateralization;
-- The experience of the collateral manager's team, which can
affect the performance of the rated debt through portfolio
identification and ongoing management; and
-- The transaction's legal structure, which is expected to be
bankruptcy remote.
Preliminary Ratings Assigned
Great Lakes CLO VII Ltd./Great Lakes CLO VII LLC
Class X, $4.000 million: AAA (sf)
Class A, $232.000 million: AAA (sf)
Class B, $40.000 million: AA (sf)
Class C (deferrable), $32.000 million: A (sf)
Class D (deferrable), $24.000 million: BBB- (sf)
Class E (deferrable), $24.000 million: BB- (sf)
Subordinated notes, $48.865 million: Not rated
GREENWAVE TECHNOLOGY: Successfully Restructures Debt
----------------------------------------------------
Greenwave Technology Solutions, Inc. announced that it has
successfully restructured its senior secured debt to facilitate
growth. The senior secured note holders have waived the
quarterly-cash covenants until Sept. 30, 2024, as well as monthly
amortization payments until July 31, 2024.
Greenwave recently received notification from Dominion Energy that
its second automotive shredder is scheduled to be connected to the
power grid no later than April 9, 2024, and will commence
operations shortly thereafter. The Company's second automotive
shredder is expected to double Greenwave's ferrous metal processing
capacity.
The Company's existing automotive shredder - an American Pulverizer
60x85 - is the same make and model as its second one, providing the
Company expertise in its operation and maintenance. By shredding
the steel which we currently sell unshredded, we anticipate that we
will be able to generate approximately 30% more revenue, with
significant margins on that steel volume.
Greenwave expects to generate record revenues based upon a record
volume of steel processed thus far in 2024. The Company expects to
utilize the additional cashflows from restructuring its debt to
aggressively grow its operations.
"We appreciate the continued support of our shareholders and
debtholders at this inflection point in Greenwave's growth," stated
Greenwave CEO Danny Meeks. "Our second shredder provides the
infrastructure for the Company to significantly scale our ferrous
metal volume and revenues. We are simultaneously working to bring
our copper extraction unit online as quickly as possible to further
enhance the recovery yields – and cashflows – of our downstream
recovery system. We are looking forward to an exciting next
several months and reporting back on our progress."
About Greenwave
Headquartered in Chesapeake, VA, Greenwave Technology Solutions,
Inc. -- https://www.greenwavetechnologysolutions.com -- through its
wholly owned subsidiary Empire Services, Inc. is an operator of
metal recycling facilities in Virginia and North Carolina. At
these facilities, Empire collects, classifies, and processes raw
scrap metal (ferrous and nonferrous) for recycling.
New York, NY-based RBSM LLP, the Company's auditor since 2017,
issued a "going concern" qualification in its report dated March
31, 2023, citing that the Company has an accumulated deficit, and
expects future losses that raise substantial doubt about the
Company's ability to continue as a going concern.
Greenwave disclosed in a Form 8-K filed with the Securities and
Exchange Commission that on Oct. 3, 2023, it received a letter from
The Nasdaq Stock Market LLC indicating that, for the last 30
consecutive business days, the bid price for the Company's common
stock had closed below the minimum $1.00 per share requirement for
continued listing on The Nasdaq Capital Market under Nasdaq Listing
Rule 5550(a)(2).
GWD INC: Unsecured Creditors Will Get 25.3% of Claims in Plan
-------------------------------------------------------------
GWD, Inc., d/b/a American Overhead Door, filed with the U.S.
Bankruptcy Court for the District of Colorado an Amended Plan of
Reorganization for Small Business dated March 11, 2024.
The Debtor is a Colorado corporation which sells custom garage
doors and provides service and maintenance on garage doors to both
residential and commercial clients.
The Debtor's problems began with COVID. Sales were down and the
governmental assistance programs were not sufficient to cover all
payroll and lease obligations during the COVID slowdown. As a
result, Debtor exhausted its cash resources and required infusions
of cash from its owner, Gary DeJong, to stay afloat.
The vast majority of the Debtor's assets are in receivables and
vehicles. The receivable amount reflects receivables outstanding on
the date the bankruptcy case was filed, which number has been
reduced by collections since the case was filed. Additionally, the
most valuable vehicles are subject to liens.
Class 16 consists of those unsecured creditors of the Debtor who
hold Allowed Claims that were either scheduled by the Debtor as
undisputed, or subject to timely filed proofs of claim to which the
Debtor does not successfully object. Class 16 is impaired by the
Plan.
* Class 16 shall receive a pro-rata distribution equal to 100%
of the Debtor's Available Cash calculated on a quarterly basis
after contributions to the Expense Reserve as set forth in the
Appendix. For the absence of doubt, the Expense Reserve will never
exceed $50,000.00 which amount is necessary to ensure the Debtor
can respond to, among other things, changes in market conditions
and any emergency expenditures that might arise.
* Every quarter in which the Debtor ends the quarter will more
than $50,000 in Available Cash, after making its payments to
priority and secured creditors for the quarter, will trigger a
distribution to general unsecured creditors. The Debtor will
calculate the amount of the distribution by taking the amount in
the bank, and subtracting $50,000. By way of example, if the Debtor
has $60,000 in Available Cash at the end of a quarter, the Debtor
will distribute $10,000 to general unsecured creditors pro rata.
The Debtor projects that it will make its first payment to Class 16
at the end of the 2nd quarter in 2024.
* Distributions to Class 16 Creditors shall be made on the
fifteenth day of each calendar quarter in which a distribution is
required.
* Based on the Debtor's projections, attached hereto as
Exhibit B, the Debtor estimates Class 16 Creditors will receive
25.3% on account of their claims. Upon request by any party in
interest, the Debtor shall provide a quarterly financial statement,
including amounts disbursed to creditors in accordance with the
Plan.
Class 18 includes the interests in Debtor held by the its pre
confirmation shareholders. Class 18 is not impaired by this Plan.
On the Effective Date of the Plan, Class 18 Interest Holders shall
retain their interests in Debtor which they owned prior to the
Petition Date.
As noted in the Debtor's projections, the Debtor projects to pay
general unsecured creditors 25.3% on account of their claims over
the course of 5-years. As evidenced by the projections, Debtor
anticipates that its income will be positive each year of the Plan,
and will generate sufficient revenue to meet its obligations under
the Plan.
On the Effective Date of the Plan, Mr. Gary Dejong, the sole
shareholder and director of Debtor, shall be appointed for the
purpose of carrying out the terms of the Plan, and taking all
actions deemed necessary or convenient to consummating the terms of
the Plan.
A full-text copy of the Amended Plan dated March 11, 2024 is
available at https://urlcurt.com/u?l=y9LTbt from PacerMonitor.com
at no charge.
Attorneys for the Debtor:
Kutner Brinen, Esq.
DICKEY RILEY, P.C.,
1660 Lincoln Street, Suite 1720
Denver, CO 80264
Tel: (303) 832-2400
Email: jmd@kutnerlaw.com
About GWD Inc.
GWD Inc. is an independent, non-franchise overhead door dealer in
Southern Colorado. The Debtor sought protection under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. D. Colo. Case No. 23-14137) on
Sept. 14, 2023. In the petition signed by Gary Dejong, president,
the Debtor disclosed $748,024 in assets and $3,089,574 in
liabilities.
Judge Kimberley H. Tyson oversees the case.
Jonathan M. Dickey, Esq., at Kutner Brinen Dickey Riley PC, is the
Debtor's legal counsel.
HCIC HOLDINGS: Hires White Oak Advisors LLC as Accountant
---------------------------------------------------------
HCIC Holdings, LLC seeks approval from the U.S. Bankruptcy Court
for the District of Colorado to employ White Oak Advisors, LLC as
accountant.
The firm will provide these services:
a. assist the Debtor with general finance and accounting
needs;
b. assist the Debtor with reviewing historical transactions
and deconsolidating financial statements;
c. assist the Debtor with preparing and filing various state
and federal income tax returns; and
d. assist in any ongoing company strategic initiatives, goals,
and objectives or other tasks as requested.
The firm will be paid at these rates:
Scott Caruthers, Principal $275 per hour
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Scott Caruthers, a partner at White Oak Advisors, 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:
Scott Caruthers
White Oak Advisors, LLC
3483 White Oak Street
Highlands Ranch, CO 80129
About HCIC Holdings, LLC
HCIC Holdings LLC in Denver, CO, filed its voluntary petition for
Chapter 11 protection (Bankr. D. Colo. Case No. 23-14505) on
October 4, 2023, listing as much as $1 million to $10 million in
both assets and liabilities. Greg Harrington as manager, signed the
petition.
Judge Kimberley H. Tyson oversees the case.
BUECHLER LAW OFFICE, LLC serve as the Debtor's legal counsel.
HEYWOOD HEALTHCARE: Seeks to Extend Plan Exclusivity to May 31
--------------------------------------------------------------
Heywood Healthcare, Inc., and affiliates asked the U.S. Bankruptcy
Court for the District of Massachusetts to extend their exclusivity
periods to file a plan of reorganization and obtain acceptance
thereof to May 31 and August 9, 2024, respectively.
On October 1, 2023, the Debtors filed for chapter 11 protection
under the Bankruptcy Code. The Debtors have used their time since
then effectively and efficiently. They have maintained and improved
their operations for the ultimate benefit of their stakeholders,
including their patients, their creditors, and the Central
Massachusetts community at large.
Since the Petition Date, the Debtors have taken concrete and
prudent steps to optimize its business and maximize value,
including increased payor rates, stabilizing staff, and rejecting
costly contracts and leases. The Debtors' progress in these Chapter
11 Cases has been notable, and has resulted in increased demand for
their services, which both increase the Debtors' attractiveness as
a sale target, and also demonstrates that the Debtors could
maintain their operations after emergence from bankruptcy.
The Debtors explain that their Prepetition Secured Parties and the
Committee agreed to the Milestones in the Fourth Interim Cash
Collateral Order to facilitate a meaningful sale process. The
parties worked collaboratively to determine this path, and the
requested extension of exclusivity aligns with the dates
contemplated in the Milestones. This agreement demonstrates that
the extension of the Debtors' Exclusivity Period will not harm
creditors and is part of the parties' proposed resolution of the
Chapter 11 Cases.
Thus, granting the requested extension of the Debtors' Exclusivity
Period, which aligns with the agreed-upon Milestones for the sale
process, will provide the Debtors with a fair opportunity to
continue their efforts and promote the cost-effective
administration of these cases. The Debtors submit that granting the
requested extension of the Exclusivity Period is in the best
interest of the Debtors and their creditors, as well as other
stakeholders.
Counsel to the Debtors:
John M. Flick, Esq.
Flick Law Group, P.C.
144 Central St #201
Gardner, MA 01440
Phone: (978) 632-7948
Email: jflick@flicklawgroup.com
About Heywood Healthcare
Heywood Healthcare, Inc., is a non-profit community-owned hospital
in Gardner, Mass.
Heywood Healthcare and its affiliates filed Chapter 11 petitions
(Bankr. D. Mass. Lead Case No. 23-40817) on Oct. 1, 2023. In the
petition signed by its chief executive officer, Thomas Sullivan,
Heywood Healthcare disclosed up to $500,000 in assets and up to
$50,000 in liabilities.
Judge Elizabeth D. Katz oversees the cases.
John M. Flick, Esq., at Flick Law Group, PC represents the Debtors
as counsel.
The U.S. Trustee for Region 1 appointed an official committee to
represent unsecured creditors in the Debtors' Chapter 11 cases. The
committee tapped Dentons Bingham Greenebaum, LLP and Dentons US,
LLP as its legal counsel.
HNO INTERNATIONAL: Reports $522,717 Net Loss in First Quarter
-------------------------------------------------------------
HNO International, Inc filed with the U.S. Securities and Exchange
Commission its Quarterly Report on Form 10-Q reporting a net loss
of $522,717 for the three months ended January 31, 2024, compared
to a net loss of $204,374 for the three months ended January 31,
2023.
As of January 31, 2024, the Company had $1.21 million in total
assets, $1.7 million in total liabilities, and $489,418 in total
stockholders' deficit.
At January 31, 2024, the Company had a deficit of $42,132,662. It
has not been able to generate sufficient cash from operating
activities to fund its ongoing operations. The Company will be
required to raise additional funds through public or private
financing, additional collaborative relationships, or other
arrangements until it is able to raise revenues to a point of
positive cash flow.
"We are evaluating various options to further reduce our cash
requirements to operate at a reduced rate, as well as options to
raise additional funds, including obtaining loans and selling
common stock. There is no guarantee that we will be able to
generate enough revenue and/or raise capital to support operations.
Based on these factors, substantial doubt exists about our ability
to continue as a going concern for one year from the issuance of
these condensed financial statements," the Company stated.
A full-text copy of the Company's Form 10-Q is available at
https://tinyurl.com/mt9v8ewd
About HNO International
Murrieta, CA-based HNO International, Inc. (HNO stands for Hydrogen
and Oxygen) focuses on systems engineering design, integration, and
product development to generate green hydrogen-based clean energy
solutions to help businesses and communities decarbonize in the
near term. The Company provides green hydrogen systems engineering
design, integration, and products to multiple markets, which
include: (i) the zero-emission vehicle and mobile equipment market
consisting of hydrogen fuel cell electric passenger vehicles,
material handling equipment such as forklifts and airport ground
support equipment, as well as the medium and heavy-duty truck
market; (ii) the current and emerging hydrogen gas markets
encompassing ammonia, fertilizer, steel, mining, electronics,
semiconductors, and fuel cell electric vehicles; (iii) and the
gasoline and diesel engine emissions and maintenance reduction
product and services market.
Lakewood, CO-based BF Borgers CPA PC, the Company's auditor since
2022, issued a "going concern" qualification in its report dated
Jan 29, 2024, citing that the Company has suffered recurring losses
from operations that raise substantial doubt about its ability to
continue as a going concern.
HOG FATHER'S: Hires Specialty Lenders Ltd. as Broker
----------------------------------------------------
Hog Father's Old Fashioned BBQ, LLC seeks approval from the U.S.
Bankruptcy Court for the Western District of Pennsylvania to employ
Specialty Lenders, Ltd as broker.
The firm will market and sell the Debtor's Washington County liquor
license with license number R-11512.
The firm will be paid at 10 percent commission on the sale price.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Sidney Sokoloff, a partner at Specialty Lenders, Ltd., 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:
Sidney Sokoloff, President
Specialty Lenders, Ltd.
3205 McKnight East Drive,
Pittsburgh, PA 15237
Tel: (412) 369-1555
About Hog Father's Old Fashioned BBQ, LLC
Hog Father's Old Fashioned BBQ, LLC, is a chain of barbeque
restaurants in Western Pennsylvania.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D. Pa. Case No. 23-21872) on Sept. 1,
2023. In the petition signed by Frank Puskarich, managing member,
the Debtor disclosed $500,000 in total assets and $1 million in
total liabilities.
Christopher M. Frye, Esq., at Steidl & Steinberg, P.C., is the
Debtor's legal counsel.
HOSPITALITY HOLDING: Voluntary Chapter 11 Case Summary
------------------------------------------------------
Debtor: Hospitality Holding of Mississippi, LLC
d/b/a Plantation Inn
d/b/a Ramada Inn of Houma
d/b/a Venice Inn
2688 Beach Blvd.
Biloxi, MS 39531
Chapter 11 Petition Date: March 20, 2024
Court: United States Bankruptcy Court
Southern District of Mississippi
Case No.: 24-50387
Judge: Hon. Katharine M. Samson
Debtor's Counsel: Patrick Sheehan, Esq.
SHEEHAN AND RAMSEY, PLLC
429 Porter Ave
Ocean Springs, MS 39564
Tel: 228-875-0572
Email: Pat@sheehanramsey.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $10 million to $50 million
The petition was signed by Jason Reneau as chief financial
officer.
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/77JHRSI/Hospitality_Holding_of_Mississippi__mssbke-24-50387__0001.0.pdf?mcid=tGE4TAMA
HPS PRIVATE 2024-2: S&P Assigns BB- (sf) Rating on Class E Notes
----------------------------------------------------------------
S&P Global Ratings assigned its ratings to HPS Private Credit CLO
2024-2 LLC's floating-rate debt.
The debt issuance is a CLO securitization governed by investment
criteria and backed primarily by middle market speculative-grade
(rated 'BB+' or lower) senior secured term loans. The transaction
is managed by HPS Investment Partners LLC.
The ratings reflect S&P's view of:
-- The diversification of the collateral pool;
-- The credit enhancement provided through subordination, excess
spread, and overcollateralization;
-- The experience of the collateral manager's team, which can
affect the performance of the rated debt through portfolio
identification and ongoing management; and
-- The transaction's legal structure, which is expected to be
bankruptcy remote.
Ratings Assigned
HPS Private Credit CLO 2024-2 LLC
Class A, $232.00 million: AAA (sf)
Class B, $40.00 million: AA (sf)
Class C (deferrable), $32.00 million: A (sf)
Class D (deferrable), $24.00 million: BBB- (sf)
Class E (deferrable), $24.00 million: BB- (sf)
Subordinated notes, $42.29 million: Not rated
HUDSON 888: Lenders' Motion to Dismiss Chapter 11 Cases Denied
--------------------------------------------------------------
Judge Michael E. Wiles of the United States Bankruptcy Court for
the Southern District of New York denied DOF II-Bloom Senior LLC
and DOF II-Bloom Mezz LLC's motion to dismiss the Chapter 11 cases
of Hudson 888 Owner LLC and Hudson 888 Holdco LLC. The Court also
denied the Lenders' motion for relief from the automatic stay with
respect to their collateral.
Hudson 888 Owner -- Mortgage Debtor -- owns a mixed-use condominium
and commercial building at 502 West 45th Street in New York. The
property serves as security for a mortgage loan with a remaining
amount of approximately $60 million. Hudson 888 Holdco is
separately obligated under a Mezzanine Loan in the amount of
approximately $30 million. The Mezzanine Loan is secured by a
pledge of Holdco's membership interests in the Mortgage Debtor.
The Lender's rights under Mortgage Loan are currently held by an
entity named DOF II-Bloom Senior LLC and the Lender's rights under
the Mezzanine Loan are currently held by DOF II-Bloom Mezz LLC.
On February 20, 2024, the Lenders filed a motion to dismiss or, in
the alternative, for relief from the automatic stay. They contend
that the bankruptcy filings were not properly authorized under the
Debtors' governing LLC agreements and that the filings allegedly
were in bad faith under the standards set forth in C-TC 9th Ave.
P'ship v. Norton Co. (In re C-TC 9th Ave. P'ship), 113 F.3d 1304,
1310-12 (2d Cir. 1997).
Alternatively, the Lenders ask the Court to lift the automatic stay
to allow the Lenders to enforce their rights as to their collateral
and to allow the parties to proceed with a pending state court
action in which the Debtors had sought to bar the Lenders from
taking control. The Debtors opposed the motion, and the Court held
a hearing on
March 14, 2024.
The Debtors contend that the property is worth $120 million. The
Lenders argue that the Debtors have offered no evidence to support
this, but the Lenders themselves have filed an expert opinion
stating that in his preliminary opinion the property is worth $97
million. The Lenders admitted during oral argument on March 14
that if (for example) the property were sold for this amount the
proceeds would be sufficient to repay all of the debts owed to the
Lenders, with a residual available for the owners of the equity in
Holdco. A plan of reorganization can provide for a sale, and the
Court cannot find, based on the Lenders' admissions, that there is
any "objective futility" to the reorganization process.
The Court sees no evidence of "subjective bad faith." According to
the Court, the Lenders argue as though any action that interfered
with their pursuit of state court remedies was a sign of "bad
faith," but that simply is not the case. However, the Court holds
there is subjective reasonableness to the Debtors' contention that
a reorganization may maximize the value of the relevant property
and thereby maximize the recoveries of all parties in interest,
including the Lenders. The Court says a UCC foreclosure on LLC
membership interests -- which usually proceeds with limited notice
and without significant opportunity for parties to evaluate the
assets owned by the LLC -- simply is not the best way to maximize
the value of Holdco's membership interests in the Mortgage Debtor.
Nor is a state court foreclosure the best way to maximize the value
of the property owned by the Mortgage Debtor. According to the
Court, the Lenders may be entitled to relief to pursue those
options if the Debtors do not make significant progress towards
some kind of refinancing, sale or other reorganization, but so far
the Debtors have complied with their obligations under the
Bankruptcy Code, have sought -- with significant opposition from
the Lenders -- to resume the sale of condominium units, and
otherwise have behaved reasonably.
In C-TC 9th Ave. P'ship v. Norton Co. (In re C-TC 9th Ave.
P'ship.), 113 F.3d 1304, 1311 (2d Cir. 1997) the Court of Appeals
listed factors that may be considered in deciding whether a filing
has been made in bad faith. The factors include:
(1) the debtor has only one asset;
(2) the debtor has few unsecured creditors whose claims are
small in relation to those of the secured creditors;
(3) the debtor's one asset is the subject of a foreclosure
action as a result of arrearages or default on the debt;
(4) the debtor's financial condition is, in essence, a two-party
dispute between the debtor and secured creditors which can be
resolved in the pending state foreclosure action;
(5) the timing of the debtor's filing evidences an intent to
delay or frustrate the legitimate efforts of the debtor's secured
creditors to enforce their rights;
(6) the debtor has little or no cash flow;
(7) the debtor can't meet current expenses including the payment
of personal property and real estate taxes; and
(8) the debtor has no employees.
Judge Wiles notes that the factors identified in the C-TC decision
are not a scorecard from which it is required to tally a "bad
faith" figure. Instead, as the Court held in C-TC, "a
determination of bad faith requires a full examination of all the
circumstances of the case." Upon considering the totality of the
circumstances in this case, Judge Wiles concludes there is no basis
for dismissal on the grounds of "bad faith."
Some of the factors listed in C-TC -- that the debtors have
essentially one asset and that the claims of unsecured creditors
are small in relation to those of the secured creditors -- are
present here, according to Judge Wiles. However, the Debtor has
asserted (without opposition) that it generated significant cash
flow in 2022 and 2023, and it seeks to generate additional cash
flow from condominium sales (a process to which the Lenders have
yet to consent). Three units have been sold, with the Court's
approval, since the bankruptcy filing date, at substantial prices
that exceed the "release prices" under the Mortgage. This is not a
case where the Debtor is unable to pay operating expenses and
taxes.
Judge Wiles states that given the admitted overall value of the
property itself, and the number and value of the unsold condominium
units, it is subjectively and objectively reasonable for the
Debtors to believe that a bankruptcy will facilitate a
reorganization that will be a success.
"Bad faith" may be grounds for relief from the automatic stay as
well as grounds for dismissal, and in that regard the standards to
be applied in deciding whether "bad faith" exists are essentially
the same as those applied in deciding whether dismissal is
warranted, Judge Wiles adds.
To the extent that the motion for stay relief rests on assertions
that the Debtors have acted in "bad faith," the Court denies the
Lenders' motion.
A copy of the Court's decision dated March 15, 2024, is available
at https://tinyurl.com/mt6fd7t8
About Hudson 888 Owner LLC
Hudson 888 Owner LLC is a Delaware limited liability company that
owns a mixed-use condominium and commercial building at 502 West
45th Street in New York City. Hudson 888 Holdco LLC is the parent
company.
Hudson 888 Owner LLC and Hudson 888 Holdco LLC sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case
No. 24-10021) on January 7, 2024. In the petition signed by Sheng
Zhang, chairman and CEO, Hudson 888 Owner disclosed up to $500
million in both assets and liabilities. Hudson 888 Owner LLC is a
Single Asset Real Estate debtor (as defined in 11 U.S.C. Section
101(51B)).
Judge Michael E. Wiles oversees the case.
Stephen B. Selbst, Esq., at Herrick Feinstein LLP, represents the
Debtors as legal counsel.
IBELIEVEINSWORDFISH INC: Unsecureds to Split $528K in Plan
----------------------------------------------------------
iBelieveInSwordfish, Inc., filed with the U.S. Bankruptcy Court for
the Northern District of California a Plan of Reorganization for
Small Business dated March 11, 2024.
The Debtor is a California corporation. Since 2012, the Debtor has
been in the business of operating a motion design studio
specializing in marketing and user experience.
The Debtor was engaged in litigation and possible judgment related
a dispute with its former landlord in the case entitled Pacific
States Building, LP v. iBelieveInSwordfish, Inc. et al., Case No.
CGC-22-599549, pending in the California Superior Court for San
Francisco County.
The significant cost of defending this litigation substantially
impacted the Debtor's ability to successfully operate, and a
result, the Debtor sought relief under Title 11, Chapter 11, Sub
Chapter V of the United States Code to reorganize its business
affairs without the threat and cost of continual litigation and
entry of a judgment.
The Plan Proponent's financial projections show that the Debtor
will have projected disposable income of $528,206.29. The Debtor
expects to fund the full payment required under the Plan within 36
months after the Plan is confirmed.
This Plan of Reorganization proposes to pay creditors of the Debtor
from cash on hand, collection of accounts receivables, and cash
profits from business operations, and to the extent necessary, from
liquidation and sale of certain non-essential assets of the
estate.
Non-priority unsecured creditors holding allowed claims will
receive distributions, which the proponent of this Plan is unable
to value in terms of cents on the dollar because the total amount
of all claims is unknown. This Plan also provides for the payment
of administrative and priority claims.
Class 2 consists of non-priority unsecured creditors. Class 2 is
impaired by this Plan. Allowed general unsecured claims shall
receive a pro rata share of a fund totaling $528,206.29, created by
Debtor's payment of $44,017.20 per quarter for a period of 12
quarters, starting in the subsequent quarter following the
Effective Date, due on the 15th day of the first month of each
quarter.
Pro-rata shall mean the entire amount of the fund divided by the
entire amount owed to creditors with allowed claims in Class 2.
Class 3 consists of equity security holders of the Debtor. Class 3
is not impaired by this Plan. Equity security holders of the Debtor
shall retain their respective interest in the Reorganized Debtor
and are deemed to accept the Plan.
After confirmation of the Plan, Debtor will continue business as a
motion design studio specializing in marketing and user experience
and Debtor will also maintain possession, custody, and control of
all essential assets for continuation of normal business
operations.
As of February 29, 2024, Debtor has available cash on hand of
$544,735.81 and accounts receivable, not otherwise subject to a
security interest, of $50,000, which will be used to make all
payments due on the Effective Date, which are currently estimated
to be $65,000. Further, to the extent necessary, counsel for Debtor
(Meyer Law Group, LLP) will agree to accept payment of its allowed
administrative claim (estimated at $55,000) over the term of the
Plan to ensure feasibility on the Effective Date.
The Debtor projects to receive net revenue of at least $14,672.40
on a monthly basis. From this net revenue, Debtor is projected to
have sufficient monthly cash to fund quarterly distribution
($44,017.20) to general unsecured creditors in Class 2. Further, in
the unlikely event that Debtor experiences a shortfall in any given
month, Debtor anticipates having sufficient cash reserves (either
from available cash on hand or receipt of accounts receivable) to
ensure that all payments to Class 2 are made in a timely manner.
A full-text copy of the Plan of Reorganization dated March 11, 2024
is available at https://urlcurt.com/u?l=8MIrA3 from
PacerMonitor.com at no charge.
Attorney for the Plan Proponent:
Brent D. Meyer, Esq.
Meyer Law Group LLP
268 Bush Street #3639
San Francisco, CA 94104
Telephone: (415) 765-1588
Facsimile: (415) 762-5277
Email: brent@meyerllp.com
About iBelieveInSwordfish Inc.
iBelieveInSwordfish, Inc., is a motion design studio based in the
San Francisco Bay Area specializing in marketing and user
experience.
The Debtor filed Chapter 11 petition (Bankr. N.D. Calif. Case No.
23-30835) on Dec. 12, 2023, with $667,474 in assets and $1,077,424
in liabilities. Matthew Silverman, manager and executive creative
director, signed the petition.
Judge Dennis Montali oversees the case.
Brent D. Meyer, Esq., at Meyer Law Group, LLP, is the Debtor's
legal counsel.
JAG CONTRACTORS: Unsecureds Will Get 3% of Claims over 60 Months
----------------------------------------------------------------
JAG Contractors, Inc., filed with the U.S. Bankruptcy Court for the
Eastern District of Virginia a Plan of Reorganization under
Subchapter V dated March 11, 2024.
The Debtor is a corporation organized and chartered in 2015 with
its principal place of business in the City of Alexandria,
Virginia. It has been wholly owned by Josue Guzman from its
formation.
The Debtor provides construction, carpentry, dry wall, and interior
finishing services to the Metropolitan Virginia, Maryland, and
District of Columbia region.
The Debtor was affected adversely by the Covid Pandemic and has
struggled to cope with rising labor and material costs since then.
This, combined with problems connected with tax filings and
accounting during that time, lead to the imposition of several tax
liens filed by the Internal Revenue Service (IRS) beginning in the
1st Quarter of 2022.
Since filing this case, the Debtor has reduced its overhead, and is
changing its business model to work within it new limitations.
The Debtor's Plan proposes monthly payments over sixty month
totaling $299,204.00 and contribution from the Debtor's principal
Josue Guzman of $300,000.00. The administrative claims might be as
much as $95,000.00, including the estimated fee of a disbursing
agent at $27,000.00 (should this not be a consensual plan), the
Subchapter V trustee's fees, and fees to the Debtor's counsel and
accountant.
Taking all of the above into account, there should be approximately
$122,000.00 available for distribution to unsecured creditors under
this Plan, providing these claimants a dividend of approximately
3%. These calculations, and the projected percentage of
distribution to unsecured creditors, are based on what is known to
the Debtor at the time this Plan is filed, and should be considered
as a good faith estimate.
Class 12 includes all unsecured creditors not otherwise classified.
These claimants will receive a pro rata distribution (without
interest) over sixty months from the monthly Plan payments not
needed to pay (pro rata) the claims of Classes 1, 2, and 3. The
Debtor anticipates, but cannot guarantee, that based on the best
information available to it at the time this Plan is filed, that
the Class 12 creditors will receive a distribution of not less than
approximately 3% of their claims.
Class 13 includes all unsecured creditors with contingent,
unliquidated, or unspecified unsecured claims. The claims in this
class shall be reduced to 20% of the contingent amount claimed, and
paid, without interest, in the same manner as the Class 11 claims.
If, during the Plan term the claim becomes fixed and
non-contingent, the distribution to this class shall be adjusted to
equal that of the other Class 12 claimants based on that liquidated
or non-contingent amount.
Class 14 includes the Debtor's equity security holder, Josue
Guzman. The claimant in this class shall retain his equity security
interest, but shall receive no other distribution under the Plan
beyond his annual salary.
The term of the Plan shall be 60 consecutive months from the month
following the effective date of the Plan. It is anticipated that
the debtor's income shall be sufficient to make all payments
required.
A full-text copy of the Plan of Reorganization dated March 11, 2024
is available at https://urlcurt.com/u?l=aHHDKN from
PacerMonitor.com at no charge.
Counsel to the Debtor:
Richard G. Hall, Esq.
601 King Street, Suite 301
Alexandria, VA 22314
Telephone: (703) 256-7159
E-mail: Richard.Hall33@verizon.net
About JAG Contractors, Inc.
JAG Contractors, Inc., a company in Alexandria, Va., provides
construction, carpentry, dry wall, and interior finishing services
to the Metropolitan Virginia, Maryland, and District of Columbia
region.
The Debtor filed Chapter 11 petition (Bankr. E.D. Va. Case No.
23-11650) on Oct. 12, 2023, with $1 million to $10 million in both
assets and liabilities. Josue Guzman, president, signed the
petition.
Richard G. Hall Esq., represents the Debtor as legal counsel.
JOANN INC: S&P Cuts ICR to 'D' on Chapter 11 Bankruptcy Filing
--------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on U.S.-based
creative retailer Joann Inc. to 'D' from 'CCC'. At the same time,
S&P lowered its issue-level rating on the company's first-lien term
loan to 'D' from 'CCC'.
S&P downgraded Joann after the company filed for bankruptcy under
Chapter 11 of the U.S. Bankruptcy Code. The company entered Chapter
11 with a transaction support agreement in place that provides
commitments for $132 million in new capital and will reduce its
outstanding funded debt at emergence by about $505 million. At the
time of its filing, Joann's outstanding debt included $402 million
drawn under its asset-backed loan (ABL) and first-in last-out
(FILO) facilities and $658 million of term loan borrowings. The
company intends to finance its operations and bankruptcy expenses
with a debtor-in-possession financing package.
Joann's bankruptcy filing follows persistent revenue declines and
operating margin pressure, as consumer demand for its products
waned following a spike at the onset of the COVID-19 pandemic. The
company's liquidity and cash flows have been pressured during this
time due to its heavily indebted capital structure.
S&P expects to reassess its ratings on the company and its new
capital structure when it emerges from bankruptcy.
JRGC LLC: Seeks to Extend Plan Exclusivity to April 1
-----------------------------------------------------
JRGC, LLC, asked the U.S. Bankruptcy Court for the Middle District
of Florida to extend its exclusivity period to file a chapter 11
plan of reorganization and disclosure statement to April 1, 2024.
On December 20, 2023, the Debtor filed an amended petition
indicating the Debtor's intent to proceed with a traditional
Chapter 11 "Single Asset Real Estate" case.
The Debtor recently obtained an appraisal of the Debtor's property
dated January 2, 2024 indicating an "as-is" value of $18.25 million
for the Debtor's 366 lots located in Charlotte County, Florida. The
Debtor also recently received a commitment from a lender, Invictum
Capital, LLC, for DIP financing in the approximate amount of
$8,600,000.
The Debtor claims that it is currently in the process of obtaining
refinancing (DIP financing) to satisfy the various loans secured by
the Debtor's property in Charlotte County, Florida. Several of the
secured creditors have liens on property owned by a non-debtor
entity as well as the Debtor's property.
In addition, the Debtor has reached out to those creditors to
obtain release prices for the Debtor's property in Charlotte
County, Florida. The Debtor is still in the process of
communicating and negotiating with those creditors and required
additional time to continue negotiating.
The Debtor explains that the extension(s) requested herein, if
granted, will be in the best interest of judicial economy, the
Debtor, its creditors, the Estate; and all parties in interest and
will ensure greater accuracy and feasibility in the initial Plan
filed by the Debtor. No prejudice will result to any party in
interest as a result of the relief requested herein.
JRGC, LLC is represented by:
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 JRGC LLC
JRGC, LLC, a company in Tampa, Fla., owns multiple properties
having an aggregate value of $18.3 million.
JRGC filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. M.D. Fla. Case No. 23-04975) on Nov. 2,
2023, with $18,300,202 in assets and $9,714,612 in liabilities.
Jordan Ruben, managing member, signed the petition.
Buddy D. Ford, Esq., at Buddy D. Ford, P.A. represents the Debtor
as legal counsel.
KARPATIA TRUCKS: Hires Jones & Walden LLC as Counsel
----------------------------------------------------
Karpatia Trucks USA LLC seeks approval from the U.S. Bankruptcy
Court for the Northern District of Georgia to employ Jones & Walden
LLC as counsel.
The firm's services include:
(a) preparing pleadings and applications;
(b) conducting examination;
(c) advising the Debtor of its rights, duties and
obligations;
(d) consulting with and representing the Debtor with respect
to a Chapter 11 plan;
(e) performing legal services incidental and necessary to the
day-to-day operations of the Debtor's business; and
(f) taking all other actions incident to the proper
preservation and administration of the Debtor's estate and
business.
The firm's current fee rates are $250 to $425 per hour for
attorneys and $110 to $250 per hour for paralegals and law clerks.
The firm received from the Debtors a retainer of $20,185.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Cameron McCord, Esq., a partner at Jones & Walden, 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 through:
Cameron M. McCord, Esq.
Jones & Walden LLC
699 Piedmont Ave. NE
Atlanta, GA 30308
Phone: (404) 564-9300
Email: cmccord@joneswalden.com
About Karpatia Trucks USA LLC
Karpatia Trucks USA, LLC is a manufacturer and refurbisher of food
trucks, trailers, containers, and other mobile food vehicles. It
has locations in the USA (Atlanta), Europe (Rotterdam, Budapest and
Sofia) and Mexico (Mexico City).
The Debtor filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. N.D. Ga. Case No. 23-21234) on Nov. 1,
2023, with up to $50,000 in assets and $1 million to $10 million in
liabilities. Tim de Visser, manager, signed the petition.
Cameron M. McCord, Esq., at Jones & Walden, LLC represents the
Debtor as legal counsel.
KENNETH THOMPSON: Court OKs Deal on Cash Collateral Access
----------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
authorized Kenneth Thompson, LLC to use cash collateral, on an
interim basis, in accordance with its agreement with KeyBank
National Association.
The Debtor and KeyBank agreed to extend the terms set forth in the
Stipulation dated January 30, 2024 and provide for the use of the
cash collateral and to provide KeyBank with adequate protection
therefor as defined in 11 U.S.C. Sections 361 and 363(a).
The court said all terms, conditions and requirements set forth in
the So Ordered Stipulation are extended to April 9, 2024.
A copy of the order is available at https://urlcurt.com/u?l=airLA2
from PacerMonitor.com.
About Kenneth Thompson, LLC
Kenneth Thompson, LLC owns three acre mixed-use (retail) parcel
located at 208 Route 44, Millerton, New York, consisting of a 23K
square foot building, 2 stories (75' x 200')7 rentable spaces
valued at $1.14 million in the aggregate.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. N.Y. Case No. 23-36025) on December
13, 2023. In the petition signed by Kenneth Thompson, managing
member, the Debtor disclosed $1,195,989 in assets and $389,584 in
liabilities.
Judge Cecelia G. Morris oversees the case.
Michelle L. Trier, Esq., at Genova, Malin & Trier, LLP, represents
the Debtor as legal counsel.
KRAEMER TEXTILES: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Kraemer Textiles, Inc.
d/b/a Kraemer Yarns
240 South Main Street
Nazareth, PA 18064
Business Description: Kraemer Textiles is a privately held
yarn manufacturing company. The Company
produces and wholesales a variety of custom
spinning yarns made from alpaca, wool, and
natural and synthetic fibers, as well as
provides patterns and books on yarns use.
Chapter 11 Petition Date: March 20, 2024
Court: United States Bankruptcy Court
Eastern District of Pennsylvania
Case No.: 24-10931
Judge: Hon. Patricia M Mayer
Debtor's Counsel: Douglas J. Smillie, Esq.
FITZPATRICK LENTZ & BUBBA, P.C.
645 W. Hamilton Street
Allentown, PA 18101
Tel: (610) 797-9000
Fax: (610) 797-6663
Email: dsmillie@flblaw.com
Total Assets: $534,419
Total Liabilities: $2,330,193
The petition was signed by David T. Schmidt as president.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/ZHVEOWA/Kraemer_Textiles_Inc__paebke-24-10931__0001.0.pdf?mcid=tGE4TAMA
LIFETIME BRANDS: S&P Alters Outlook to Stable, Affirms 'B+' ICR
---------------------------------------------------------------
S&P Global Ratings revised its outlook to stable from negative and
affirmed its 'B+' issuer credit rating on U.S.-based Lifetime
Brands Inc.
S&P also affirmed its 'BB-' issue-level rating on Lifetime's term
loan B. S&P's '2' recovery rating on this debt reflects its
expectation for substantial recovery (70%-90%; rounded estimate:
70%) in the event of default.
S&P's stable outlook reflects our expectation the company will
sustain S&P Global Ratings-adjusted leverage below 5x over the next
12 months.
S&P's outlook revision to stable from negative reflects its
expectation that Lifetime will sustain leverage below 5x.
Although sales declined in 2023, performance in the second half of
the year improved meaningfully. Lifetime reported a 5.6% decline in
sales for its fiscal year 2023, ended Dec. 31, 2023. In the U.S.,
Kitchenware segment sales were down 4%, Tableware declined 7.1%,
and Home Solutions declined 8.4% relative to 2022. Sales improved
in the second half of 2023, increasing modestly compared with the
same previous year period, as retailer ordering patterns
normalized, particularly in off-price and e-commerce channels. The
second-half improvement was not enough to offset a 12.6% sales
decline in the first half of the year, which was due to retailer
inventory right sizing and reduced safety stocks, warehouse
programs not repeated, and retailer store closures in the U.S.
Moreover, the company's international segment sales declined 8.4%
due to the weak macroeconomic environment in the U.K. and the
eurozone. Lifetime's international segment performance improved in
late 2023, with sales increasing 27% year over year in the fourth
quarter.
Lifetime's gross profit margin increased by about 130 basis points
(bps) to 37.1% during fiscal 2023. The company improved its
profitability due to lower inbound freight costs from Asia, product
mix, and lower duty costs in Europe for products distributed from
the company's new distribution facility in the Netherlands.
Additionally, the company incurred lower storage costs due to lower
inventory and the roll-off of certain one-time expenses from 2022
related to acquisitions, restructuring, and integration. As a
result, despite lower demand, S&P estimates its S&P Global
Ratings-adjusted EBITDA improved to about $72 million in 2023 from
about $66 million in 2022. Improved profitability and debt
repayment allowed Lifetime to reduce leverage to about 4x for
fiscal 2023 compared with 5.6x in 2022.
S&P said, "Following two years of annual sales decline, a 20%
decrease relative to 2021 levels, we expect Lifetime will grow
sales in 2024. We believe the company will benefit from stable
point-of-sale (POS) trends and the full-year benefit of normalized
retailer orders. Additionally, Lifetime has secured incremental new
business in the U.S. and is expanding internationally. We also
believe demand in the industry will be stable. We expect Lifetime's
sales will grow about 2% in 2024, which will help the company
deleverage further to our estimate of about 3.8x in fiscal 2024."
Despite the weak demand environment, Lifetime improved its free
operating cash flow (FOCF) generation and extended its term loan
maturity.
The company reported FOCF of about $53 million during 2023,
compared with about $21 million for 2022. Shipping and input costs
declined in 2023 from abnormally high levels in 2021-2022, and
supply chains normalized, which allowed Lifetime to reduce its
inventory levels while maintaining customer service levels. As a
result, working capital was a source of cash at about $30 million
in 2023, compared with a cash use of about $3 million in 2022. S&P
believes sales growth and improved profitability will help the
company sustain positive FOCF of about $16 million in fiscal 2024.
In November 2023, Lifetime extended the maturity of its term loan B
to August 2027 from February 2025. The company borrowed about $50
million on its revolver to pay down a portion of its term loan B as
part of the refinancing of that debt. Additionally, the company is
now subject to a leverage covenant of 5x under the term loan. As a
result, the company has a liquidity cushion of about $134 million
as of Dec. 31, 2023, down from about $200 million prior to the
transaction. Still, S&P believes the company's liquidity position
provides a material cushion relative to its cash needs and expected
FOCF generation.
S&P's stable outlook reflects our expectation the company will
sustain organic growth, positive FOCF generation, and leverage
below 5x over the next 12 months.
S&P could lower the rating if leverage increases above 5x or the
company does not sustain positive FOCF. This could occur if:
-- Demand weakens due to a slowdown in consumer spending or market
share losses;
-- The company does not sustain profitability due to rising
shipping or other input costs; or
-- The company completes large, debt-funded acquisitions or share
repurchases.
While unlikely over the next 12 months, S&P could raise the rating
on Lifetime if it significantly improves its business profile and
maintains leverage below 4x. This could happen if the company:
-- Meaningfully improves scale and diversification through
international expansion or diversification of customer, channel,
and product mix;
-- Achieves meaningful organic revenue growth and margin
expansion; and
-- Commits to and demonstrates a financial policy consistent with
sustaining leverage below 4x, inclusive of acquisitions.
LIQUIDMETAL TECHNOLOGIES: Amends Amorphology License Agreement
--------------------------------------------------------------
Liquidmetal Technologies, Inc. reported in a Form 8-K filed with
the Securities and Exchange Commission that on March 15, 2024, it
entered into a First Amendment to License Agreement with
Amorphology Inc., which amended a License Agreement, dated Nov. 22,
2019, previously entered into by the Company and Amorphology.
The Company has determined that, as a result of the First
Amendment, the Amended License Agreement has become a material
definitive agreement of the Company. The following is a description
of the material terms and conditions of the Amended License
Agreement:
The Amended License Agreement grants Amorphology a non-exclusive
royalty bearing license under all patents, patent applications, and
technical information of the Company in existence as of the date of
the First Amendment to make, use, offer to sell, sell, export, and
import products utilizing Engel injection molding machines in a
field of use consisting of the worldwide industry for amorphous
metal parts and components, excluding consumer electronic products,
jewelry, certain luxury products, and other product categories that
are subject to a license grant to third parties. The license
extends to all territories worldwide other than (without the
consent of the Company and other third parties that may hold
license rights) Brunei, Cambodia, China (P.R.C. and R.O.C.), East
Timor, Indonesia, Japan, Laos, Malaysia, Myanmar, North Korea,
Philippines, Singapore, South Korea, Thailand, and Vietnam. The
license bears a running royalty equal to a percentage of
Amorphology's sales of licensed products as well as for sales to
customers referred to Amorphology by the Company. The Company may
also utilize Amorphology as a third party contract manufacturer.
The Amended License Agreement is for a term of five years, with
automatic 1-year extensions unless terminated by either party upon
at least 6 months notice prior to the expiration of the
then-current term. The Amended License Agreement has customary
early termination provisions in the event of an uncured material
breach by Amorphology, bankruptcy, and other circumstances. The
agreement also contains representations, warranties, covenants, and
indemnities that are customary for a license of this type. The
agreement also grants Amorphology a right of first refusal to
purchase from the Company an Engel injection molding machine and
associated equipment, subject to certain requirements and
limitations.
About Liquidmetal Technologies
Lake Forest, California-based Liquidmetal Technologies, Inc. --
http://www.liquidmetal.com-- is a materials technology company
that develops and commercializes products made from amorphous
alloys. The Company's family of alloys consists of a variety of
bulk alloys and composites that utilize the advantages offered by
amorphous alloys technology. The Company designs, develops and
sells products and custom parts from bulk amorphous alloys to
customers in a wide range of industries. The Company also partners
with third-party manufacturers and licensees to develop and
commercialize Liquidmetal alloy products.
Liquidmetal reported a net loss of $2.05 million in 2023, a net
loss of $2.39 million in 2022, a net loss of $3.38 million in 2021,
a net loss of $2.64 million in 2020, and a net loss of $7.43
million in 2019. As of Dec. 31, 2023, the Company had $31.84
million in total assets, $1.25 million in total liabilities, and
$30.59 million in total shareholders' equity.
LOCAL GYM: Hires Denson Pepper as Accountant and Bookkeeper
-----------------------------------------------------------
The Local Gym, LLC seeks approval from the U.S. Bankruptcy Court
for the Northern District of Georgia to employ Denson Pepper, CPA
as accountant and bookkeeper.
The firm will assist in the preparation of monthly operating
reports, financial statements, tax returns, and similar financial
documents.
The firm will be paid at the rate of $250 per hour.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
As disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Denson Pepper, CPA
3950 Cobb Pkwy NW #708
Acworth, GA 30101
Tel: (678) 210-9117
About The Local Gym, LLC
The Local Gym, LLC, filed a Chapter 11 bankruptcy petition (Bankr.
N.D. Ga. Case No. 23-41899) on December 22, 2023, disclosing under
$1 million in both assets and liabilities. The Debtor is
represented by FAMILETTI LAW FIRM.
MAGNOLIA SENIOR LIVING: Case Summary & Five Unsecured Creditors
---------------------------------------------------------------
Debtor: Magnolia Senior Living LLC
89 Ozora Road
Loganville, GA 30052
Chapter 11 Petition Date: March 19, 2024
Court: United States Bankruptcy Court
Northern District of Georgia
Case No.: 24-52830
Judge: Hon. Wendy L. Hagenau
Debtor's Counsel: Cameron M. McCord, Esq.
JONES & WALDEN, LLC
699 Piedmont Avenue NE
Atlanta, GA 30308
Tel: 404-564-9300
Email: info@joneswalden.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Zhicong Chen as authorized agent.
A full-text copy of the petition containing, among other items, a
list of the Debtor's five unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/ZPA6YGY/Magnolia_Senior_Living_LLC__ganbke-24-52830__0001.0.pdf?mcid=tGE4TAMA
MATLINPATTERSON GLOBAL: Gallo Loses 2nd Bid to Revive Claims
------------------------------------------------------------
MATLINPATTERSON GLOBAL: Gallo's 2nd Reconsideration Motion Denied
Judge David S. Jones of the United States Bankruptcy Court for the
Southern District of New York denied Luiz Eduardo Gallo's Second
Reconsideration Motion filed in the bankruptcy case of
MatlinPatterson Global Opportunities Partners II L.P., et al.
Mr. Gallo is a self-represented individual who resides in Brazil
and who previously submitted multiple substantively identical
claims in the bankruptcy case.
On December 21, 2023, the Court granted the Debtors' objections to
the limited remaining portion of Mr. Gallo's claim or claims that
had not been disallowed by an earlier order. Soon thereafter, Mr.
Gallo filed a motion for Reconsideration, which the Court denied on
February 20, 2024. Mr. Gallo filed the Second Reconsideration
Motion that is now before the Court on February 21, 2024.
The Court concludes the Second Reconsideration Motion fails to
raise any matter that was not or could not have been raised before.
The Court notes that the Second Reconsideration Motion merely
restates contentions Mr. Gallo has raised throughout these
proceedings, namely, that he is a victim of a fraud or other
misconduct by Debtors that has caused him economic harm. The Court
has not identified any portion of the Second Reconsideration Motion
that acknowledges or addresses any aspects of the Court's recent
denial of Mr. Gallo's initial reconsideration motion.
Mr. Gallo nowhere asserts that the materials he attaches to support
his Second Reconsideration Motion represent new information or
information he could not have provided previously. Nothing Mr.
Gallo has submitted to the Court shows that the Debtor has in any
way prevented Mr. Gallo "from fully and fairly presenting his
case."
A copy of the Court's decision dated March 18, 2024, is available
at https://tinyurl.com/2hbr7nzt
About MatlinPatterson Global
MatlinPatterson Global Opportunities Partners II L.P. is a private
investment fund structured as limited partnership entity organized
in the State of Delaware.
MatlinPatterson and its affiliates sought Chapter 11 protection
(Bankr. S.D.N.Y. Lead Case No 21-11255) on July 6, 2021, disclosing
total assets of $100 million to $500 million and total liabilities
of $10 million to $50 million. The cases are handled by Judge
David S. Jones.
The Debtors tapped Simpson Thacher & Bartlett, LLP as bankruptcy
counsel; Schulte Roth & Zabel, LLP as conflicts counsel; FTS US
Inc. as tax consultant; Ernst & Young, LLP as tax services
provider; and North Country Capital LLC as restructuring advisor.
Matthew Doheny of North Country Capital serves as the Debtors'
chief restructuring officer. Kurtzman Carson Consultants, LLC, is
the claims, noticing and administrative agent.
MCMULLEN CONSTRUCTION: Court OKs Interim Cash Collateral Access
---------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Oregon authorized
McMullen Construction, LLC to expend $1,748 for payroll and $155
for payroll taxes for the week ending March 16.
As previously reported by the Troubled Company Reporter, the Debtor
executed trust deeds that generally granted many of the lenders a
security interest in the rents generated by each of its properties.
These lenders are Crisp Properties, LLC, Charlie Springer, Joven M
Garcia and Glenn C Weber Living Trust et al., Pacific Yeti, LLC,
AWHR, LLC, Fay Servicing, LLC, Blue Star Holdings, LLC, BTL
Enterprises, LLC, and Santiam Escrow.
The property securing the claim of the various lenders are the
rents for the Debtor's property which constitute "cash collateral"
within the meaning of 11 U.S.C. Section 363(a).
The court said each creditor with a security interest in cash
collateral will have a perfected post-petition lien against cash
collateral to the same extent and with the same validity and
priority as the prepetition lien, without the need to file or
execute any document as may otherwise be required under applicable
non bankruptcy law.
A copy of the order is available at https://urlcurt.com/u?l=BtoICv
from PacerMonitor.com.
About McMullen Construction, LLC
McMullen Construction, LLC is part of the residential building
construction industry.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Ore. Case No. 24-60523) on March 5,
2024. In the petition signed by Brendan McMullen, member, the
Debtor disclosed $5,503,674 in assets and $5,273,957 in
liabilities.
Judge Teresa H. Pearson oversees the case.
Keith D. Karnes, Esq., at RANK & KARNES LAW PC, represents the
Debtor as legal counsel.
MEDICAL SOLUTIONS: Moody's Cuts CFR to B3 & First Lien Loans to B2
------------------------------------------------------------------
Moody's Ratings downgraded Medical Solutions Holdings, Inc.
corporate family rating (CFR) to B3 from B2 and probability of
default rating to B3-PD from B2-PD, the senior secured first lien
credit facilities to B2 from B1, and the senior secured second lien
term loan to Caa2 from Caa1. The outlook remains stable.
The downgrade of Medical Solutions' CFR reflects the company's
deteriorating credit metrics. Medical Solutions' revenue is
declining, and leverage will remain high following a series of
large dividends. Debt-to-EBITDA as of LTM September 30, 2023 was
6.1x, but Moody's forecasts that leverage will continue to rise to
about 9.0x through the end of 2024. Leverage has increased in 2023
due in part to a $350 million shareholder dividend following a $200
million dividend in 2022. Moody's views the shareholder
distributions as a credit negative because it points to the
aggressive nature of Medical Solutions' financial policies. The
dividends have left Medical Solutions more weakly positioned to
absorb any unexpected operating setback or incremental debt.
Despite these challenges, Moody's forecasts that the company's
credit metrics will begin to improve by the end of 2025, with
Debt-to-EBITDA decreasing to below 7.5x. This forecast is
contingent on a stabilization of the nurse staffing industry, which
would presumably lead to a modest increase in demand and an
increase in bill rates.
The outlook is stable. While Moody's forecasts leverage to rise in
2024, financial leverage will decline in 2025 due to Medical
Solutions' cost-cutting measures that will enhance margins. Medical
Solutions also maintains robust liquidity, driven by solid free
cash flow and an undrawn $180 million revolving credit facility
(less $24 mm in LCs), which helps manage any immediate operational
issues during its return to stability.
RATINGS RATIONALE
Medical Solutions' rating is constrained by: (1) high financial
leverage and weak interest coverage that in part was due to a Q2
2023 accounts receivable financing that funded a dividend; (2) the
cyclical nature of demand for travel nurses and temporary clinical
labor; (3) an active M&A strategy in its fragmented market that
could lead to execution and financial risks, including potentially
higher leverage; and (4) financial policy risks under private
equity ownership, including a history of shareholder-friendly
transactions. The rating benefits from: (1) a leading market
position within the traveling nurse and allied health industries;
(2) a supply-demand imbalance favoring the growth of clinical labor
solutions because of a shortage of nurses against increasing demand
for healthcare; (3) increasing concentration in managed service
provider (MSP) offerings (about 40% of revenue), providing some
resiliency through cycles and integration with healthcare
providers; and (4) good liquidity underpinned by robust free cash
flow.
Medical Solutions has good liquidity. As of September 30, 2023,
sources of liquidity included $138 million of cash on hand, and
expected to generate $100 million in free cash flow in FYE 2024,
and about $156 million of availability on its $180 million
revolving credit facility (less LCs) expiring in 2026 and another
$76 million available on its $375 million AR Securitization
facility that is due in April 2026. Uses of cash are largely
mandatory debt and lease repayments, which total roughly $12.5
million and $6 million, respectively. Moody's expects the company
to also use cash on an opportunistic basis to repay its account
receivable securitization facility.
Moody's forecasts the company will maintain first lien net leverage
below 8.6x. The secured revolver is subject to a springing first
lien net leverage covenant when more than 35% drawn. Although
Moody's does not expect the company to rely on the revolver, there
would be a comfortable cushion if triggered. Medical Solutions has
limited capacity to sell assets to raise cash.
The first lien facilities are rated B2, above the second lien of
Caa2, reflecting higher recovery given priority ranking in the
capital structure. The second lien term loan is rated two notches
below the B3 CFR, at Caa2, reflecting contractual subordination to
the first lien debt.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be downgraded if Medical Solutions' operating
performance further deteriorates. Additionally, the ratings could
be downgraded if Moody's expects debt/EBITDA to be sustained above
8.0x, EBITDA/Interest falls below 1.0x or if the company's
liquidity erodes. Further, debt-funded shareholder returns or other
aggressive financial policies could also result in a downgrade.
The ratings could be upgraded if Medical Solutions can return to
growth and is able to sustain its positive free cash flow. An
upgrade would also be supported by the company adopting more
conservative financial policies and maintaining debt/EBITDA below
6x.
Medical Solutions is a leading provider of contingent clinical
labor solutions to hospitals across the US. The company places
contracted nurses on assignment at hospitals, and in some cases,
administers the entire short-term staffing needs (nurses and other
specialists) of its clients. Medical Solutions also provides
nursing solutions during labor disputes. The company is owned by
Centerbridge Partners and Caisse de depot et placement du Quebec
(CDPQ).
The principal methodology used in these ratings was Business and
Consumer Services published in November 2021.
MEDLINE BORROWER: Moody's Rates New $1BB Senior Secured Notes 'B1'
------------------------------------------------------------------
Moody's Ratings assigned a B1 rating to Medline Borrower, LP (d/b/a
"Medline") proposed $1.0 billion senior secured notes. There are no
changes to Medline's existing ratings including the B2 Corporate
Family Rating, B2-PD Probability of Default Rating, B1 senior
secured rating and Caa1 senior unsecured rating. The outlook
remains unchanged at stable.
Proceeds from the offering will be used to repay a portion of the
senior secured USD term loan due 2028 on a dollar for dollar basis.
Therefore, the proposed transaction will be leverage neutral.
Moody's estimates Medline's leverage is approximately 6.2x in the
twelve months ended December 31, 2023.
RATINGS RATIONALE
Medline's B2 CFR reflects its high debt burden with over $16
billion of Moody's adjusted financial debt. Moody's expects
leverage to improve to below 6 times for the next 12 to 18 months
reflecting revenue growth and barring any large debt-funded
acquisitions. However, Moody's expects financial policies to remain
aggressive under private equity ownership.
Medline's B2 CFR is supported by the company's position as a
leading manufacturer and distributor of a broad range of medical
products. These products are largely single use/consumable products
which have low levels of technological obsolescence risk and stable
demand. Moody's expects Medline will also generate high levels of
free cash flow. While free cash flow is moderate in the context of
the company's $16 billion debt burden, it is significant in
absolute dollars. As a result, the company will have ample capacity
to defend its competitive position.
The outlook is stable. Moody's expects Medline will maintain solid
margin growth and very good liquidity. Moody's also expects
adjusted debt/EBITDA to improve to below 6x over the next 12-18
months.
ESG considerations are material to Medline's credit rating.
Medline's CIS-5 indicates that the rating is lower than it would
have been if ESG risk exposures did not exist and that the negative
impact is more pronounced than for issuers scored CIS-4. Primary
drivers of the CIS-5 include governance and environmental risks.
Although the company's business profile is comparable to peers who
are investment grade, Medline has an aggressive financial policy
reflected in high leverage under private equity ownership. Medline
has exposure to environmental risk as a distributor utilizing a
fossil fuel dependent truck fleet. Social risk exposure stems from
its indirect exposure to reimbursement risks through its hospital
customers.
Moody's expects Medline will maintain a very good liquidity
profile. The company will operate with moderate cash balances as
Moody's expects free cash flow will be at least $1.0 billion in
2024. The company has access to a $1 billion revolving credit
facility which Moody's expects will remain largely undrawn.
The company's secured credit facilities (approx. $7.7 billion) and
secured notes ($4.5 billion) are rated B1, one notch higher than
the B2 corporate family rating. The secured debt benefits from the
level of junior capital ($2.5 billion).
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING
The ratings could be upgraded if Medline's financial policies
become less aggressive and if strong earnings growth continues.
Quantitatively ratings could be upgraded if debt/EBITDA was
sustained below 6.5 times.
The ratings could be downgraded if Medline were to suffer market
share erosion, or if financial policies remained aggressive or if
liquidity were to deteriorate. Quantitatively ratings could be
downgraded if debt/EBITDA was sustained above 7.5 times.
Headquartered in Northfield, IL, Medline Borrower, LP is a leading
manufacturer and distributor of healthcare supplies to hospitals,
post-acute settings, physicians' offices and surgery centers.
Following the 2021 leveraged buyout, The Blackstone Group, The
Carlyle Group, Hellman & Friedman LLC (collectively the Sponsors),
and other investors own a significant majority of Medline with the
balance held by the Mills family. 2023 revenue was approximately
$23 billion.
The principal methodology used in this rating was Medical Products
and Devices published in October 2023.
MEDLINE BORROWER: S&P Rates Senior Secured Notes 'B+'
-----------------------------------------------------
S&P Global Ratings assigned its 'B+' issue-level rating to
Northfield, Ill.-based medical products distribution company
Medline Borrower L.P.'s senior secured notes due 2028. The '3'
recovery rating indicates its expectation for meaningful (50%-70%;
rounded estimate: 50%) recovery in the event of a payment default.
Medline intends to use the proceeds to refinance a portion of its
existing first-lien term loan. Our 'B+' issuer credit rating on
Medline is unchanged and continues to reflect the company's leading
position in the consolidated medical supply distribution market in
the U.S., which is complemented by its sizable manufacturing
business. S&P said, "It also reflects our view that leverage will
remain elevated over the next few years due to its financial
sponsor ownership. We expect high-single-digit percent revenue
growth as the result of new customer wins and strong demand with
improving cash flow generation."
MERCY HOSPITAL: Unsecureds Owed $38M to Get 8% to 10% in Plan
-------------------------------------------------------------
Mercy Hospital, Iowa City, Iowa, et al., submitted a Combined
Disclosure Statement and Joint Chapter 11 Plan of Liquidation.
The Plan constitutes a liquidating joint chapter 11 plan for the
Debtors. Except as otherwise provided by Order of the Court,
Distributions will occur on the Effective Date or as soon
thereafter as is practicable. The Plan provides that, upon the
Effective Date, the Liquidation Trust Assets will be transferred to
the Liquidation Trust and the Debtors will be dissolved under
applicable law as soon as practicable. The Liquidation Trust Assets
will be administered and distributed as soon as practicable
pursuant to the terms of the Plan and the Liquidation Trust
Agreement.
Under the Plan, Class 3 General Unsecured Claims total $38,368,054
and will recover 8% - 10% of their claims. Each Holder of an
Allowed General Unsecured Claim shall receive a Pro Rata
Distribution of the General Unsecured Claims Waterfall Amount;
provided that aggregate recovery amounts attributable to the
Holders of Allowed General Unsecured Claims (Class 3) and Holders
of Allowed Pension Claims (Class 5) shall not be less than 10% of
the aggregate recovery amounts attributable to the Holders of
Allowed Bondholder Claims (Classes 1-A and 1-B), with distributions
made by the Liquidation Trust post-Effective Date being modified
accordingly. Class 3 is impaired.
The Confirmation Hearing has been scheduled for May [6], 2024 at
[10:30 a.m.] (prevailing Central Time) to consider confirmation of
the Plan pursuant to Bankruptcy Code section 1129.
Any objection to confirmation of the Plan must be filed and served
on or before April [29], 2024 at 4:00 p.m. (prevailing Central
time).
Ballots must be submitted electronically, or the Claims and
Noticing Agent must physically receive original ballots by mail or
overnight delivery, on or before April [29], 2024 at 4:00 p.m.
(prevailing Central time).
The Debtors' Cash on hand and the Liquidation Trust Assets shall be
used to fund the distributions to Holders of Allowed Claims against
the Debtors in accordance with the treatment of such Claims
provided pursuant to the Plan and subject to the terms provided
herein.
Counsel for the Debtors:
NYEMASTER GOODE, P.C.
Roy Leaf, AT0014486
625 First Street SE, Suite 400
Cedar Rapids, IA 52401
Tel: (319) 286-7002
Fax: (319) 286-7050
E-mail: rleaf@nyemaster.com
- and -
Kristina M. Stanger, AT0000255
Matthew A. McGuire, AT0011932
Dana Hempy, AT0014934
700 Walnut, Suite 1600
Des Moines, IA 50309
Tel: (515) 283-3100
Fax: (515) 283-8045
E-mail: kmstanger@nyemaster.com
mmcguire@nyemaster.com
dhempy@nyemaster.com
- and -
MCDERMOTT WILL & EMERY LLP
Felicia Gerber Perlman, Esq.
Daniel M. Simon, Esq.
Emily C. Keil, Esq.
444 West Lake Street, Suite 4000
Chicago, IL 60606
Tel: (312) 372-2000
Fax: (312) 984-7700
E-mail: fperlman@mwe.com
dsimon@mwe.com
ekeil@mwe.com
- and -
Jack G. Haake, Esq.
2501 North Harwood Street, Suite 1900
Dallas, TX 75201
Tel: (214) 295-8000
Fax: (972) 232-3098
E-mail: jhaake@mwe.com
A copy of the Disclosure Statement dated Feb. 23, 2024, is
available at https://tinyurl.ph/zqheJ from PacerMonitor.com.
About Mercy Hospital, Iowa City, Iowa
Mercy Hospital, Iowa City, Iowa is a Catholic-based Iowa nonprofit
corporation and a tax-exempt organization described in Section
501(c)(3) of the Internal Revenue Code of 1986 (as amended) that
operates an acute care community hospital and clinics located in
Iowa City, Iowa and surrounding communities.
Mercy Hospital and its affiliates sought protection under Chapter
11 of the U.S. Bankruptcy Code (Bankr. N.D. Iowa Lead Case No.
23-00623) on August 7, 2023. In the petitions signed by Mark E.
Toney, chief restructuring officer, Mercy Hospital disclosed up to
$500 million in both assets and liabilities.
Judge Thad J. Collins oversees the cases.
The Debtors tapped Nyemaster Goode, P.C and McDermott Will & Emery
LLP as bankruptcy co-counsel, Toneykorf Partners, LLC as provider
of interim management services, H2C Securities Inc. as investment
banker, and Epiq Corporate Restructuring, LLC as notice and claims
agent.
An official committee of pensioners was appointed in these Chapter
11 cases. The committee tapped Day Rettig Martin, P.C. as its legal
counsel and HBM Management Associates, LLC as its financial
advisor.
MOTUS GI: EisnerAmper Raises Going Concern Doubt
------------------------------------------------
Motus GI Holdings, 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 EisnerAmper LLP, the Company's
auditor since 2018, 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 18, 2024, EisnerAmper LLP said, "The Company has
generated minimal revenues, experienced negative cash flows from
operating activities and has incurred substantial operating losses
that raise substantial doubt about its ability to continue as a
going concern."
To date, the Company has generated minimal revenues, experienced
negative operating cash flows and has incurred substantial
operating losses from its activities. Management expects the
Company to continue to generate substantial operating losses and to
continue to fund its operations primarily through utilization of
its current financial resources, future product sales, and through
the issuance of debt or equity, as well as through other strategic
alternative transactions. Rising inflation, rising interest rates,
and financial market volatility may adversely impact the Company's
ability to enter into, modify, and negotiate favorable terms and
conditions relative to equity and debt financing initiatives. The
uncertain financial markets, potential disruptions in supply
chains, and changing priorities could also affect the Company's
ability to enter into key agreements. These disruptions may
negatively impact the Company's sales, its results of operations,
financial condition, and liquidity into 2024.
"We have generated limited revenues to date from the sale of
products. We have never been profitable and have incurred
significant net losses each year since our inception, including a
loss of $12.9 million for the year ended December 31, 2023, and we
expect to continue to incur net operating losses for the
foreseeable future. As of December 31, 2023, we had $5.0 million in
cash and cash equivalents and an accumulated deficit of $154.2
million. We expect our current spend level to continue in
connection with ongoing operating activities, including
expenditures in R&D, sales and marketing, clinical affairs and
manufacturing. In order to continue to operate as a standalone
company, we will need additional financing to support our
continuing operations. We also have significant debt under our Loan
Agreement with Kreos which could negatively impact our ability to
operate or consummate a strategic transaction. In addition, we are
exploring a range of strategic and financing alternatives focused
on maximizing stockholder value and accelerating the
commercialization of the Pure-Vu System. If a strategic transaction
is not completed, or if additional financing is not available, we
may not be able to service our outstanding indebtedness and our
payables and may have to file for bankruptcy protection or pursue a
dissolution of the Company and liquidation of all of our remaining
assets. In such an event, the amount of cash available for
distribution to our stockholders, if any, will depend heavily on
the timing of such decision, as with the passage of time the amount
of cash available for distribution will be reduced as we continue
to fund our operations and service our outstanding indebtedness. We
cannot provide assurance as to the amount of cash that will be
available to distribute to stockholders, if any, after paying our
debts and other obligations and setting aside funds for reserves,
nor as to the timing of any such distribution, if any," the Company
explained.
Such conditions raise substantial doubts about the Company's
ability to continue as a going concern.
As of December 31, 2023, the Company had $7.22 million in total
assets, $4.54 million in total liabilities, and $2.69 million in
total shareholders' equity.
A full-text copy of the Company's Form 10-K is available at
https://tinyurl.com/2ujwt9nj
About Motus GI Holdings, Inc.
Ft. Lauderdale, FL-based Motus GI Holdings, Inc. is a medical
technology company, with subsidiaries in the U.S. and Israel,
providing endoscopy solutions that improve clinical outcomes and
enhance the cost-efficiency associated with the diagnosis and
management of gastrointestinal conditions.
MOXY RESTAURANT: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: Moxy Restaurant Associates, Inc.
DBA Smithfield Hall
138 W. 25th Street
New York, NY 10001
Business Description: The Debtor operates as a full-service
restaurant.
Chapter 11 Petition Date: March 19, 2024
Court: United States Bankruptcy Court
Southern District of New York
Case No.: 24-10449
Debtor's Counsel: Vincent Roldan, Esq.
MANDELBAUM BARRETT PC
3 Becker Farm Road
Roseland, NJ 07068
Tel: 973-974-9815
Email: vroldan@mblawfirm.com
Estimated Assets: $100,000 to $500,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Thomas McCarthy as director.
The Debtor failed to include in the petition a list of its 20
largest unsecured creditors.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/KKI47TA/Moxy_Restaurant_Associates_Inc__nysbke-24-10449__0001.0.pdf?mcid=tGE4TAMA
NABIEKIM ENTERPRISES: Court OKs Cash Collateral Access Thru June 30
-------------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of California,
Fresno Division, authorized NabieKim Enterprises, Inc. to use cash
collateral on an interim basis in accordance with the budget, with
a 10% variance, through June 30, 2024.
As previously reported by the Troubled Company Reporter, in 2017,
Calvin and Kaye Kim opened a Korean Fusion restaurant in Fresno,
California.
The business struggled to grow, leading to disagreements over
Calvin's financial contributions. Kaye Kim agreed to buy out
Calvin's interest for $500,000. The deal was negotiated in 2020,
with monthly payments of $5,000 for 30 years. Despite the pandemic,
the business faced upheaval. Kaye Kim has been working full-time to
make the business successful, but has not received a salary since
September 2021. The bankruptcy filing is due to two main reasons:
Calvin Kim sued the debtor based on the buyout agreement and the
debtor's $312,000 EIDL loan. The debtor has been unwilling to
negotiate and cannot repay the debt and Calvin Kim's debt.
The U.S. Small Business Administration is the sole creditor that
appears to have a perfected security interest in the cash
collateral. The security interest was perfected by the filing of a
UCC-1 on June 2, 2020, by the SBA based on the EIDL.
The Court said creditors with secured claims against the cash
collateral are granted replacement liens on the Debtor's
post-petition acquired assets, including but not limited to cash,
accounts, and accounts receivable to the extent such secured
creditor holds a prepetition security interest in such categories
of collateral; and the priority of such replacement liens will be
governed by the priority as they existed as of the petition date.
A further hearing on the matter is set for June 20, 2024 at 9:30
a.m.
A copy of the order is available at https://urlcurt.com/u?l=9vQ1Hn
from PacerMonitor.com.
About NabieKim Enterprises
NabieKim Enterprises operates a Korean Fusion restaurant in Fresno,
California. NabieKim filed a petition under Chapter 11, Subchapter
V of the Bankruptcy Code (Bankr. E.D. Calif. Case No. 23-10571) on
March 24, 2023, with $50,000 to $100,000 in assets and $1 million
to $10 million in liabilities. Kaye Kim, chief executive officer
and president of NabieKim, signed the petition.
Judge Jennifer E. Niemann oversees the case.
Peter Fear, Esq., at Fear Waddell, P.C. is the Debtor's legal
counsel.
The United States Trustee has appointed David Sousa as Subchapter V
trustee.
NEGEV INVESTMENTS: Voluntary Chapter 11 Case Summary
----------------------------------------------------
Debtor: Negev Investments, LLC
12800 Foxdale Dr
Desert Hot Springs, CA 92240
Business Description: Negev Investments is a Single Asset Real
Estate debtor (as defined in 11 U.S.C.
Section 101(51B)).
Chapter 11 Petition Date: March 19, 2024
Court: United States Bankruptcy Court
Central District of California
Case No.: 24-12091
Judge: Hon. Vincent P. Zurzolo
Debtor's Counsel: Derrick Talerico, Esq.
WEINTRAUB ZOLKIN TALERICO & SELTH LLP
11766 Wilshire Blvd Suite 730
Los Angeles, CA 90025
Tel: 424-500-8552
Email: dtalerico@wztslaw.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Susan Halevy as manager.
The Debtor indicated it has no unsecured creditors.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/6DLJX2Q/Negev_Investments_LLC__cacbke-24-12091__0001.0.pdf?mcid=tGE4TAMA
NEGEV INVESTMENTS: Voluntary Chapter 11 Case Summary
----------------------------------------------------
Debtor: Negev Investments, LLC
12800 Foxdale Dr
Desert Hot Springs, CA 92240
Business Description: Negev Investments is a Single Asset Real
Estate debtor (as defined in 11 U.S.C.
Section 101(51B)).
Chapter 11 Petition Date: March 19, 2024
Court: United States Bankruptcy Court
Central District of California
Case No.: 24-11332
Judge: Hon. Magdalena Reyes Bordeaux
Debtor's Counsel: Derrick Talerico, Esq.
WEINTRAUB ZOLKIN TALERICO & SELTH LLP
11766 Wilshire Blvd Suite 730
Los Angeles, CA 90025
Tel: 424-500-8552
Email: dtalerico@wztslaw.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Susan Halevy as manager.
The Debtor indicated it has no unsecured creditors.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/XIX7VBA/Negev_Investments_LLC__cacbke-24-11332__0001.0.pdf?mcid=tGE4TAMA
NEW INSIGHT: Moody's Withdraws 'Caa3' Corporate Family Rating
-------------------------------------------------------------
Moody's Ratings withdrew its ratings at New Insight Holdings, Inc.
("Dynata"), including the company's Caa3 corporate family rating
and Caa3-PD/LD probability of default rating. At the same time,
Moody's withdrew Research Now Group, LLC's Caa2 ratings on its
backed senior secured first lien bank credit facilities, and its Ca
rating on its backed senior secured second lien term loan. The
negative outlooks have also been withdrawn.
RATINGS RATIONALE
Moody's has decided to withdraw the ratings for its own business
reasons.
Headquartered in Plano, Texas, borrowers Research Now Group, LLC
(formerly Research Now Group, Inc.) and its subsidiary Dynata, LLC
(formerly Survey Sampling International, LLC), constitute a global
leader in data collection through online, mobile and offline
surveys used by market research firms, consulting firms and
corporate customers. New Insight Holdings, Inc. is a holding
company above Research Now Group, LLC and is owned indirectly by
private equity owners Court Square and HGGC. The company does
business under the name Dynata.
NORTHERN LIGHT: Moody's Lowers Rating to Ba2, Outlook Stable
------------------------------------------------------------
Moody's Ratings has downgraded Northern Light Health's (ME) rating
to Ba2 from Ba1. The organization has $586 million of debt
outstanding. The outlook has been revised to stable from negative.
The downgrade to Ba2 is driven by NLH's continuing weak operating
performance that will inhibit its ability to replenish modest
unrestricted cash. The outlook revision to stable reflects Moody's
expectation that NLH will maintain cash on hand above 65 days as a
result of one-time funding receipts, allowing for some
stabilization as management works toward operating performance
improvement.
RATINGS RATIONALE
The Ba2 rating is supported by NLH's dominant market position over
a broad geography and limited competition. Fiscal 2024 operating
performance will be in line with fiscal 2023 with a weak operating
cash flow margin of 1-3% including material FEMA and 340B funds.
Without these one-time payments, operating cashflow would have been
negative, primarily driven by losses at NLH's flagship hospital.
Labor remains a challenge given NLH's rural locations and at the
flagship hospital, where continued agency usage and wage increases
for union nurses have driven up expenses. Also, the ongoing shift
to Medicare Advantage plans will constrain revenue. Favorably, NLH
is executing multiple initiatives to narrow operating losses in
fiscal 2024 and reach a goal of breakeven performance in fiscal
2025. NLH has implemented an escrow strategy to meet debt service
coverage and Moody's do not expect a covenant breach at fiscal
year-end 2024.
RATING OUTLOOK
The stable outlook reflects Moody's expectation that although
fundamental operating performance will remain weak in fiscal 2024,
one-time funding receipts will stabilize cash at 65-70 days in
fiscal 2024.
FACTORS THAT COULD LEAD TO AN UPGRADE OF THE RATINGS
-- Sustained positive cash flow generation without one-time funds
-- Meaningful and sustained unrestricted cash growth, exhibited by
days cash on hand improvement
FACTORS THAT COULD LEAD TO A DOWNGRADE OF THE RATINGS
-- Further weakening of unrestricted cash, resulting in less than
60 days cash on hand
-- Inability to make progress toward positive cash flow on a
quarterly basis
LEGAL SECURITY
The bonds are secured by a pledge of gross receipts of the
obligated group (represents virtually all system revenue) as well
as a mortgage lien on facilities. Mayo Hospital and several small
subsidiaries are not part of the obligated group. The MTI has a 1.2
times debt service coverage covenant, measured annually and
requiring a consultant call-in if breached. If coverage is under
1.0 times for two consecutive years, an event of default and
potential acceleration with 25% of bondholder consent may occur,
subject to interpretation of somewhat ambiguous terms in the MTI.
Debt service coverage for the obligated group was 1.69x at fiscal
year-end 2023 and Moody's expect that NLH will meet its coverage in
fiscal 2024. NLH will use a strategy to escrow debt service
coverage in an irrevocable trust to reach the required ratio.
PROFILE
Northern Light Health is comprised of 10 hospitals located across
Maine, including the flagship Eastern Maine Medical Center located
in Bangor. The system employs a large number of physicians and has
the largest geographic footprint in the state.
METHODOLOGY
The principal methodology used in these ratings was US
Not-for-profit Healthcare published in February 2024.
OMEGA TWIN: To Liquidate Real Estate to Pay Off Claims
------------------------------------------------------
Omega Twin River Holdings, LLC, filed a Combined Plan and
Disclosure Statement in the Small Business Chapter 11 case. This
Plan is filed under chapter 11 of the Bankruptcy Code and proposes
to pay creditors of the Debtor from sale of land assets by May 1,
2024.
There are no unsecured creditors of the Debtor.
The Debtor's assets included 7 parcels of property with
manufacturing building on 276 acres, currently being used by Modern
Mod. Inc., at 3551 Doniphan Dr., Neosho, MO 64850. The value of the
real property listed in Debtor's schedules was $7,000,000 based on
an appraisal of property in 2021. Debtor's assets also include
claim for theft of tools and damage of property against Melvin
Bickford. Debtor believes this is uncollectable.
Below are the secured claims with corresponding treatment:
* Secured claim of John Michael Nixon total of $2,050,000 to be
paid in full from sale of real property at 3551 Doniphan Dr.,
Neosho, MO 65850. This claim is impaired.
* Secured claim of The Andre James Steward Irrevocable Trust
total of $1,550,000 to be paid in full from sale of real Property
at 3551 Doniphan Dr., Neosho, MO 65850.
* Secured claim of Newton County, Missouri total of $235,304
plus those amounts due from 2023 real property taxes to be paid in
full from sale of real property at 3551 Doniphan Dr., Neosho, MO
65850.
The Debtor plans to liquidate 35 acres of the real estate at 3551
Donaphin Drive, Neosho, MO within one year of the confirmation of
the Plan. The Debtor has a pending contract for the purchase of
said land for $5,000,000, with a projected closing date for May 1,
2024.
Attorney for the Debtor(s):
Ted L. Tinsman, Esq.
DEBT DOCTORS OF MISSOURI, LLC
3337 E. Ridgeview St.
Springfield, Missouri 65804
Tel: (417) 466-3328
Fax: (417) 886-5940
E-mail: ted@debdoctorslaw.com
A copy of the Combined Plan and Disclosure Statement dated Feb. 21,
2024, is available at https://tinyurl.ph/hygbj from
PacerMonitor.com.
About Omega Twin River Holdings
Omega Twin River Holdings, LLC, a company in Neosho, Mo., filed its
voluntary Chapter 11 petition (Bankr. W.D. Mo. Case No. 23-30263)
on Aug. 25, 2023, with as much as $1 million to $10 million in both
assets and liabilities. David K. Papen, managing member, signed
the petition.
Judge Brian T. Fenimore oversees the case.
Debt Doctors of Missouri, LLC, serves as the Debtor's legal
counsel.
ORLANDO RESERVOIR: Hires White Oak Advisors as Accountant
---------------------------------------------------------
The Orlando Reservoir No. 2 Company, LLC, seeks approval from the
U.S. Bankruptcy Court for the District of Colorado to employ White
Oak Advisors, LLC as accountant.
The firm will provide these services:
a. assist the Debtor with general finance and accounting
needs;
b. assist the Debtor with reviewing historical transactions
and deconsolidating financial statements;
c. assist the Debtor with preparing and filing various state
and federal income tax returns; and
d. assist in any ongoing company strategic initiatives, goals,
and objectives or other tasks as requested.
The firm will be paid at these rates:
Scott Caruthers, Principal $275 per hour
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Scott Caruthers, a partner at White Oak Advisors, 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:
Scott Caruthers
White Oak Advisors, LLC
3483 White Oak Street
Highlands Ranch, CO 80129
About The Orlando Reservoir No. 2 Company, LLC
The Orlando Reservoir No. 2 Company, LLC filed a petition under
Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D. Colo.
Case No. 23-13178) on July 19, 2023, with $1 million to $10 million
in assets and liabilities. Joli Lofstedt, Esq., has been appointed
as Subchapter V trustee.
K. Jamie Buechler, Esq., at Buechler Law Office, LLC is the
Debtor's counsel.
OUTLOOK THERAPEUTICS: Issues 8.6M Shares and 12.8M Warrants
-----------------------------------------------------------
Outlook Therapeutics, Inc. disclosed in a Form 8-K filed with the
Securities and Exchange Commission that on March 18, 2024, it
closed its previously announced private placement of shares of the
Company's common stock, par value $0.01 per share, and, for each
share of Common Stock issued in the Private Placement, accompanying
warrants to purchase up to one and a half shares of Common Stock at
a purchase price of $7.00 per Share and accompanying Warrant to
purchase one and a half shares of Common Stock (which price gives
effect to the reverse stock split).
At the Closing, the Company issued an aggregate of 8,571,423 Shares
and Warrants to purchase an aggregate of 12,857,133 shares of
Common Stock. The Warrants have an exercise price of $7.70 per
share of Common Stock and will expire on March 18, 2029. The
Shares and Warrants were sold and, upon exercise the shares of
Common Stock underlying the Warrants, will be issued without
registration under the Securities Act of 1933, as amended, in
reliance on the exemptions provided by Section 4(a)(2) of the
Securities Act as a transaction not involving a public offering
and/or Rule 506 promulgated under the Securities Act as sales to
accredited investors, and in reliance on similar exemptions under
applicable state laws. The investors in the Private Placement made
relevant representations in the securities purchase agreement with
respect to the Private Placement.
At the 2024 Annual Meeting of Stockholders, the stockholders of the
Company approved the amendment of the Company's Amended and
Restated Certificate of Incorporation to effect a reverse stock
split of the Common Stock, and a proportionate reduction in the
number of authorized shares of Common Stock, at a ratio of 1-for-10
to 1-for-30. Effective March 13, 2024 at 5:00 p.m. Eastern Time,
the Company effected a 1-for-20 reverse stock split and
proportionate reduction in the number of authorized shares of
Common Stock pursuant to a Certificate of Amendment of the Amended
and Restated Certificate of Incorporation filed with the Secretary
of State of the State of Delaware on March 11, 2024. Accordingly,
the Company's authorized share capital is 60.0 million shares of
Common Stock and there were approximately 13.0 million shares of
Common Stock issued and outstanding immediately after effectiveness
of the 1-for-20 reverse stock split and proportionate share capital
reduction (but prior to eliminating fractions and the issuance of
the shares of Common Stock).
About Outlook Therapeutics
Outlook Therapeutics, Inc., formerly known as Oncobiologics, Inc.
-- http://www.outlooktherapeutics.com-- is a biopharmaceutical
company working to develop the first FDA-approved ophthalmic
formulation of bevacizumab for use in retinal indications,
including wet AMD, DME and BRVO. If ONS-5010, its investigational
ophthalmic formulation of bevacizumab, is approved, Outlook
Therapeutics expects to commercialize it as the first and only
on-label approved ophthalmic formulation of bevacizumab for use in
treating retinal diseases in the United States, Europe, Japan and
other markets.
Outlook Therapeutics incurred a net loss of $58.98 million for the
year ended Sept. 30, 2023, compared to a net loss of $66.05 for the
year ended Sept. 30, 2022. As of Sept. 30, 2023, the Company had
$32.30 million in total assets, $46.74 million in total
liabilities, and a total stockholders' deficit of $14.44 million.
Philadelphia, Pennsylvania-based KPMG LLP, the Company's auditor
since 2015, issued a "going concern" qualification in its report
dated Dec. 22, 2023, citing that the Company has incurred recurring
losses and negative cash flows from operations and has an
accumulated deficit that raise substantial doubt about its ability
to continue as a going concern.
The Company has incurred recurring losses and negative cash flows
from operations since its inception and has an accumulated deficit
of $479,096,425 as of Dec. 31, 2023. As of Dec. 31, 2023, the
Company had $37,666,716 of principal, accrued interest and exit
fees due under an unsecured convertible promissory note issued in
December 2022, maturing on April 1, 2024. As a result, the Company
said, there is substantial doubt about the Company's ability to
continue as a going concern.
OVERLAND GARAGE: Court OKs Cash Collateral Access on Final Basis
----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Utah, Central
Division, authorized the Overland Garage, LLC to use cash
collateral on a final basis, in accordance with the budget, through
June 12, 2024.
The Full Budget is approved as to expenses to be incurred through
June 12 and subject to the condition that expenditures in the month
will not be unnaturally accelerated or paid within the first 12
days of the month, when they would ordinarily have been incurred
throughout the course of the month.
A reasonable variance in expenses is allowed so long as they are
consistent with increased sales that may take place from February
13, 2024 through June 12, 2024.
The Debtor will maintain accurate and detailed records of all
expenditures made using cash collateral, and such records will be
made available for inspection upon reasonable request.
A further hearing on the matter is set for June 12 at 2 p.m.
A copy of the order is available at https://urlcurt.com/u?l=9IBsVW
from PacerMonitor.com.
About The Overland Garage, LLC
The Overland Garage, LLC sought protection for relief under Chapter
11 of the Bankruptcy Code (Bankr. D. Utah Case No. 24-20571) on
Feb. 13, 2024, listing $50,001 to $100,000 in assets and $500,001
to $1 million in liabilities.
Judge Joel T Marker presides over the case.
Roger A. Kraft, Esq. at Roger A. Kraft, Attorney at Law, P.C.
represents the Debtor as counsel.
PALEO ON THE GO: Court OKs Interim Cash Collateral Access
---------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Florida, Tampa
Division, authorized Paleo on the Go, LLC to use cash collateral,
on an interim basis, in accordance with the budget, retroactive to
January 12, 2024.
The Debtor is authorized to use cash collateral to pay: (a) amounts
expressly authorized by the Court; (b) the current and necessary
expenses set forth in the budget, plus an amount not to exceed 10%
for each line item; and (c) additional amounts as may be expressly
approved in writing by the Secured Creditor.
Samson MCA, LLC and Shopify may claim blanket liens against the
Debtor's assets.
The Debtor estimates that the collective claims of the Secured
Creditors are secured by $24,851 in cash and $6,000 in accounts
receivable, all of which is less than 90 days old.
As adequate protection for the use of cash collateral, the Secured
Creditors, including Samson MCA, LLC, will have perfected
post-petition liens against cash collateral to the same extent and
with the same validity and priority as their prepetition liens,
without the need to file or execute any document as may otherwise
be required under applicable non bankruptcy law.
The Debtor will maintain insurance coverage for its property in
accordance with the obligations under the loan and security
documents with the Secured Creditors.
A continued hearing on the matter is set for April 15, 2024 at 10
a.m.
A copy of the order is available at https://urlcurt.com/u?l=CexZco
from PacerMonitor.com.
About Paleo On The Go
Paleo On The Go, LLC, a company in Largo, Fla., filed a petition
under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. M.D.
Fla. Case No. 24-00155) on January 12, 2024, with $29,700 in assets
and $1,451,126 in liabilities. David J. Rohde, manager, signed the
petition.
Judge Catherine Peek Mcewen oversees the case.
Buddy D. Ford, Esq., at Buddy D. Ford, P.A. represents the Debtor
as legal counsel.
PARAMETRIC SOLUTIONS: 8 Rivers Says Disclosures Inadequate
----------------------------------------------------------
8 Rivers Capital, LLC, filed an objection to the proposed Amended
Disclosure Statement for Parametric Solutions, Inc.
It says the Amended Disclosure Statement should be denied for two
reasons: (i) the proposed Plan is patently unconfirmable; and (ii)
the Amended Disclosure Statement lacks "information of a kind, and
in sufficient detail, as far as is reasonably practicable in light
of the nature and history of the debtor . . . that would enable . .
. a hypothetical investor of the relevant class to make an informed
judgment about the plan . . . ." 11 U.S.C. Sec. 1125(a)(1).
8 Rivers asserts that the Plan is patently unconfirmable as it,
among other questionable provisions, violates the absolute priority
rule4 and is not proposed in good faith. Specifically, the Plan
inexplicably proposes to allow the existing equity member to
"retain his currently held equity interest in the Debtor," when
creditors in senior classes are not being paid in full. Indeed, the
Plan and Amended Disclosure Statement fail to disclose what
consideration, if any, the Debtor's estate will receive for the
"retained equity interest." Nor does it disclose if the "retained"
equity interest has been subject to any market test, or if the any
of the Debtor's assets have been marketed and exposed to a
potential sale pursuant to Section 363 of the Bankruptcy Code. 8
Rivers respectfully submits the Court should not countenance the
retention (transfer) of any equity interest, new or old, to the
existing member, under the guise of a reorganization, when: (i) no
consideration is being offered for the equity interests; (ii)
senior creditors are not being paid in full;, and (iii) the
Debtor's assets will vest, other than as may be specified in the
Plan, in the reorganized debtor free and clear of liens, claims and
interests. In the absence of a "fair and equitable," confirmable
plan, approval of the Amended Disclosure Statement should be
denied.
The proposed retention of existing equity interests by the existing
equity member, an insider, also violates the requirement that "the
plan has been proposed in good faith and not be any means forbidden
by law." 11 U.S.C. Sec.1129(a)(3). The existing member's proposed
retention of equity interests, when allowed unsecured claims
(currently estimated at $2,798,587.52) will only receive a de
minimums pro rata share of $60,000 over 5 years lacks good faith
and approval of the Amended Disclosure Statement should be denied.
The Amended Disclosure Statement should also not be approved as the
classes of claims and their proposed treatment under the Plan
differs from the classes of claims identified in the Amended
Disclosure Statement. Specifically, Class 6, the purported
"Consolidated Class Action Plaintiff Class" identified in the filed
Plan, has been removed from the Amended Disclosure Statement. No
disclosure is provided as to why this class of creditors and claims
has been removed from the Plan. Nor is any disclosure provided as
to how such class has been reclassified. Such disclosure is
imperative as the Debtor previously indicated it "was in advanced
stages of preparing a confidential settlement agreement, subject to
approval of the Court, which would include eventual dismissal with
prejudice [of the Consolidated Class Action]."
In the event the Court is inclined to allow the Plan process to
still move forward, the Amended Disclosure Statement is woefully
inadequate and additional disclosures are required so that
creditors may make a fully informed decision prior to voting on the
Plan. These additional disclosures include:
* the proposed classification and treatment of the former
Class 6 Consolidated Class Action Plaintiffs, including the status
of the litigation;
* the consideration, if any, being paid by the existing
equity member for the retained equity interest in the reorganized
debtor;
* the present condition of the Debtor while in chapter 11,
including, but not limited to the status of the Debtor's existing
projects and the Debtor's funding award with the Department of
Energy ("DOE") number DE-FE0031922;
* the anticipated future of the reorganized debtor, including
the status of any licensing arrangements and intellectual property
rights granted to and from the Debtor in connection with its
existing business, and whether the reorganized debtor, or any party
to such, licensing arrangements or intellectual property rights
will retain such licensing arrangements and intellectual property
rights post-confirmation;
* the estimated claims that may be asserted against the
Debtor as a result of any rejection or assumption of an executory
contract, and the impact such claims may have on any distributions
to creditors;
* the underlying assumptions supporting the "cash flow
projections" supporting the Plan (Amended D.S. at Art. VII);
* the underlying assumptions supporting the Debtor's (albeit
reorganized debtor's) "projected future income" (Plan at Article
V.1);
* the potential estate claims and causes of action, if any,
including director and officer claims, if any, that may be waived
or retained under the proposed Plan;
* the estimated administrative expenses payable under the
Plan;
* the financial information, data, valuations, or projections
relevant to the creditors' decision to accept or reject the Plan;
* the existence, likelihood, and possible success of any
non-bankruptcy litigation; and
* the tax consequences of the Plan, including any tax
attributes being retained by the existing equity member pursuant to
the Plan (i.e., net operating losses).
In short, the bona fides of the purported Plan -- including whether
the proposed retention of equity interests by the existing equity
member has been market tested and maximizes value for the Debtor's
estate -- should fully be disclosed for an acceptable disclosure
statement to be approved by the Court. The Amended Disclosure
Statement currently does not adequately describe the bona fides of
the Plan, and approval of the Amended Disclosure Statement should
be denied.
8 Rivers Capital's attorneys:
Leyza F. Blanco, Esq.
SEQUOR LAW
1111 Brickell Avenue, Suite 1250
Miami, FL 33131
Tel: (305) 372-8282
Fax: (305) 372-8202
E-mail: lblanco@sequorlaw.com
- and -
Don Detweiler, Esq.
WOMBLE BOND DICKINSON (US) LLP
1313 North Market Street, Suite 1200
Wilmington, DE 19801
Tel: (302) 252-4327
E-mail: don.detweiler@wbd-us.com
About Parametric Solutions
Parametric Solutions, Inc., provides architectural, engineering,
and related services. Parametric Solutions sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No.
23-16141) on Aug. 3, 2023. In the petition signed by David Cusano,
director, the Debtor disclosed $6,147,0861 in assets and $5,597,168
in liabilities.
Judge Mindy A. Mora oversees the case.
Craig I. Kelley, Esq., at Kelley, Fulton and Kaplan, PL, is the
Debtor's legal counsel.
PATRIOT LINEN: Case Summary & Three Unsecured Creditors
-------------------------------------------------------
Debtor: Patriot Linen Services LLC
2565 South Dominquez Hills Drive
Compton CA 90220
Business Description: The Debtor offers linen cleaning services.
Chapter 11 Petition Date: March 19, 2024
Court: United States Bankruptcy Court
Central District of California
Case No.: 24-12114
Judge: Hon. Neil W. Bason
Debtor's Counsel: David Tran, Esq.
PROSPEROUS LAW GROUP
3692 Katella Avenue, Suite B
Los Alamitos, CA 90720
Tel: (562) 296-8750
Email: ctran@prosperous-law.com
Total Assets as of Feb. 29, 2024: $3,219,381
Total Liabilities as of Feb. 29, 2024: $2,343,094
The petition was signed by Mehrad Golshani as member/manager.
A full-text copy of the petition containing, among other items, a
list of the Debtor's three unsecured creditors is available for
free at PacerMonitor.com at:
https://www.pacermonitor.com/view/TNFGT2A/Patriot_Linen_Services_LLC__cacbke-24-12114__0001.0.pdf?mcid=tGE4TAMA
PAULSON'S TRANSPORT: Unsecureds to Get Paid After Other Claims
--------------------------------------------------------------
Paulson's Transport Inc. submitted a Plan of Reorganization.
Under the Plan, Class 12 consists of General Unsecured Claims. The
pool of general unsecured creditors will receive a pro-rata share
of any funds available after payment of Administrative, Priority
and Secured claims if any such funds exist. Class 12 is impaired.
The Plan will be funded with the funds currently in Debtor's bank
accounts, from the collections of outstanding accounts receivable
and from the collection of proceeds from the adversary proceeding.
Funds will be disbursed upon the effective date of the Plan, if
funds come in after the effective date of the Plan additional funds
will be disbursed on the 15th of any month after they are received
so long as the funds are received by the 10th of that month.
Attorney for the Debtor:
Steven M Palmer, Esq.
Palmer & Associates, PLLC
6912 220th St SW, Suite 113
Mountlake Terrace, WA 98043
Tel. (425) 292-8009
Fax: (425) 200-0841
A copy of the Plan of Reorganization dated Feb. 23, 2024, is
available at https://tinyurl.ph/seZtN from PacerMonitor.com.
About Paulson's Transport
Paulson's Transport Inc. -- https://www.paulsonstransport.com/ --
is a transporter of shipping containers in Washington, Oregon,
Idaho, Montana, Wyoming, Nevada and California areas.
Paulson's Transport Inc. sought relief under Subchapter V of
Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Wash. Case No.
23-11959) on October 14, 2023, with total assets of $1,293,527 and
total liabilities of $1,728,154. Charles Christian Carr, president,
signed the petition.
Judge Marc Barreca oversees the case.
The Debtor tapped Steven M Palmer, Esq., at Curtis, Casteel &
Palmer, PLLC as legal counsel and Kerry Van Duren, CPA, at Goodsell
& Associates, Inc. as accountant.
PODS LLC: Moody's Affirms 'B2' CFR & Alters Outlook to Negative
---------------------------------------------------------------
Moody's Ratings affirmed the ratings of PODS LLC's, including its
B2 corporate family rating, B2-PD probability of default rating,
and B2 senior secured bank credit facilities. The outlook has been
changed to negative from stable.
The negative outlook reflects Moody's expectation that the
company's earnings will weaken further in 2024. Furthermore,
Moody's expects financial leverage will remain high and free cash
flow will be breakeven to modestly positive. As such, Moody's
expects PODS operating performance will likely remain under
pressure due to continued soft macroeconomic conditions. Therefore,
Moody's expects debt/EBITDA to increase to around 6.2x in 2024 from
5.7x at September 30, 2023.
RATINGS RATIONALE
PODS' ratings reflect its moderate scale and high leverage
reflective of an aggressive financial policy that focused on
debt-funded distributions, acquisitions of franchises and
significant increase in capital expenditures. Moody's believes that
a continuation of soft home sales in 2024 will negatively impact
container utilization and reduce cash flows from record levels seen
over the past few years. However, the ratings also reflect PODS'
strong brand recognition and leading niche market position. Moody's
believes PODS has good growth prospects as service offerings for
its target market provide the consumer considerable flexibility and
cost advantages, despite weaker margins expected in 2024.
Liquidity is expected to remain adequate over the next 12 months.
The company's liquidity is primarily supported by its cash position
of about $12 million as of February 2024 and approximately $62
million available on its $100 million revolver after letters of
credit. Managing working capital is key to PODS' free cash flow.
Moody's expects free cash flow to be around $25 million in 2024
driven by substantially lower capital expenditures following an
elevated level of investment in containers during 2023.
The negative outlook reflects Moody's expectation that credit
metrics will weaken slightly due to soft macro conditions and
higher interest rates continuing to impact the housing market. The
outlook also reflects Moody's expectation that the company will
maintain at least adequate liquidity.
FACTORS THAT COULD LEAD TO A DOWNGRADE OR UPGRADE OF THE RATINGS
The ratings could be downgraded if EBITDA significantly erodes and
liquidity weakens resulting in reliance on its revolving credit
facility. Debt/EBITDA above 6x either through lower earnings or a
debt-financed dividend or franchise acquisition could result in a
downgrade.
The ratings could be upgraded if Moody's expects debt/EBITDA to be
maintained near 4x and free cash flow-to-debt is consistently above
5%. A stronger liquidity profile along with expectations for a more
conservative financial policy would also be prerequisites for a
higher rating.
The principal methodology used in these ratings was Surface
Transportation and Logistics published in December 2021.
PODS LLC (Portable On Demand Storage) is a leader in
consumer-focused containerized moving and storage. The company
offers a full range of services including moving within or between
cities, storage at a customer's site and storage at one of PODS'
warehouses. Revenue for the twelve months ended September 30, 2023
was approximately $1.1 billion.
PURE BIOSCIENCE: Incurs $1 Million Net Loss in Second Quarter
-------------------------------------------------------------
PURE Bioscience, Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q reporting a net loss
of $1 million on $326,000 of total revenue for the three months
ended Jan. 31, 2024, compared to a net loss of $1.06 million on
$397,000 of total revenue for the three months ended Jan. 31,
2023.
For the six months ended Jan. 31, 2024, the Company reported a net
loss of $1.74 million on $1.05 million of total revenue, compared
to a net loss of $2.05 million on $868,000 of total revenue for the
same period in 2023.
As of Jan. 31, 2024, the Company had $1.08 million in total assets,
$2.41 million in total liabilities, and a total stockholders'
deficiency of $1.32 million.
The Company has a history of recurring losses, and as of Jan. 31,
2024 the Company has a stockholders deficiency of $1,321,000.
During the six months ended Jan. 31, 2024, the Company recorded a
net loss of $1,737,000 on recorded net revenue of $1,048,000. In
addition, during the six months ended Jan. 31, 2024 the Company
used $1,323,000 in operating activities resulting in a cash balance
of $557,000 as of Jan. 31, 2024.
"Our history of recurring operating losses, and negative cash flows
from operating activities give rise to substantial doubt regarding
our ability to continue as a going concern. The Company's
independent registered public accounting firm, in its report on the
Company's consolidated financial statements for the year ended July
31, 2023, has also expressed substantial doubt about the Company's
ability to continue as a going concern. The financial statements
do not include any adjustments to reflect the possible future
effects on the recoverability and classification of assets or the
amounts and classifications of liabilities that may result from our
possible inability to continue as a going concern," Pressure
Bioscience stated.
Management Comments
Robert Bartlett, chief executive officer, said, "Our fiscal second
quarter revenue was very disappointing at best. While
historically, this quarter is our lowest revenue generator, FYQ2
experienced an unexpected interruption in the flow of PURE products
to one of our major customers. The impact of this interruption
cannot be overstated. We anticipate this shortfall in revenue will
be absorbed in future sales."
Tim Steffensmeier, Vice President of Sales, said, "The technical
sales team we have assembled has nearly 100 years of combined food
and chemical industry experience. The varying experience and
unique skillsets enables our team to be productive in business
development, sales and marketing, new equipment solutions, and new
product development and microbiology solutions. Our team is
dedicated to prioritizing the sustainability of the Company's
growth, and are actively cultivating new relationships with key
stakeholders while also nurturing and expanding current key
industry and distributor accounts."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1006028/000149315224010313/form10-q.htm
About PURE Bioscience Inc.
PURE Bioscience, Inc. -- www.purebio.com -- is focused on
developing and commercializing its proprietary antimicrobial
products primarily in the food safety arena. The Company provides
solutions to combat the health and environmental challenges of
pathogen and hygienic control. Its technology platform is based on
patented, stabilized ionic silver, and its initial products contain
silver dihydrogen citrate, better known as SDC. PURE is
headquartered in Rancho Cucamonga, California (San Bernardino
metropolitan area).
Los Angeles, California-based Weinberg and Company, P.A., the
Company's auditor since 2019, issued a "going concern"
qualification in its report dated Oct. 30, 2023, citing that the
Company has suffered recurring losses from operations and negative
cash flows from operating activities that raise substantial doubt
about its ability to continue as a going concern.
R.R. DONNELLEY: Moody's Puts 'B3' CFR on Review for Downgrade
-------------------------------------------------------------
Moody's Ratings placed R.R. Donnelley & Sons Company's ("RRD") B3
corporate family rating, B3-PD probability of default rating, B1
backed senior secured first lien term loan rating, B3 senior
secured notes rating and Caa1 senior unsecured notes and debentures
ratings on review for downgrade. Previously, the outlook was
stable.
The review follows the company's announcement[1] on March 18, 2024
that it has entered into a definitive agreement to acquire the
digital and print marketing business from Vericast Corp. (Vericast,
Caa3 Negative) for $1.33 billion. RRD has obtained a commitment to
finance the acquisition with a new $1.85 billion senior secured
364-day loan facility ("bridge loan", unrated) and $430 million
equity from RRD's private owners, Chatham Asset Management, LLC
(Chatham). The company also plans to use the bridge loan to
refinance the company's term loan B facility in full, which will
reduce RRD's interest cost.
"The review for downgrade was prompted by the possibility that
RRD's credit profile may weaken should the transaction close, as
well as the uncertainty around RRD's permanent capital structure
after refinancing the bridge loan and credit metrics
post-acquisition" said Mikhil Mahore, Moody's Analyst.
RATINGS RATIONALE / FACTORS THAT COULD LEAD TO AN UPGRADE OR
DOWNGRADE OF THE RATINGS
Moody's review will focus on: the funding of the transaction and
its impact on RRD's capital structure, post-closing credit metrics,
the impact on the company's business profile, and the size and pace
of any cost and other synergies that can be realized.
Moody's view the bridge loan as a temporary financing instrument.
The review could result in confirmation of corporate family rating
if the company's credit metrics and fundamental risks are not
expected to change materially following the transaction and if the
company is able to secure permanent financing in a timely manner to
fund the transaction among others. An expectation of material
weakening of credit metrics in the future or a delay in placing a
permanent financing structure could result in a negative rating
action. A change in debt capital structure mix could also change
instrument ratings.
The transaction is expected to close in the second quarter of 2024
and is subject to various closing conditions, including regulatory
approvals and other customary conditions.
The principal methodology used in these ratings was Media published
in June 2021.
Headquartered in Chicago, Illinois, R.R. Donnelley & Sons Company
is the leader in the North American commercial printing industry.
RAOCORE TECHNOLOGY: Hires Pillsbury Winthrop as Bankruptcy Counsel
------------------------------------------------------------------
Raocore Technology, LLC seeks approval from the U.S. Bankruptcy
Court for the Eastern District of Virginia to employ Pillsbury
Winthrop Shaw Pittman LLP as local bankruptcy counsel.
The firm will assist the Debtor's lead chapter 11 counsel, The
Burns Law Firm, LLC in the bankruptcy proceedings.
The firm will be paid based upon its normal and usual hourly
billing rates. The firm will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Prior to the petition date, the Debtor paid the firm $37,500 as
retainer.
Patrick J. Potter, Esq., a partner at Pillsbury Winthrop Shaw
Pittman LLP, disclosed in a court filing that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code.
The firm can be reached at:
Patrick J. Potter, Esq.
Pillsbury Winthrop Shaw Pittman LLP
1200 Seventeenth Street, NW
Washington, DC 20036
Tel: (202) 663-8928
Email: patrick.potter@pillsburylaw.com
About Raocore Technology, LLC
Raocore Technology, LLC sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. E.D. Va. Case No. 23-12080) on
December 20, 2023. At the time of the filing, the Debtor reported
$100,001 to $500,000 in both assets and liabilities.
RAPID P&P: Future Income to Fund Plan Payments
----------------------------------------------
Rapid P&P, LLC, filed with the U.S. Bankruptcy Court for the
Western District of Arkansas a Disclosure Statement describing
Chapter 11 Plan dated March 12, 2024.
The Debtor is a limited liability company organized under the laws
of the State of Arkansas. Since 2006, the Debtor has been in the
business of designing, developing, and producing custom packaging
solutions for various products.
The Debtor is owned by its two members, Kyle Jack and Kelly Jack.
Kyle Jack is the managing member of the LLC. Kyle Jack owns 74% of
the member interests in the LLC, and Kelly jack owns 24% of the
member interests of the LLC.
The global Covid-19 pandemic directly and immediately impacted
Rapid's operations and income. Rapid chose to continue in business
and in order to provide capital for operations, Rapid entered into
numerous lending agreements to obtain Merchant Capital Advance
loans ("MCA") to meet operational needs. Rapid's management
determined that reorganizing Rapid's debt was in Rapid's best
interests and in the best interests of all of Rapid's creditors.
The Plan Proponent's financial projections show that the Debtor
will have an aggregate annual average cash flow, after paying
operating expenses and post-confirmation taxes, of $627,492.00. The
final Plan payment is expected to be paid on or before December 11,
2037.
This Plan of Reorganization proposes to pay creditors of the Debtor
from funds presently on deposit in the estate, and from the future
income of the Reorganized Debtor.
Class 7 consists of unsecured or are the unsecured portions of
secured claims in Class 6. This class of claims is impaired. The
claims of this class total approximately $3,837,773.40 including
the claims of Class 6 and the unsecured portions of secured claims
estimated to be $621,000.00. This class will be paid in annual pro
rata installments, and no interest will accrue on the claims of
this class.
Payment to this class will be made annually for the length of the
Plan. Payment will be made on the anniversary date of the Effective
Date of this Plan. Payments to this class shall be pro rata. The
annual funding for payments to this class of claims is 5% of gross
receipts each year of the Plan. The accompanying Disclosure
Statement contains projections of gross receipts.
Rapid's equity ownership interest holders, Kyle Jack, and Kelly
Jack, will retain their ownership interests in Rapid in the same
proportions of ownership as of the date of commencement, but
neither shall have economic rights to exercise until all classes of
claims under the Plan are paid in full according to the treatment
of each respective class of claims.
The payment of claims pursuant to this Plan shall be by the
operation of the Debtor on the bases set forth in this Plan and any
other legal means. Kyle Jack will continue to be the principal
manager and corporate officer for the Debtor.
A full-text copy of the Disclosure Statement dated March 12, 2024
is available at https://urlcurt.com/u?l=hyVxBv from
PacerMonitor.com at no charge.
Counsel to the Debtor:
Stanley V. Bond, Esq.
Bond Law Office
P.O. Box 1893
Fayetteville, AR 72702-1893
Telephone: (479) 444-0255
Facsimile: (479) 235-2827
Email: attybond@me.com
About Rapid P&P
Rapid P&P, LLC, doing business as Rapid Prototypes, is a
Bentonville-based packaging services company founded in 2003. It
builds corrugated packaging and display prototypes for retail
suppliers, which are abundant in Northwest Arkansas.
Rapid P&P filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. W.D. Ark. Case No. 23-70907) on June 30,
2023, with $3,097,943 in assets and $6,399,344 in liabilities.
Donald Brady, Esq., at Brady Law Firm has been appointed as
Subchapter V trustee.
Judge Bianca M. Rucker oversees the case.
Stanley V. Bond, Esq., at Bond Law Office, is the Debtor's counsel.
RED CAT: Incurs $5.5 Million Net Loss in Third Quarter
------------------------------------------------------
Red Cat Holdings, Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q reporting a net loss
of $5.49 million on $5.85 million of revenues for the three months
ended Jan. 31, 2024, compared to a net loss of $5.67 million on
$1.67 million of revenues for the three months ended Jan. 31,
2023.
For the nine months ended Jan. 31, 2024, the Company reported a net
loss of $16.98 million on $11.53 million of revenues, compared to a
net loss of $15.72 million on $3.54 million of revenues for the
nine months ended Jan. 31, 2023.
As of Jan. 31, 2024, the Company had $55.32 million in total
assets, $5.23 million in total current liabilities, $516,498 in
total long-term liabilities, and $49.57 million in total
stockholders' equity.
The Company has never been profitable and has incurred net losses
related to acquisitions, as well as costs incurred to pursue its
long-term growth strategy. During the nine months ended Jan. 31,
2024, the Company incurred a net loss from continuing operations of
$14,838,925 and used cash in operating activities of continuing
operations of $15,354,934. As of Jan. 31, 2024, working capital
for continuing operations totaled $19,927,073. The Company said
these financial results and its financial position at Jan. 31, 2024
raise substantial doubt about its ability to continue as a going
concern. However, the Company has recently taken actions to
strengthen its liquidity. On Dec. 11, 2023, the Company completed
a public offering of 18,400,000 shares of common stock which
generated net proceeds of approximately $8,400,000. In addition,
the Company's operating plan for the next twelve months has been
updated to reflect recent operating improvements. Revenues have
accelerated and are expected to continue growing. The Company's
new manufacturing facility is scaling production and gross margins
are projected to increase. Management has concluded that these
recent positive developments alleviate any substantial doubt about
the Company's ability to continue its operations, and meet its
financial obligations, for twelve months from the date these
consolidated financial statements are issued.
Management Comments
"Red Cat has continued to meet global customer demand resulting in
record third quarter revenue that is more than 250 percent above
the same period in our previous fiscal year," said Jeff Thompson,
Red Cat Chairman and chief executive officer. "The Teal 2 drone
has quickly become the small uncrewed system of choice and our
ability to scale production has been well received by our domestic
and international customers. We believe we are well positioned for
the U.S. Department of Defense Replicator Initiative and the U.S.
Army's Short Range Reconnaissance Program of Record being awarded
later this year, in which we are one of two finalists."
"With the increasing demand for our drone solutions with U.S.
Defense and Security Forces and NATO Allies, our growing pipeline
and strong backlog, Red Cat is positioned for continued growth. Our
guidance for the upcoming fourth quarter of $7 million will be
another record quarter and continued double digit sequential growth
into fiscal year 2025," Thompson added.
"We are reporting record revenues again for the third quarter of
fiscal 2024," stated Leah Lunger, interim chief financial officer.
"Having closed the sale of our Consumer segment, we look forward to
focusing exclusively on the expanding opportunities for our
Enterprise segment, such as external partnerships, entrance into
new global markets, and delivering Army prototypes between now and
the beginning of fiscal 2025."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/0000748268/000155479524000065/rcat0318form10q.htm
About Red Cat Holdings Inc.
Red Cat (Nasdaq: RCAT) is a drone technology company integrating
robotic hardware and software for military, government, and
commercial operations. Red Cat's solutions are designed to
"Dominate the Night" and include the Teal 2, a small unmanned
system offering the highest-resolution thermal imaging in its
class. Learn more at www.redcatholdings.com
Lakewood, CO-based BF Borgers CPA PC, the Company's auditor since
2020, issued a "going concern" qualification in its report dated
July 27, 2023, citing that the Company has suffered recurring
losses from operations that raises substantial doubt about its
ability to continue as a going concern.
RED CAT: Joseph Vernon Quits as CFO; Interim CFO Appointed
----------------------------------------------------------
Red Cat Holdings, Inc. reported in a Form 8-K filed with the
Securities and Exchange Commission that on March 15, 2024, the
Company entered into an Addendum #2 to Executive Employment
Agreement with Joseph Hernon, the Company's chief financial
officer, in order to (i) terminate his employment agreement, dated
July 1, 2021, as amended, (ii) enter into a Consulting Services
Agreement between Mr. Hernon and the Company, effective as of March
15, 2024, and (iii) extend the vesting and exercisability of
previously issued equity compensation awards.
Under the Addendum, effective as of March 15, 2024, Mr. Hernon
shall resign without Good Reason (as defined in the Hernon
Employment Agreement) as the chief financial officer of the
Company, and shall instead provide consulting services to the
Company pursuant to the terms of the Hernon Consulting Agreement.
Additionally, each of Mr. Hernon's outstanding stock options and
restricted stock awards will continue to vest through Aug. 1, 2024,
except if Mr. Hernon breaches his contractual obligations to the
Company or is terminated for Cause (as defined in the Hernon
Consulting Agreement). To the extent vested on Aug. 1, 2024, Mr.
Hernon's outstanding stock options shall remain exercisable until
the earliest of the (i) June 30, 2027, (ii) the date on which such
options would otherwise expire under their other terms and
conditions even if hypothetically Mr. Hernon's employment had not
terminated, or (iii) the date on which Mr. Hernon materially
breaches his contractual obligations to the Company or is
terminated for Cause under the Hernon Consulting Agreement.
In connection with Mr. Hernon's transition to a consulting role,
effective as of March 15, 2024, the Company appointed Leah Lunger
as its interim chief financial officer, interim principal financial
officer and interim principal accounting officer. Ms. Lunger, age
33, has extensive finance, accounting and public company reporting
experience. Since January 2023, Ms. Lunger has served as the
Company's vice president of Finance, providing oversight of the
Company's financial, accounting and human resources functions.
From November 2020 to December 2022, Ms. Lunger served as the
corporate controller of the Company. From November 2017 to
November 2020, Ms. Lunger served as the Controller of Fat Shark
Holdings, a provider of equipment to the drone industry, which was
subsequently acquired by the Company. Ms. Lunger is a Certified
Public Accountant and has a degree in Accounting from Calvin
College.
In connection with her appointment as interim chief financial
officer, Ms. Lunger's salary will increase to $230,000. The
Company expects to enter into a new employment agreement with Ms.
Lunger in the near term. Ms. Lunger has previously been eligible
for, and will continue to participate in, the Company's 2019 Equity
Incentive Plan and will be entitled to employee benefits that
similarly situated employees receive. Ms. Lunger is also expected
to enter into the Company's standard indemnification agreement in
substantially the same form that the Company entered with its other
directors and officers.
"With the sale of the Consumer Segment completed and the focus
solely on Teal Drones going forward, it's a perfect time to
slightly accelerate my planned retirement date," stated Joseph
Hernon. "I've thoroughly enjoyed working with Leah over the past
three plus years and congratulate her on a hard-earned,
well-deserved promotion."
"Joseph and I have worked together for more than 12 years at two
technology companies, and I thank him for deferring his previously
planned retirement for four years to assist in the maturation of
Red Cat from an early-stage development," said Jeff Thompson. "He
built an All-Star corporate finance team and left us in good
hands."
"Red Cat is pleased to announce Leah Lunger as interim Chief
Financial Officer. She has done a stellar job, and the company
expects this to become a permanent position for Lunger," added
Thompson.
About Red Cat Holdings Inc.
Red Cat (Nasdaq: RCAT) is a drone technology company integrating
robotic hardware and software for military, government, and
commercial operations. Red Cat's solutions are designed to
"Dominate the Night" and include the Teal 2, a small unmanned
system offering the highest-resolution thermal imaging in its
class. Learn more at www.redcatholdings.com
Lakewood, CO-based BF Borgers CPA PC, the Company's auditor since
2020, issued a "going concern" qualification in its report dated
July 27, 2023, citing that the Company has suffered recurring
losses from operations that raises substantial doubt about its
ability to continue as a going concern.
RED EFT: Hires Boyle Legal LLC as Legal Counsel
-----------------------------------------------
Red Eft, LLC, seeks approval from the U.S. Bankruptcy Court for the
Northern District of New York to employ Boyle Legal, LLC as
counsel.
The firm will provide these services:
a. give Debtor legal advice with respect to its powers and
duties as Debtor-in- Possession in the continued operation of its
business and in its management of its property;
b. take necessary actions to avoid liens against Debtor's
property, remove restraints against Debtor's property and such
other actions to remove any encumbrances and liens which are
avoidable, which were placed against the property of the Debtor
prior to the filing of the Petition instituting this proceeding and
at a time when the Debtor was insolvent;
c. take necessary action to enjoin and stay until final decree
herein any attempts by secured creditors to enforce liens upon
property of the Debtor in which property of the Debtor has
substantial equity;
d. represent the Debtor, as Debtor-in-Possession, in any
proceedings which may be instituted in this Court by creditors or
other parties in interest during the course of this proceeding;
e. prepare necessary pleadings, answers, orders, reports, and
other legal papers;
f. perform all other legal services for Debtor-in-Possession
or to employ attorneys for such services.
The firm will be paid at the hourly rate of $325 for attorneys, and
$125 for non legal staffs.
The firm received an initial retainer in the amount of $ $8,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Michael Boyle, Esq., a partner at Boyle Legal, 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 through:
Michael Boyle, Esq.
Boyle Legal, LLC
64 2nd Street
Troy, NY 12180
Tel: (518) 407-3121
Fax: (518) 516-5075
Email: mike@boylebankruptcy.com
About Red Eft, LLC
RED EFT LLC sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. N.Y. Case No. 24-10037-1) on January
15, 2024. In the petition signed by Joshua I Mills, managing
member, the Debtor disclosed up to $500,000 in both assets and
liabilities.
Judge Robert E. Littlefield Jr. oversees the case.
Michael Boyle, Esq., at Boyle Legal LLC, represents the Debtor as
legal counsel.
REGAL PRESS: Wins Cash Collateral Access Thru April 5
-----------------------------------------------------
The U.S. Bankruptcy Court for the District of Massachusetts,
Eastern Division, authorized the Regal Press Inc. to use cash
collateral, on an interim basis, in accordance with the budget,
with a 10% variance, through April 5, 2024.
The Debtor requires the use of cash collateral to pay its operating
expenses or maintain its assets.
The Debtor began encountering financial difficulties as a result of
the COVID-19 pandemic, which caused a sharp downturn in the need
for commercial printing services. The accumulated losses from the
pandemic were exacerbated recently when a major customer, JPMorgan,
decided to move all of its commercial printing in-house because of
concerns with sharing confidential client information with third
party vendors. Lastly, on July 13, 2019, the Debtor was sued by
Focused Impressions, Inc. and Focused Technology, LLC for breach of
contract, among other things. The lawsuit, captioned Focused
Impressions, Inc., et al. v. Regal Press, Inc., et al., in the
Superior Court for Suffolk County Massachusetts, was scheduled for
trial commencing on March 14, 2024. Given its accumulated losses,
and the costs and risks of proceeding with the trial, the Debtor
was forced to file this bankruptcy case in order to restructure its
debts.
The Debtor's assets have a value of approximately $5,760,000,
consisting primarily of accounts receivable with a value of
approximately $1.1 million dollars, fixed assets including
machinery and equipment with a value of approximately $898,000,
work in process with a value of $282,000 and inventory with a value
of approximately $2.8 million.
The Debtor's liabilities total approximately $11.3 million,
including, asserted secured claims in the approximate amount of $10
million, unsecured priority claims of approximately $17,000, and
unsecured non-priority claims of approximately $1.4 million, not
including any claims arising from the Focused Impressions, Inc.
lawsuit. The secured claims include the Asserted Lienholders,
discussed in more detail below, as well as approximately nine
equipment financers and/or lessors.
On June 30, 2022, the Debtor executed two term loan notes in favor
of Needham Bank as follows: (a) the Amended and Restated Term Loan
Note (A Loan Note) dated June 30, 2022 in the original principal
amount of $4.5 million, and (b) the Amended, Restated and
Consolidated Term Loan Note dated June 30, 2022 in the original
principal amount of $3.8 million.
The amount due to Needham Bank is approximately $8.4 million.
Needham Bank asserts a senior security interest in all of the
Debtor's assets, including the cash collateral, arising from a
certain Credit Agreement dated August 16, 2018.
On January 20, 2022, the Debtor executed an Amended Loan
Authorization and Agreement in favor of the U.S. Small Business
Administration in the original principal amount of $305,000. The
amount due to the SBA is approximately $305,000, and the SBA
asserts a security interest in all of the Debtor's assets,
including the cash collateral.
On August 4, 2022, the Debtor and Celtic Bank Corporation entered
into a Financing and Security Agreement providing for the Debtor to
obtain a revolving line of credit plan pursuant to which the Debtor
could obtain draws from Celtic, with BlueVine Inc. acting as
servicer for Celtic. The amount of the Debtor's credit limit is not
set forth in the Celtic Agreement. The Celtic Agreement provides
for the Debtor to pay interest, a draw fee, late interest, failed
payment fees, and payment processing fees in undisclosed amounts.
The amount due to Celtic/BlueVine is approximately $57,000, and
Celtic/BlueVine assert a security interest in all of the Debtor's
assets, including the cash collateral.
On September 28, 2023, the Debtor executed the Future Receipts Sale
Agreement for the purported sale of $272,000 in "future receipts"
to Vox Funding in exchange for a payment to the Debtor in the
amount of $150,810. The amount due to Vox Funding is approximately
$180,000, and Vox Funding asserts a security interest in all of the
Debtor's assets, including the cash collateral.
On November 6, 2023, the Debtor executed an agreement with Fresh
Funding for the purported sale of $264,000 in "future receipts" to
Fresh in exchange for a payment to the Debtor of $200,000. The
Debtor only received $193,965. The amount due to Fresh is
approximately $200,000, and Fresh asserts a security interest in
all of the Debtor's assets, including the cash collateral.
In addition to the equity cushion that the Asserted Lienholders may
have, the Asserted Lienholders will retain a continuing lien on all
of the assets on which it held a lien on the Petition Date, without
prejudice to the Debtor's rights to contest the amount, validity,
priority and extent of any liens or claims asserted by the Asserted
Lienholders. The Asserted Lienholders' continuing lien will
maintain the same priority, validity and enforceability as the
Asserted Lienholders' pre-petition liens. The continuing lien
granted to the Asserted Lienholders will only be recognized to the
extent of the diminution in value of the Asserted Lienholders
prepetition Collateral after the Petition Date resulting from the
Debtor's use of the cash collateral during the Chapter 11 case.
A continued hearing on the matter is set for April 4, 2024 at 1
p.m.
A copy of the motion is available at https://urlcurt.com/u?l=mXTDSJ
from PacerMonitor.com.
A copy of the order is available at https://urlcurt.com/u?l=JS76Bf
from PacerMonitor.com.
About The Regal Press, Inc.
The Regal Press, Inc. sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. D. Mass. Case No. 24-10485) on March
13, 2024. In the petition signed by William N. Duffey, Jr.,
president, the Debtor disclosed up to $10 million in assets and up
to $20 million in liabilities.
Judge Christopher J. Panos oversees the case.
D. Ethan Jeffery, Esq., at MURPHY & KING, PROFESSIONAL CORPORATION,
represents the Debtor as legal counsel.
REMARKABLE HEALTHCARE: Voluntary Chapter 11 Case Summary
--------------------------------------------------------
Five affiliates that concurrently filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
Remarkable Healthcare of Carrollton, LP 24-40605
4501 Plano Parkway
Carrolton TX 75010
Remarkable Healthcare of Dallas, LP 24-40608
3350 Bonnie View Road
Dallas TX 75216
Remarkable Healthcare of Fort Worth 24-40610
6649 N. Riverside
Forth Worth TX 76137
Remarkable Healthcare, LLC 24-40611
904 Emerald Boulevard
Southlake TX 76092
Remarkable Healthcare of Seguin, LP 24-40612
1339 Eastwood Drive
Sequin TX 78155
Business Description: The Debtors own and operate nursing care
facilities.
Chapter 11 Petition Date: March 20, 2024
Court: United States Bankruptcy Court
Eastern District of Texas
Debtors' Counsel: Liz Boydston, Esq.
GUTNICKI LLP
10440 N. Central Expressway, Suite 800
Dallas, TX 75231
Tel: 469-895-4413
Email: lboydston@gutnicki.com
Each Debtor's
Estimated Assets: $1 million to $10 million
Each Debtor's
Estimated Liabilities: $1 million to $10 million
The petitions were signed by Laurie Beth McPike as CEO.
Copies of the Debtors' list of 20 largest unsecured creditors are
now available for download at PacerMonitor.com.
Full-text copies of the petitions are available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/RKOTZPQ/Remarkable_Healthcare_of_Carrollton__txebke-24-40605__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/J2FNWXA/Remarkable_Healthcare_of_Dallas__txebke-24-40608__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/PNSR47A/Remarkable_Healthcare_of_Fort__txebke-24-40610__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/MP3LUSQ/Remarkable_Healthcare_LLC__txebke-24-40611__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/QQMMMIQ/Remarkable_Healthcare_of_Seguin__txebke-24-40612__0001.0.pdf?mcid=tGE4TAMA
RUSSELL INVESTMENTS: S&P Assigns 'B+' Rating on $1.16BB Term Loan
-----------------------------------------------------------------
S&P Global Ratings assigned its 'B+' debt rating to Russell
Investments Cayman Midco Ltd.'s (B+/Negative/--) $1.16 billion term
loan due 2027. The recovery rating remains '4' (30%), indicating
its expectation for an average recovery in the event of default.
The term loan extends the maturity of its first-lien term loan to
May 2027 from May 2025. The extension is expected to feature cash
and payment-in-kind (PIK) original issue discount, with the latter
effectively bringing the debt balance to $1.21 billion, and raising
the cash spread on the debt to SOFR + 5.00%, in addition to 1.50%
of PIK interest. Russell Investment US Institutional Holdco Inc.
and Russell Investments US Retail Holdco, Inc. are the borrowers of
the term loan. S&P views favorably the lengthened debt tenor, but
the incremental interest weighs on EBITDA interest coverage
metrics.
S&P said, "The negative outlook reflects our expectation that
EBITDA interest coverage will be below 2.0x over the next 12
months, while margins and earnings improve slightly. Our base case
assumes that rates will begin to decline mid-2024, but remain
elevated, and revenue growth at Russell will be in the single
digits in 2024. We also expect cost savings to contribute to
margins slightly improving in 2024, with Russell targeting $59
million of savings in 2024 and 2025." However, if Russell can't
maintain its investment performance, drive positive net flows, and
improve margins, EBITDA interest coverage could remain pressured.
S & J SERVICE: Hires Jane Eubanks as Accountant
-----------------------------------------------
S & J Service, Inc. seeks approval from the U.S. Bankruptcy Court
for the District of Maryland to employ Jane Eubanks as Accountant.
The firm will provide bookkeeping services for filing tax returns
and assist with the Monthly Operating Reports for the United States
Trustee's office.
The firm will be paid based upon its normal and usual hourly
billing rates. The firm will also be reimbursed for reasonable
out-of-pocket expenses incurred.
The Debtor owes the firm in the amount of $ $9,487 for pre-petition
services.
As disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Jane Eubanks, Esq.
1401 Mercantile Lane 440
Upper Mariboro, MD 20774
Tel: (301) 636-6001
About S & J Service Inc.
S & J Service is a construction service company specializing in
heavy highway, site and underground utilities, and electrical
construction work. The Company provides a multitude of full-scale
utilities and infrastructure services including: storm drain,
sanitary sewer, water mainline, structural services, electrical
conduit installation, electrical structural repairs, surface
restoration, manhole rehabilitation, plumbing, and other electrical
work.
S & J Service, Inc. filed its voluntary petition for relief under
Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. D. Md.
Case No. 24-10018) on Jan. 2, 2024. The petition was signed by Jose
Gregorio as president. At the time of filing, the Debtor estimated
up to $50,000 in assets and $1 million to $10 million in
liabilities.
The Debtor is represented by Daniel Alan Staeven, Esq., at Frost &
Associates, LLC.
SAFEGUARD PURCHASER: S&P Assigns 'B-' ICR, Outlook Stable
---------------------------------------------------------
S&P Global Ratings assigned its 'B-' issuer credit rating to
Safeguard Purchaser LLC (dba Crisis Prevention Institute).
At the same time, S&P assigned a 'B-' issue-level rating and '3'
recovery rating to the $35 million revolving credit facility
maturing in 2029 and $400 million first-lien term loan maturing in
2031. The '3' recovery rating reflects its expectation for
meaningful recovery (50%-70%; rounded estimate: 55%) in a
hypothetical default scenario.
The stable outlook reflects S&P's expectation that CPI will
continue its strong revenue growth as demand for its training
increases, and maintain debt to EBITDA of about 5x and free
operating cash flow (FOCF) to debt above 5%.
Wisconsin-based crisis de-escalation training provider Crisis
Prevention Institute or CPI is proposing $435 million first-lien
senior secured credit facilities (comprising a $35 million
revolving credit facility due in 2029, undrawn at close, and $400
million term loan due in 2031).
S&P said, "The 'B-' rating and stable outlook on CPI reflect our
expectation that the company will continue strong revenue growth as
demand for its services increases. CPI provides critical
de-escalation and crisis prevention training to employees,
primarily focused on educators and health care workers. CPI
operates through a "train-the-trainer" model, in which it certifies
select staff to become de-escalation and crisis prevention experts
who teach the skills across their organizations. As workplace
violence increases, in tandem with awareness of incidents and the
negative impacts, we expect CPI will be well positioned to provide
necessary training as the only nationally scaled crisis prevention
provider. We expect further revenue growth will be supported by
expanded legislative mandates requiring specialized training for
health care workers and educators. As a result, we expect revenue
growth over the next 12 months in the high-single-digit percents.
"The stable outlook reflects our expectation of high-single-digit
percentage revenue growth over the next two years as CPI
cross-sells products and expands its customer base. We expect the
company will maintain FOCF to debt above 5%, debt to EBITDA of
about 5x, and adequate liquidity over the next 12 months."
S&P could lower the rating if CPI fails to generate positive cash
flow. This could occur under a combination of:
-- Cash interest coverage declining below 1.5x, likely due to
operating challenges because of intensifying competition, changing
industry dynamics, or the inability to successfully integrate an
acquisition;
-- Revenue growth challenges, margin pressure, or interest rate
increases; or
-- Aggressive fiscal policy decisions such as large debt-funded
acquisitions or substantial debt-funded distributions to its
owner.
S&P could raise the issuer credit rating if the company exhibits:
-- A track record of expanding scale while maintaining solid
operating margins; and
-- A financial policy that reduces leverage below 5x on a
sustained basis, incorporating potential dividends.
S&P said, "We view governance as a moderately negative factor in
our analysis of CPI because most of its board of directors is
controlled by CPI's owner, investment firm Wendel, which has a
track record of taking cash distributions from its investees. Our
assessment also reflects the potential for debt-funded
distributions."
SEATON INVESTMENTS: Case Summary & Seven Unsecured Creditors
------------------------------------------------------------
Debtor: Seaton Investments, LLC
440 Seaton St
Los Angeles, CA 90013
Business Description: Seaton Investments, LLC is a Single Asset
Real Estate debtor (as defined in 11 U.S.C.
Section 101(51B)).
Chapter 11 Petition Date: March 19, 2024
Court: United States Bankruptcy Court
Central District of California
Case No.: 24-12079
Judge: Hon. Vincent P. Zurzolo
Debtor's Counsel: Derrick Talerico, Esq.
WEINTRAUB ZOLKIN TALERICO & SELTH LLP
11766 Wilshire Blvd Suite 730
Los Angeles, CA 90025
Tel: 424-500-8552
Email: dtalerico@wztslaw.com
Estimated Assets: $10 million to $50 million
Estimated Liabilities: $10 million to $50 million
The petition was signed by Alan D. Gomperts as managing member.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/WM2BOGY/Seaton_Investments_LLC__cacbke-24-12079__0001.0.pdf?mcid=tGE4TAMA
List of Debtor's Seven Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. Alta Fire Pro Trade Debt $7,479
PO Box 7007
Mission Hills, CA
91346
Marc Altimaro
Phone: (818) 317-6042
Email: altaprofire@yahoo.com
2. California Refrigeration & Trade Debt $666,788
Supply
1926 Glendon Ave
Apt 4
Los Angeles, CA 90025
Vicky Litoya
Phone: (310) 409-1008
Email: projects@calrhac.com
3. Deborah Feldman, Esq. Legal Services $12,367
24611 Mulholland Hwy
Calabasas, CA
91302-2325
Deborah Feldman
Phone: (818) 483-4579
Email: dfeldman@feldmanesqpc.com
4. Mark Berkowitz CPA Accounting $7,800
5850 Canoga Ave Services
Woodland Hills, CA
91367
Mark Berkowitz
Phone: (818) 348-5250
Email: mark@berkowitzcpa.com
5. RG Fire Inc Trade Debt $0
8721 Laurel Canyon Blvd
Sun Valley, CA 91352
Rafa Goforth
Email: rgfire2000@gmail.com
6. Simply Electrical Trade Debt $24,650
14101 S Budlong Ave
Gardena, CA 90247
Jose Hermandez
Phone: (323) 599-9855
Email: simplyelectrical17@gmail.com
7. Urban Lime Broker Fees $387,600
915 Mateo St
Los Angeles, CA
90021
Lorena Tomb
Phone: (213) 277-7247
Email: lorena@urbanlimere.com
SECURE ENERGY: S&P Rates New C$300MM Senior Unsecured Notes 'BB-'
-----------------------------------------------------------------
S&P Global Ratings assigned its 'BB-' issue-level and '2' recovery
rating to Secure Energy Services Inc.'s proposed C$300 million
senior unsecured notes due 2029. The '2' recovery rating indicates
its expectation of substantial (70%-90%; rounded capped estimate:
85%) recovery in a distress scenario.
S&P said, "We expect the company will use the proceeds from the
proposed issuance to refinance the existing C$340 million of senior
unsecured notes due 2026. We view the transaction as neutral for
credit quality and accordingly, our 'B+' issuer credit rating and
stable outlook are unchanged."
Following the recently closed sale to Waste Connections Inc. for
C$1.075 billion and subsequent repayment of the credit facility
(C$419 million outstanding as of Dec. 31, 2023) and remaining 2025
senior secured notes (US$153 million), the company's balance sheet
has strengthened significantly. S&P said, "Specifically, we expect
adjusted funds from operations (FFO) to debt to average 60% and
debt to EBITDA of below 1.5x over the next two years. Our
projections continue to assume significant share buybacks using a
portion of the proceeds, but do not expect absolute debt to
materially increase from current levels."
ISSUE RATINGS _ RECOVERY ANALYSIS
Key analytical factors
-- S&P assigned its 'BB-' issue-level rating and '2' recovery
rating to the proposed senior unsecured notes. The '2' recovery
rating indicates its expectations of substantial (70%-90%; rounded
capped estimate: 85%) recovery in a distress scenario.
-- S&P values Secure on a going-concern basis, using a 5x multiple
of our projected emergence EBITDA, lower than that for peers but
reflecting the relatively high asset retirement obligations in the
company's capital structure.
-- S&P's default scenario takes place in 2028, following a
sustained period of weak crude oil and natural gas prices globally
that leads to significantly reduced industry activity and an
associated decline in demand for the company's products and
services.
-- S&P's recovery analysis assumes that secured revolver lenders
(85% drawn assumed on the C$800 million credit facility) are fully
covered.
-- S&P assumes the C$50 million of unsecured Export Development
Canada bilateral facility ranks pari passu with the unsecured
notes.
-- S&P applies a recovery cap at '2' (85%) for unsecured debt for
companies with an issuer credit rating in the 'B' category because
it assumes, based on empirical analysis, the size and ranking of
debt and nondebt claims will change before the hypothetical
default.
Simulated default assumptions
-- Simulated year of default: 2028
-- EBITDA at emergence: C$200 million
-- EBITDA multiple: 5x
Simplified waterfall
-- Net enterprise value (after 5% administrative costs): C$950
million
-- Secured debt claims: C$620 million
--Recovery expectations: Not applicable
-- Collateral available to unsecured noteholders: C$330 million
-- Unsecured debt claims (unsecured notes/unsecured letters of
credit facility): C$360 million
--Recovery expectations: 70%-90% (rounded capped estimate:
85%)
All debt amounts include six months of prepetition interest.
SENIOR CHOICE: Court OKs Cash Collateral Access on Final Basis
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Western District of Pennsylvania
authorized Senior Choice, Inc. to use cash collateral on a final
basis, in accordance with the budget, with a 10% variance.
The Debtor requires the use of cash collateral to maintain and
preserve its assets, and continue operation of its business,
including, inter alia, payroll and payroll taxes, insurance
expenses and other day-to-day operational expenses.
The Bond Trustee has, and the Debtor has acknowledged and agreed
that the Bond Trustee has, as of the Petition Date, a valid and
subsisting first lien and security interest in Pre-Petition
Collateral securing the Debtor's indebtedness, in the principal
amount of $15.935 million, together with accrued interest, fees and
costs.
The Bond Trustee has made a prima facie showing that it has a
properly perfected lien on the Pre-Petition Collateral (including
proceeds) at the commencement of the case, including the Debtor's
accounts, and other collateral which is or may result in cash
collateral.
As adequate protection for use of cash collateral, the Bond Trustee
is granted a replacement perfected security interest under 11
U.S.C. Section 361(2). However, the Replacement Liens will be
subject to the right of the Debtor to use cash collateral to
satisfy professional fees incurred by the Debtor's estate and pay
United States Trustee statutory fees pursuant to 28 U.S.C. Section
1930 up to $300,000.
To the extent the adequate protection provided for proves
insufficient to protect the Bond Trustee's interest in and to the
cash collateral, the Bond Trustee will have a superpriority
administrative expense claim, pursuant to 11 U.S.C. Section 507(b),
senior to any and all claims against the Debtor under 11 U.S.C.
Section 507(a), whether in this proceeding or in any superseding
proceeding.
The replacement lien and security interest granted is automatically
deemed perfected upon entry of this Order without the necessity of
the Bond Trustee taking possession, filing financing statements,
mortgages or other documents.
A copy of the court's order and the Debtor's budget is available at
https://urlcurt.com/u?l=Gcp1q6 from PacerMonitor.com.
About Senior Choice Inc.
Senior Choice, Inc. operates as a non-profit organization. It
provides inpatient nursing and rehabilitative services to patients
who requires continuous health care.
Senior Choice filed Chapter 11 petition (Bankr. W.D. Pa. Case No.
24-70040) on Feb. 8, 2024, with $1 million to $10 million in assets
and $10 million to $50 million in liabilities.
Judge Jeffery A Deller presides over the case.
The Debtor tapped Duane Morris, LLP as bankruptcy counsel; Nye,
Stirling, Hale, Miller & Sweet, LLP as conflicts counsel and
co-counsel with Duane Morris; and FTI Consulting, Inc. as financial
advisor.
SIDEATS INC: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Sideats, Inc.
3633 S Ridgewood Ave
Port Orange, FL 32129
Business Description: Sideats, Inc.
Chapter 11 Petition Date: March 19, 2024
Court: United States Bankruptcy Court
Middle District of Florida
Case No.: 24-01321
Judge: Hon. Lori V Vaughan
Debtor's Counsel: Bryan K. Mickler, Esq.
LAW OFFICES OF MICKLER & MICKLER, LLP
5452 Arlington Expy.
Jacksonville FL 32211
E-mail: bkmickler@planlaw.com
Total Assets: $562,000
Total Liabilities: $6,369,802
The petition was signed by Sidharth Sethi as president.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/GCUSMEA/Sideats_Inc__flmbke-24-01321__0001.0.pdf?mcid=tGE4TAMA
SISSON ENGINEERING: Court OKs Cash Collateral Access Thru March 28
------------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Massachusetts
authorized Sisson Engineering Corp. to continue using cash
collateral under the same terms and conditions of the previous cash
collateral order through the conclusion of the rescheduled hearing
set for March 28, 2024 at 11 a.m.
As previously reported by the Troubled Company Reporter, The
Debtor's secured creditors are Cambridge Trust Company and New
England Certified Development Corporation.
The Debtor is indebted to Cambridge in the amount of $1.3 million
pursuant to a loan secured by a lien on substantially all of the
Debtor's assets. Cambridge's lien was perfected by a UCC financing
statement filed with the Massachusetts Secretary of State.
The Debtor is indebted to SBA/New England Certified Development
Corporation in the amount of $784,032 pursuant to a loan secured by
a lien on substantially all of the Debtor's assets. NECDC's lien
was perfected by a UCC financing statement filed with the
Massachusetts Secretary of State.
The Debtor is indebted to Greenfield Savings Bank in the amount of
approximately $212,661 pursuant to loan that is secured by the
specific Hass and Matsuura equipment identified in the UCC
financing statement filed by Greenfield with the Massachusetts
Secretary of State.
The Debtor is indebted to SBA / Granite State Economic Development
Corporation in the amount of approximately $200,893 pursuant to
loan that is also secured by the Greenfield Equipment.
The Debtor is indebted to Toyota Industries Commercial Finance,
Inc. in the amount of approximately $12,115 pursuant to a purchase
money loan secured by the Doosan forklift identified in the UCC
financing statement filed by Toyota with the Massachusetts
Secretary of State.
The Debtor is indebted to Banterra Bank in the amount of
approximately $163,747 pursuant to a purchase money loan secured by
the Hurco and Fowler machinery identified in the UCC financing
statement filed by Banterra with the Massachusetts Secretary of
State.
The Debtor is indebted to TD Auto Finance in the amount of
approximately $70,578 pursuant to a purchase money loan secured by
the Debtor's 2022 Dodge Ram.
The Debtor owes approximately $100,000 in 401k contributions
(employer portion only) for the retirement plan administered by
Complete Payroll Solutions. Of that amount, approximately $30,000
is entitled to priority treatment.
The Debtor has approximately $1.025 million in general unsecured
debt to noninsiders, which is primarily comprised of unpaid trade
vendors. The Debtor also has approximately $5.207 million in
unsecured debt owed to insiders.
As adequate protection, Cambridge, NECDC and the Equipment Lien
Holders were granted continuing replacement liens and security
interests to the same validity, extent and priority that each would
have had in the absence of the bankruptcy filing.
A copy of the order is available at https://urlcurt.com/u?l=NHaVyI
from PacerMonitor.com.
About Sisson Engineering Corp.
Sisson Engineering Corp. is a global supplier of complex machined
parts. The Company manages a diverse product line, manufacturing
close to tolerances and utilizing materials ranging from aluminum
to specialty alloys.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Mass. Case No. 23-30475) on November 14,
2023.
In the petition signed by Cody F. Sisson, president, the Debtor
disclosed $2,830,063 in assets and $11,211,249 in liabilities.
Judge Elizabeth D. Katz oversees the case.
David B. Madoff, Esq., at Madoff & Khoury LLP, represents the
Debtor as legal counsel.
SLA INVESTMENTS: Case Summary & Two Unsecured Creditors
-------------------------------------------------------
Debtor: SLA Investments, LLC
1040 S Los Angeles St
Los Angeles, CA 90015
Business Description: SLA Investments, LLC is Single Asset Real
Estate debtor (as defined in 11 U.S.C.
Section 101(51B)).
Chapter 11 Petition Date: March 19, 2024
Court: United States Bankruptcy Court
Central District of California
Case No.: 24-12082
Judge: Hon. Vincent P. Zurzolo
Debtor's Counsel: Derrick Talerico, Esq.
WEINTRAUB ZOLKIN TALERICO & SELTH LLP
11766 Wilshire Blvd Suite 730
Los Angeles, CA 90025
Tel: 424-500-8552
Email: dtalerico@wztslaw.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Alan D. Gomperts as manager.
A full-text copy of the petition containing, among other items, a
list of the Debtor's two unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/XG7XW2I/SLA_Investments_LLC__cacbke-24-12082__0001.0.pdf?mcid=tGE4TAMA
SUPERIOR SEPTIC: Court Confirms Reorganization Plan
---------------------------------------------------
Judge Lisa Ritchey Craig has entered an order confirming the Second
Amended Plan of Reorganization of Superior Septic, LLC.
That the Plan is modified as follows:
Class 2 (secured claim of Kubota Credit Corp., USA as to the U55
Excavator). Class 2 consists of the secured claim of Kubota Credit
Corp., USA ("Kubota") as to the U55 Excavator. Upon information and
belief, Kubota holds a first priority security interest in the
following collateral: Kubota U55 Excavator (the "Class 2
Collateral"). Debtor asserts that the balance owed to Kubota is
$65,000. Debtor values the Class 2 Collateral at $58,000 pursuant
to 11 U.S.C. s 506. The remaining Deficiency Claim (the amount owed
by the Debtor to Kubota in excess of the value of the Class 2
Collateral) shall be treated as a Class 6 General Unsecured Claim.
Debtor shall pay the Secured Class 2 Claim amortized over a
36-month term with the interest rate of 10% from the Effective Date
with payment commencing on the 10th of the month following the
Effective Date and continuing by the 10th day of each subsequent
month in the estimated amount of $1,871.50 per month and shall send
such payments directly to Kubota. Any payments in excess of the
aforementioned monthly payment after the Effective Date shall be
applied to the principal balance of the Secured Class 2 Claim. Any
payment made prior to the Effective Date shall be applied to the
principal balance of the Secured Class 2 Claim. Kubota shall retain
its lien on the Class 2 Collateral and the lien shall be valid and
fully enforceable to the same validity, extent and priority as
existed on the Petition Date ($58,000.00).
The Claim of the Class 2 Lender is impaired by the Plan and the
Holder of Class 2 Claims is entitled to vote. Nothing herein shall
constitute an admission as to the nature, validity, or amount of
claim. Debtor reserves the right to object to any and all claims.
Class 3 (secured claim of Kubota Credit Corp., USA as to the U17
Excavator). Class 3 consists of the secured claim of Kubota Credit
Corp., USA ("Kubota") as to the U17 Excavator. Upon information and
belief, Kubota holds a first priority security interest in the
following collateral: Kubota U17 Excavator (the "Class 3
Collateral"). Kubota asserts that the balance owed is $26,065.91.
The Class 3 Collateral is valued at $18,711.16 pursuant to 11
U.S.C. s 506. The remaining Deficiency Claim (the amount owed by
the Debtor to Kubota in excess of the value of the Class 3
Collateral) shall be treated as a Class 6 General Unsecured Claim.
Debtor shall pay the Secured Class 3 Claim amortized over a
36-month term with the contractual interest rate of 10% from the
Effective Date with payment commencing on the 10th of the month
following the Effective Date and continuing by the 10th day of each
subsequent month in the estimated amount of $603.76 per month and
shall send such payments directly to Kubota. Any payments in excess
of the aforementioned monthly payment after the Effective Date
shall be applied to the principal balance of the Secured Class 3
Claim. Any payment made prior to the Effective Date shall be
applied to the principal balance of the Secured Class 3 Claim.
Kubota shall retain its lien on the Class 3 Collateral and the lien
shall be valid and fully enforceable to the same validity, extent
and priority as existed on the Petition Date ($18,711.16).
The Claim of the Class 3 Lender is impaired by the Plan and the
Holder of Class 3 Claims is entitled to vote. Nothing herein shall
constitute an admission as to the nature, validity, or amount of
claim. Debtor reserves the right to object to any and all claims.
As set forth in the Ballot Report, the Plan has been accepted by
one impaired class, Class 4, and the remaining impaired classes,
the ("Non-Accepting Classes"), did not vote either to accept or
reject the Plan. Although Section 1129(a)(8) of the Bankruptcy
Code may not be satisfied with respect to all impaired Classes, the
Plan may nevertheless be confirmed because the Plan satisfies
Section 1129(b) of the Bankruptcy Code with respect to the
Non-Accepting Classes.
Acceptance by At Least One Impaired Class of Claims (11 U.S.C. Sec.
1129(a)(10)). As set forth in the Ballot Report, Class 4 has voted
to accept the Plan, thus at least one impaired Class has accepted
the Plan (determined without including any acceptance of the Plan
by any insider), satisfying Section 1129(a)(10) of the Bankruptcy
Code.
About Superior Septic
Superior Septic, LLC is a septic company providing services for new
installations, cleaning, and repairs of septic systems and lift
stations for residential and commercial properties.
The Debtor sought protection for relief under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Ga. Case No. 22-50200) on Jan. 7,
2022, listing up to $50,000 in assets and $100,001 to $500,000 in
liabilities. Judge Lisa Ritchey Craig oversees the case.
William A. Rountree, Esq., and Caitlyn Powers, Esq., at Rountree,
Leitman & Klein, LLC are the Debtor's attorneys.
TEGRA118 WEALTH: Moody's Affirms 'B2' CFR, Outlook Remains Stable
-----------------------------------------------------------------
Moody's Ratings affirmed the ratings of Tegra118 Wealth Solutions,
Inc., including its B2 Corporate Family Rating, B2-PD Probability
of Default Rating, and its B2 Backed Senior Secured 1st Lien Bank
Credit Facilities (Term Loan and Revolver). The outlook remains
stable.
The rating action reflects expectations that the company's revenue
will grow about 3% in fiscal year ending January 31, 2025, and that
the overall liquidity position of the Company will remain
adequate.
RATINGS RATIONALE
Tegra118's B2 CFR reflects its small scale relative to much larger
competitors and customer concentration. Governance is also a risk.
The G-4 Governance Issuer Profile Score reflects the private equity
ownership and control and its financial policy that tolerates
moderate to high leverage of about 5.7x (Moody's adjusted) and
material distributions to periodically support cash-burning
affiliates outside the restricted group but held under common
ownership. These distributions often extract most if not all of
Tegra118's free cash flow, which can deplete the Company's cash
balance until the sponsors replenish it with equity contributions.
These factors are balanced by sticky customer relationships and
multiyear, subscription-based contracts, and solid margins.
Liquidity is adequate and is supported by a $17 million cash
balance, a $40 million undrawn revolver, which expires February
2026, and expectations of more than $20 million in free cash flow
per annum. Tegra118's revolver is subject to a springing first lien
net leverage covenant of 7.25x which is effective when utilization
exceeds 35%. The company maintains ample cushion under this
covenant.
The B2 ratings for Tegra118's senior secured credit facilities
reflect a B2-PD Probability of Default Rating ("PDR"), assumed
average recovery of 50%, and a Loss Given Default ("LGD")
assessment of LGD3. The facility ratings are the same as the CFR
reflecting the single class of secured debt comprising the
preponderance of the capital structure.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be upgraded with increased scale and
diversification, more conservative financial policy with leverage
sustained below 4.5x, and an improved liquidity profile.
The ratings could be downgraded if growth slows materially or
EBITDA declines, if leverage is sustained above 6.5x, or if
liquidity weakens further.
Tegra118 is a leading technology provider to the wealth management
industry, with a smaller presence in the institutional asset
management industry. Revenue in fiscal year ending January 31,
2024, was approximately $178 million.
The principal methodology used in these ratings was Business and
Consumer Services published in November 2021.
TERRAFORM LABS PTE: Lawyers Get $122 Million Slush Fund, Says SEC
-----------------------------------------------------------------
Jonathan Randles of Bloomberg News reports that Terraform Labs Pte.
transferred nearly $122 million to its lawyers just before it filed
for bankruptcy and used some of the money to cover legal expenses
for criminally charged co-founder Do Kwon, according to the US
Securities and Exchange Commission.
The SEC is challenging cash transfers to Terraform's top law firm,
Dentons US, that occurred in the three months before the company
filed for bankruptcy in January 2024, court papers show. The firm
behind the now-collapsed TerraUSD stablecoin said it filed Chapter
11 because it can't afford penalties sought by federal regulators.
About Terraform Labs
Terraform Labs Pte. Ltd. -- https://www.terra.money -- is a startup
that created Terra, a blockchain protocol and payment platform used
for algorithmic stablecoins. It was co-founded by Do Kwon and
Daniel Shin in 2018 in Seoul, South Korea.
Terraform Labs introduced its first cryptocurrency token, TerraUSD,
in 2019. Investment firms like Arrington Capital, Coinbase
Ventures, Galaxy Digital, and Lightspeed Venture Partners helped
Terraform Labs raise more than $200 million.
The collapse of the stablecoins TerraUSD (UST) and Luna in May 2022
caused the temporary suspension of the Terra network, wiping out
over $45 billion in market capitalization in a single week.
Both of Terra Form Labs' founders have encountered legal problems
as a result of the devaluation of the company's currency. In
September 2022, South Korean prosecutors filed a warrant for Do
Kwon's arrest. He was also added to Interpol's Red Notice list,
which urges other law enforcement to find and detain him.
Terraform Labs Pte. Ltd. sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Case No. 24-10070) on Jan. 22,
2024. In the petition filed by Chris Amani, as chief executive
officer, the Debtor estimated assets and liabilities between $100
million and $500 million each.
The Debtor is represented by:
Zachary I Shapiro, Esq.
Richards, Layton & Finger, P.A.
1 Wallich Street
#37-01
Guoco Tower 078881
TNC SRQ: Case Summary & Three Unsecured Creditors
-------------------------------------------------
Debtor: TNC SRQ, LLC
5174 Siesta Cove Avenue
Sarasota, FL 34242
Business Description: TNC SRQ, LLC is a Single Asset Real Estate
debtor (as defined in 11 U.S.C. Section
101(51B)). The Debtor owns Building Lot:
5174 located at Sandy Cove Avenue,
Sarasota, FL having a comparable sale value
of $2.3 million.
Chapter 11 Petition Date: March 19, 2024
Court: United States Bankruptcy Court
Middle District of Florida
Case No.: 24-01421
Judge: Hon. Catherine Peek Mcewen
Debtor's Counsel: Buddy D. Ford, Esq.
BUDDY D. FORD, P.A.
9301 West Hillsborough Avenue
Tampa, FL 33615-3008
Tel: (813) 877-4669
Fax: (813) 877-5543
Email: All@tampaesq.com
Total Assets: $2,300,248
Total Liabilities: $1,689,190
The petition was signed by Troy Jenkins as manager.
A full-text copy of the petition containing, among other items, a
list of the Debtor's three unsecured creditors is available for
free at PacerMonitor.com at:
https://www.pacermonitor.com/view/XW3SC2I/TNC_SRQ_LLC__flmbke-24-01421__0001.0.pdf?mcid=tGE4TAMA
TRINSEO PLC: Initiates Sale of 50% Stake in Americas Styrenics
--------------------------------------------------------------
Trinseo PLC announced that it has commenced a sale process for its
50% ownership in Americas Styrenics LLC, a joint venture with
Chevron Phillips Chemical Company LP.
As part of its transformation strategy, the Company had previously
announced its intent to divest its styrenics businesses with a
focus on selectively marketing individual assets or regional
businesses. AmSty was established in 2008 and is part of Trinseo's
regional Styrenics Businesses operating in the Americas.
Trinseo has initiated an ownership exit provision of the AmSty
joint venture agreement which includes a structured mechanism that
is expected to ultimately lead to a sale of Trinseo's ownership
interest in AmSty. Any proceeds from the sale are expected to be
used to pay down a portion of the recently issued $1.077 billion of
term loans maturing in 2028.
Frank Bozich, President and Chief Executive Officer of Trinseo,
said "The sale of our ownership in AmSty is a logical step in our
transformation as a specialty materials and sustainable solutions
provider. By executing the contractual ownership exit provision, we
have a clear pathway to divest our interest in the joint venture.
We expect the exit process to lead to a definitive arrangement no
later than early 2025."
About Trinseo
Trinseo (NYSE: TSE) (www.trinseo.com), a specialty material
solutions provider, partners with companies to bring ideas to life
in an imaginative, smart and sustainably focused manner by
combining its premier expertise, forward-looking innovations and
best-in-class materials to unlock value for companies and
consumers. From design to manufacturing, Trinseo taps into decades
of experience in diverse material solutions to address customers'
unique challenges in a wide range of industries, including building
and construction, consumer goods, medical and mobility. Trinseo
reported a net loss of $430.9 million in 2022.
* * *
As reported by the TCR on May 30, 2023, S&P Global Ratings lowered
its issuer credit rating on Trinseo PLC to 'CCC+' from 'B-'. S&P
said, "The downgrade reflects that Trinseo has not yet addressed
the upcoming maturity of its $661.7 million TLB, which becomes
current in September, and that we anticipate weak 2023 earnings."
Meanwhile, Moody's Investors Service has downgraded the Corporate
Family Rating of Trinseo PLC to B2 from B1, Probability of Default
Rating to B2-PD from B1-PD. Moody's also downgraded the rating on
Trinseo Materials Operating S.C.A.'s senior unsecured and backed
senior unsecured notes to Caa1 from B3, the rating on Trinseo
Materials Operating S.C.A.'s backed first lien senior secured term
loan and backed revolving credit facility to B2 from B1 and the
rating on Trinseo LuxCo Finance SPV S.a r.l.'s first lien senior
secured term loans to B1 from Ba3. The SGL-3 Speculative Grade
Liquidity Rating remains unchanged. The rating outlook for all
issuers remains negative.
TWO RIVERS FARMS: Seeks to Extend Plan Exclusivity to May 6
-----------------------------------------------------------
Two Rivers Farms F-2, Inc., asked the U.S. Bankruptcy Court for the
District of Colorado to extend its exclusivity period to file a
chapter 11 plan of reorganization to May 6, 2024.
The Debtor's Chapter 11 Plan of Reorganization Under Subchapter V
is currently due on March 5, 2023. Given the reconstructing of the
Debtor's financial records, Employment Objection and Subchapter V
Objection, and the contemporaneous bankruptcy filings of Orlando
and HCIC Holdings, the Debtor seeks an extension of 60 days within
which to submit its Chapter 11 Plan of Reorganization under
Subchapter V.
The Debtor explains that pre-petition transactions conducted by its
prior management, Mr. John McKowen and Mr. Wayne Harding, made it
difficult for the Debtor to have a full picture of its financial
situation. However, the Debtor's records were incomplete due Mr.
McKowen's and Mr. Harding's control of the Debtor and similar
companies. As such, the Debtor had to reconstruct its financial
records. Orlando and HCIC Holdings also had to reconstruct their
financial records.
The Debtor explains that there are still questions regarding the
its assets and liabilities because the Debtor is still
reconstructing its financial records. As a result, the U.S. Trustee
filed the Subchapter V Objection. The Debtor is working on a
Response to the Subchapter V Objection. The Debtor's Response will
likely resolve the concerns raised in the Subchapter V Objection.
The Debtor asserts that the reconstruction of the Debtor's
financial records, the contemporaneous bankruptcies of entities
affiliated with the company, and the U.S. Trustee's Employment
Objection, the Debtor requires more time to finish reconstructing
its records and to resolve the U.S. Trustee's Employment Objection
and Subchapter V Objection. These issues must be resolved before
the Debtor can file a viable Plan.
Two Rivers Farms F-2, Inc. is represented by:
K. Jamie Buechler, Esq.
BUECHLER LAW OFFICE, LLC
999 18th Street, Suite 1230-S
Denver, CO 80202
Tel: (720) 381-0045
Fax: (720) 381-0382
Email: Jamie@KJBlawoffice.com
About Two Rivers Farms F-2
Two Rivers Farms F-2, Inc. in Denver, CO, filed its voluntary
petition for Chapter 11 protection (Bankr. D. Colo. Case No.
23-15627) on December 6, 2023, listing $615,000 in assets and
$16,099,861 in liabilities. Greg Harrington as authorized
representative of the Debtor, signed the petition.
BUECHLER LAW OFFICE, L.L.C. serve as the Debtor's legal counsel.
TYSON FAMILY: Unsecureds to Get $400K Plus 1.5% Interest in Plan
----------------------------------------------------------------
Tyson Family Farms, Inc., submitted a Final and Restated Plan of
Reorganization.
The Debtor, together with certain affiliated entities (the
"Affiliated Entities"), operates a large row crop operation farming
approximately 5,000 acres of tobacco, soy beans, corn, sweet
potatoes, wheat, sunflowers and cotton in and around Nash County
and Edgecombe Counties. The Debtor's principal business office is
located in Nashville, North Carolina. The treatment of secured
debts is addressed more specifically below, but the Debtor intends
to maintain ownership of its equipment and other personal property
assets and utilize income and proceeds from these assets to fund
its Plan of Reorganization and satisfy reorganized secured claims.
The undersecured portion of secured claims together with any
deficiency claims resulting from the Debtor's surrender of assets,
will be treated as general unsecured claims.
The Debtor will pay its administrative costs in full on the
Effective Date or by such other mutually agreeable terms as the
parties may agree.
Under the Plan, Class X consists of General Unsecured Claims. This
class consists of all Allowed Claims that are not Administrative
Claims, Priority Tax Claims, Secured Claims, or unsecured claims
asserted by Sandyrock, LLC, First Bank and Trust Company of
Virginia or John Deere Financial (which unsecured claims are
expressly excluded from Class X).
The Debtor will pay creditors in this class the sum of $400,000,
together with interest accruing at the annual fixed rate of 1.5%,
payable in 5 equal annual installments. The first payment will be
made on May 1, 2025, with each successive payment made on the same
day of each year thereafter until the full distribution is paid in
full. The Debtor will have a period of 30 days to cure any plan
payment not made upon the due date, such cure period to begin the
second day of any month during which a payment is due and not paid
and continuing for 30 days thereafter. This Class will be granted a
security interest and lien in the proceeds obtained from the
pursuit of avoidance actions, preference actions or other actions
pursuant to 11 U.S.C. s 547, which proceeds will be paid upon
recovery to holders of allowed Class X claims. This class is
impaired.
The Debtor proposes to make payments under the Plan from funds on
hand and income derived from the continued operation of the
Debtor's business activities, including the aforementioned farming
operations.
Attorneys for the Debtor
David J. Haidt, Esq.
AYERS & HAIDT, P.A.
Post Office Box 1544
New Bern, NC 28563
Tel: (252) 638-2955
Fax: (252) 638-3293
E-mail: davidhaidt@embarqmail.com
A copy of the Plan of Reorganization dated Feb. 23, 2024, is
available at https://tinyurl.ph/VlHTr from PacerMonitor.com.
About Tyson Family Farms
Tyson Family Farms, Inc., filed a petition under Chapter 11,
Subchapter V of the Bankruptcy Code (Bankr. E.D.N.C. Case No.
23-01738) on June 23, 2023, with $1 million to $10 million in both
assets and liabilities. Jennifer Bennington has been appointed as
Subchapter V trustee.
Judge Pamela W. Mcafee oversees the case.
David J. Haidt, Esq., at Ayers & Haidt, PA, is the Debtor's legal
counsel.
UNCONDITIONAL LOVE: Plan Exclusivity Period Extended to May 20
--------------------------------------------------------------
Judge Mary F. Walrath of the U.S. Bankruptcy Court for the District
extended Unconditional Love Inc. and affiliates' exclusive periods
to file their plan of reorganization, and solicit acceptances
thereof to May 20 and July 22, 2024, respectively.
As shared by Troubled Company Reporter, the Debtors explain that
since commencing these Chapter 11 Cases, the sale process required
significant effort from the Debtors and their advisors. Those
efforts required multi-party negations with the Prepetition CIT
Secured Parties, Committee, and U.S. Trustee.
In addition, obtaining approval of the Sale and completing the
other tasks attendant to operating during chapter 11, including,
but not limited to, addressing the concerns of the Debtors'
creditors and stakeholders along the way, required the full
attention of the Debtors, their employees, and their professional
advisors.
The Debtors claim that given the progress in a short period of
time, the companies submit that the complexity and relatively short
duration of these Chapter 11 Cases warrants the extension of the
Exclusive Periods so that the Debtors may continue to focus their
efforts on negotiating, finalizing, and filing a viable path
forward, including by negotiating with the Committee, regarding an
exit strategy for successfully emerging from these Chapter 11
Cases.
About Unconditional Love
Founded in February 2019, Hello Bello is a retailer of baby
necessities, selling products made with plant-based ingredients and
organic botanicals across the baby, family, and wellness markets.
The Company is headquartered in Los Angeles, California, with
manufacturing plants located in the United States, Mexico, Canada,
and China.
On Oct. 23, 2023, Unconditional Love Inc. and its affiliate filed
voluntary petitions for relief under Chapter 11 of the Bankruptcy
Code (Bankr. D. Del. Lead Case No. 23-11759). The Debtors listed
$100 million to $500 million in estimated assets and liabilities.
The petitions were signed by Erica Buxton as chief executive
officer.
Hon. Mary F. Walrath presides over the cases.
The Debtors tapped Young Stargatt & Taylor as Delaware bankruptcy
counsels. Willkie Farr & Gallagher LLP is the Debtors' general
bankruptcy counsel. Emerald Capital Advisors Corp. is the Debtors'
restructuring advisor. Jefferies LLC is the Debtors' investment
banker. Stretto, Inc. is the Debtors' notice, claims, solicitation
and balloting agent.
The U.S. Trustee for Regions 3 and 9 appointed an official
committee to represent unsecured creditors in the Chapter 11 cases
of Unconditional Love, Inc. and its affiliates. Pachulski Stang
Ziehl & Jones LLP and Hogan Lovells US LLP are the Committee's
counsel, and Force Ten Partners, LLC, is the financial advisor.
VIAVI SOLUTIONS: S&P Places 'BB' ICR on CreditWatch Negative
------------------------------------------------------------
S&P Global Ratings placed all its ratings, including its 'BB'
issuer credit rating on Viavi Solutions Inc., on CreditWatch with
negative implications.
S&P expects to resolve the CreditWatch placement upon close of the
acquisition, which is expected by the end of 2024.
Viavi Solutions has entered into an agreement to acquire Spirent
Communications for $1.3 billion in cash. While the acquisition will
bring scale and diversity benefits, the debt funding will likely
keep Viavi's debt to EBITDA above our downgrade trigger of 4x. The
company also faces weak demand for products and services due to
industrywide challenges that weaken its credit metrics in the near
term.
S&P said, "We expect Viavi's debt to EBITDA to rise well above our
downside trigger, and the pace of deleveraging is uncertain given
the challenging industry conditions. Viavi's S&P Global
Ratings-adjusted leverage is 4.5x as of Dec. 30, 2023, compared
with our 4x downside trigger. The company's underperformance amid
industrywide capital expenditure (capex) slowdown in network
enablement combined with optical security products (OSP) softness
pressured its earnings and cash flow, causing its S&P Global
Ratings-adjusted leverage to rise meaningfully. The OSP segment
includes anticounterfeiting technology and optical coatings and as
such, has historically diversified Viavi's networking and servicing
segments. However, the segment has not been immune to the overall
weakness in the space and contracted 3.2% year over year.
"We view the acquisition as accretive because it will allow Viavi
to expand its footprint and improve its revenue generation and
profitability. We expect the Spirent acquisition to add about $600
million of revenues to the combined entity, with EBITDA climbing to
the high $300 million area due to synergized networking product
offerings across all networking layers the Spirent acquisition has
enabled.
"However, the proposed acquisition will add $1 billion of debt such
that Viavi's S&P Global Ratings-adjusted leverage will climb to
about 6x upon acquisition close, which is expected by the end of
2024 (company's fiscal 2025). We take into consideration Viavi's
commitment to maintaining a prudent financial policy, as well as
its good cash balance that we believe will somewhat mitigate the
elevated leverage. However, it is unclear how much cash the company
will use to pay down debt.
"We expect stand-alone free operating cash flow of $100 million in
fiscal year 2024 (ending June 2024). It has balance sheet cash of
about $570 million as of Dec. 30, 2023, and will likely add a
liquidity buffer that it can use to repay debt post-acquisition
close."
CreditWatch
S&P said, "The CreditWatch negative reflects the likelihood of a
downgrade given our expectation for Viavi's leverage to increase
above 6x initially post-acquisition and remain above 4x beyond
2025. While we expect the company will have liquidity sources to
help deleverage, the inherent business volatility and industry
cyclicality increase risk that its credit metric improvements will
be slower than expected. We expect to review the combined company's
strategy, industry outlook, and ultimate capital structure at close
of the acquisition. If the acquisition fails to close, we expect to
reassess the standalone company's operating performance and
financial policy."
Viavi is a global provider of network test, monitoring, and
assurance products for communications service providers,
enterprises, network equipment manufacturers, government, and
avionics. Viavi also provides light management for 3D sensing,
anticounterfeiting, consumer electronics, industrial, government,
automotive, and defense applications. The company is publicly
traded on the NASDAQ (ticker: VIAV).
VICTORY PROFESSIONAL: Taps Armory Consulting as Financial Advisor
-----------------------------------------------------------------
Victory Professional Products, Inc., seeks approval from the U.S.
Bankruptcy Court for the Central District of California to employ
Armory Consulting Co. as financial advisor.
The firm will provide these services:
a. provide strategic guidance to prepare and assist the Debtor
through its bankruptcy;
b. assist with reporting requirements, if needed, pertaining
to the Bankruptcy Court and the U.S. Trustee's office, including,
as applicable, Schedules and Statement of Financial Affairs, and
related compliance matters;
c. assist with negotiating and, as appropriate, serving as a
liaison between the Debtor, the Subchapter V Trustee, and the
creditors or their representatives;
d. provide testimony, including deposition and courtroom
testimony, before the Bankruptcy Court on matters within Armory's
expertise and consistent with Armory's scope of services herein;
e. assist with the development of a plan of reorganization;
f. prepare long-term projections and liquidation analysis;
g. evaluate the possible rejection of any executory contracts
and unexpired leases;
h. assist in the evaluation and analysis of avoidance actions
and causes of action;
i. oversee analysis of creditors' claims; and
j. provide additional services as may be mutually agreed upon
in writing between Debtor.
The firm will be paid at these rates:
James Wong $575 per hour
Senior Staff $425 per hour
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
James Wong, a partner at Armory Consulting Co., 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:
James Wong
Armory Consulting Co.,
3943 Irvine Blvd.
Irvine, CA 92602
Tel: 9714) 222-5552
Email: jwong@armoryconsulting.com
About Victory Professional Products, Inc.
Victory Professional Products, Inc. filed a petition under Chapter
11, Subchapter V of the Bankruptcy Code (Bankr. C.D. Calif. Case
No. 24-10111) on Jan. 17, 2024, with $100,001 to $500,000 in assets
and $1,000,001 to $10 million in liabilities.
Misty A. Perry Isaacson of Pagter and Perry Isaacson represents the
Debtor as legal counsel.
VOYAGER AVIATION: Class 6a Unsecured Claims Are Unimpaired in Plan
------------------------------------------------------------------
Voyager Aviation Holdings, LLC et al., submitted a Modified Second
Amended Joint Chapter 11 Plan.
Below are the unsecured claims with corresponding treatment:
Class 6a General Unsecured Claims against Aircraft Selling
Debtors. Each holder of an Allowed General Unsecured Claim against
an Aircraft Selling Debtor shall receive payment in full in Cash
from the applicable Allocated Purchase Price reasonably promptly
after the Completion Date for the applicable Aircraft owned by such
Aircraft Selling Debtor. Class 6a is unimpaired.
Class 6b General Unsecured Claims against Other Debtors. Each
holder of an Allowed Class 6b Claim shall receive its pro rata
share, in proportion to all Allowed Class 6b Claims, of the General
Unsecured Claims Recovery Pool. Class 6b is Impaired.
"General Unsecured Claims Recovery Pool" means Cash in the
amount of $200,000.
Class 6c General Unsecured Claims against Participation Debtors.
Solely to the extent there are Relevant Assets or proceeds thereof
after satisfaction of all senior Allowed Claims at such
Participation Debtors in accordance with this Plan and after all
disbursements required in accordance with the Newco Transaction,
then, at such times, holders of Allowed Class 6c Claims at the
applicable Participation Debtor shall receive, subject to Section
II.F of the Plan, their pro rata share of such distributable
Assets, up to the Allowed amount of such Claim. Class 6c is
Impaired.
In accordance with the terms of the Purchase Agreement and the Sale
Order, the applicable Debtors and the other Aircraft Selling
Entities shall consummate the transfer of the applicable Aircraft
to the Purchaser in accordance with the Completion Plan, which sets
forth with respect to each Aircraft the steps for repayment of the
respective Aircraft Financing Facility Claims relating to each
Aircraft, and the transfer of such Aircraft and associated Lease
Documents, or in the case of an Undelivered Aircraft (as defined in
the Purchase Agreement), any sale agreement or other Lease
Document, to Purchaser. As set forth in the Purchase Agreement, the
transfer of each Aircraft shall constitute a separate closing of
the sale of such Aircraft to the Purchaser and upon such closing,
the proceeds of the applicable Allocated Purchase Price with
respect to the Aircraft shall be distributed in accordance with the
Purchase Agreement, the Sale Order and the terms hereof. Azorra
Sale Transaction Proceeds with respect to any applicable Aircraft
that have not been received and distributed prior to the Effective
Date in accordance with the Sale Order shall first be used to
satisfy the Allowed Claims at the applicable Aircraft Selling
Entity in accordance with the terms of the Purchase Agreement, the
Sale Order and hereof in accordance with the Plan. The balance of
the proceeds received after satisfaction of such Allowed Claims
shall be used to, subject to establishment of a Disputed Claims
Reserve, fund (1) the Winddown Amount, (2) the Unsecured Claims
Recovery Pools, and (3) the Professional Fee Escrow and thereafter
to make interim Distributions to holders of Allowed Secured Notes
Claims, as soon as reasonably practicable thereafter.
The Distributions to the holders of Allowed Claims in Classes 3a
and 6a shall be funded in Cash from the Allocated Purchase Price
with respect to the Aircraft of the applicable Aircraft Selling
Debtors. Distributions to holders of Allowed Claims in Class 3b and
Class 3c shall be made in the form of the Newco Transaction and
such holders shall not be entitled to any other recovery under the
Plan. All other Distributions on account of Allowed Claims entitled
to a distribution under Section II.C of the Plan shall be made
from: (i) Cash on hand at the Debtors, (ii) the remaining Azorra
Sale Transaction Proceeds after satisfying Allowed Aircraft
Financing Facility Claims of the Aircraft Selling Entities, (iii)
the Newco Transaction Agreement, and (iv) the liquidation of the
Other Assets and shall be subject to the funding of (1) the
Winddown Amount, (2) the Unsecured Claims Recovery Pools and (3)
the Professional Fee Escrow. In addition, any Relevant Assets that
are not or cannot be transferred to Newco or any Relevant Designee
shall be administered, managed, overseen, pursued, prosecuted and
liquidated in accordance with any Directions from the Insurer
Representative, pursuant to the Plan (including, without
limitation, and subject to, Section IV.C.7 hereof).
On the Effective Date, the Winddown Assets shall vest in the
Winddown Debtors. The Winddown Debtors shall continue to exist
after the Effective Date solely for the purposes of (i) completing
the transfer of the Target Assets in connection with the applicable
Completion Date and collecting the Allocated Purchase Price for
distribution in accordance with the terms hereof and the Purchase
Agreement and Sale Order, (ii) liquidating, collecting and
maximizing the Cash value of the Remaining Distributable Assets,
(iii) making all Distributions on account of Allowed Claims in
accordance with the terms of the Plan, (iv) administering,
managing, overseeing, pursuing, prosecuting and liquidating any
Relevant Assets that are not or cannot be transferred to Newco or
any Relevant Designee in accordance with any Directions from the
Insurer Representative, pursuant to the Plan (including, without
limitation, and subject to, Section IV.C.7 hereof), and (v)
performing their respective obligations under the Purchase
Agreement and the Transition Services Agreement, as applicable. The
Plan Administrator shall be authorized to merge, consolidate, or
dissolve any of the Winddown Debtors, as the Plan Administrator
deems appropriate.
Except to the extent necessary to complete the wind-down,
effectuate the Azorra Sale Transaction, the Newco Transaction,
and/or to perform their respective obligations under the Purchase
Agreement and the Plan, as applicable, from and after the Effective
Date, the Winddown Debtors (a) for all purposes, shall be deemed to
have withdrawn the Debtors' business operations from any state or
province or foreign jurisdiction in which the Debtors were
previously conducting, or are registered or licensed to conduct,
their business operations, and shall not be required to file any
document, pay any sum, or take any other action to effectuate such
withdrawal and (b) shall not be liable to any taxing authority for
franchise, business, license, or similar taxes accruing on or after
the Effective Date; provided that the foregoing shall not preclude
the Plan Administrator from taking any action necessary to dissolve
or wind down any Winddown Debtor pursuant to any dissolution,
winding down or similar proceeding.
The Debtors, subject to the terms of the Second Restructuring
Support Agreement, reserve the right to modify the Plan, either
before or after the Confirmation Date, to make nonmaterial
mechanical changes to provide for the establishment of a
liquidating trust and such liquidating trust would hold and wind
down the Winddown Debtors, should the Debtors determine, in their
discretion, with the written consent of the Required Consenting
Noteholders, that a liquidating trust would more efficiently wind
down the Estates.
If established, except with respect to any Winddown Assets
attributable to the Disputed Claims Reserve, the Liquidating Trust
shall be a liquidating grantor trust for the purpose of liquidating
and distributing the Winddown Assets (except to the extent
attributable to the Disputed Claims Reserve) to the holders of
Liquidating Trust Interests in accordance with this Plan and
Treasury Regulation Section 301.7701-4(d), with no objective to
continue or engage in the conduct of a trade or business. The
Liquidating Trust Interests will be distributed to those entities
otherwise entitled to receive the proceeds of the Remaining
Distributable Assets in accordance with the priorities set forth in
Section II of the Plan. All parties and holders of Liquidating
Trust Interests shall treat the transfers in trust described herein
as transfers to the holders of Liquidating Trust Interests for all
purposes of the Internal Revenue Code of 1986, as amended
(including, sections 61(a)(12), 483, 1001, 1012, and 1274). All the
parties and holders of Liquidating Trust Interests shall treat the
transfers in trust as if all transferred assets, including all
assets of the Liquidating Trust (other than any Winddown Assets
attributable to the Disputed Claims Reserve), had been first
transferred to the holders of Liquidating Trust Interests and then
transferred by the holders of Liquidating Trust Interests to the
Liquidating Trust. The holders of Liquidating Trust Interests shall
be treated for all purposes of the Internal Revenue Code of 1986,
as amended, as the grantors of the Liquidating Trust and the owners
of the Liquidating Trust. The trustee of the Liquidating Trust
shall file returns for the Liquidating Trust as a grantor trust
pursuant to Treasury Regulation Section 1.671-4(a) or (b). All
parties, including the holders of Liquidating Trust Interests and
the trustee of the Liquidating Trust shall value the assets of the
Liquidating Trust consistently (other than any Winddown Assets
attributable to the Disputed Claims Reserve) and such valuations
shall be used for all federal income tax purposes.
Counsel to all Debtors other than the Participation Debtors:
Samuel A. Khalil, Esq.
Lauren C. Doyle, Esq.
Brian Kinney, Esq.
MILBANK LLP
55 Hudson Yards
New York, NY 10001
Tel: (212) 530-5000
Fax: (212) 530-5219
Counsel to the Participation Debtors:
Michael J. Edelman, Esq
William W. Thorsness, Esq. (admitted pro hac vice)
VEDDER PRICE P.C.
1633 Broadway, 31st Floor
New York, NY 10019
Tel: (212) 407-7700
Fax: (212) 407-7799
A copy of the Chapter 11 Plan dated Feb. 23, 2024, is available at
https://tinyurl.ph/trYFK from PacerMonitor.com.
About Voyager Aviation Holdings
Voyager Aviation Holdings, LLC, is a privately held aviation
investment firm and commercial aircraft leasing company. The
Company's main leasing operations are led out of Dublin, Ireland,
and the Company has corporate offices in Stamford, CT. It
currently has a small team of 13 full-time employees split between
Europe and the U.S. As of the Petition Date, the Company owned 18
aircraft, most of which are widebody aircraft and 16 of which are
currently on lease to 7 airline customers.
Voyager Aviation Holdings and its affiliates sought protection
under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead
Case No. 23-11177) on July 27, 2023. In the petition signed by
Michael Sean Ewing, chief financial officer, Voyager disclosed up
to $10 billion in both assets and liabilities.
Debtors Aetios Aviation Leasing 1 Limited, Aetios Aviation Leasing
2 Limited, Panamera Aviation Leasing XII Designated Activity
Company, and Panamera Aviation Leasing XIII Designated Activity
Company are designated as the "Participation Debtors" in court
filings.
Judge John P. Mastando III oversees the cases.
The Debtors tapped Milbank LLP as counsel, FTI Consulting Inc. as
financial advisor, Greenhill & Co., LLC as investment banker and
financial advisor, Kurtzman Carson Consultants LLC as claims and
noticing agent, KPMG LLP as tax restructuring advisor, and Vedder
Price LLP as special merger and acquisition and aircraft level
financing counsel.
WHITETAIL DEVELOPMENT: Files Amendment to Disclosure Statement
--------------------------------------------------------------
Whitetail Development Group, LLC, submitted an Amended Disclosure
Statement describing Amended Plan of Reorganization.
The Debtor's sole material asset is the Real Property. There are no
business operations conducted by the Debtor on the Real Property.
The Plan provides for a distribution of the Sale Proceeds to the
holders of Allowed Claims and Allowed Interests according to
priority as established by the Bankruptcy Code.
Class 1A consists of the Secured Ad Valorem Tax Claims of Kermit
ISD and Winkler County. This Class shall be paid in full from the
Sales Proceeds, but only if there is a Closing Date.
Class 1B consists of the Secured Claim of Brave National Bank. This
Class shall be paid in full from any remaining Sales Proceeds after
the Class 1 Allowed Claims are paid in full, but only if there is a
Closing Date.
Class 3A consists of General Unsecured Claims. This Class shall be
paid in full from any remaining Sales Proceeds after the Class 1
and Class 2 Allowed Claims are paid in full, but only if there is a
Closing Date. This Class is impaired.
Class 3B consists of the General Unsecured Claim of the City of
Kermit. This Class shall be paid in full from any remaining Sales
Proceeds after the Class 1, Class 2 and Class 3A Allowed Claims are
paid in full, but only if there is a Closing Date. This Class is
impaired.
The Debtor shall sell the Real Property within 1 year of the
Effective Date. If the Closing Date does not take place with 1 year
of the Effective Date, the Debtor shall file a notice with the
Court converting the Case to one under chapter 7 of the Bankruptcy
Code.
The Real Property is the subject of the Lawsuit. As such,
distributions under the Plan will be contingent upon the Debtor’s
success in the Lawsuit. If the Debtor prevails in the Lawsuit, it
will proceed with the sale of the Real Property. If the Debtor does
not prevail in the Lawsuit, this bankruptcy case will be dismissed
effective upon the filing of a notice with this Court indicating
that a Final Judgment has been entered in the Lawsuit, which Final
Judgment declares the Debtor is not the Owner of the Real
Property.
A full-text copy of the Amended Disclosure Statement dated March
12, 2024 is available at https://urlcurt.com/u?l=j0eTQC from
PacerMonitor.com at no charge.
Attorneys for the Debtor:
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
Email: mike@demarcomitchell.com
About Whitetail Development Group
Whitetail Development Group, LLC, is a Texas limited liability
company which owns the Real Property.
The Debtor sought protection for relief under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Tex. Case No. 23-70138) on Oct. 27,
2023, listing $500,001 to $1 million in assets and $100,001 to
$500,000 in liabilities.
Judge Shad Robinson presides over the case.
Robert T. DeMarco, III, Esq., at Demarco Mitchell, PLLC, serves as
the Debtor's counsel.
WINDSOR HOLDINGS: S&P Rates Repriced Term Loans 'B+'
----------------------------------------------------
S&P Global Ratings assigned its 'B+' issue-level rating and '3'
recovery rating to chemicals and ingredients distributor Windsor
Holdings III LLC's (the parent entity of Univar Solutions Inc.)
$2.754 billion and EUR1.000 billion (equivalent to $1.057 billion)
term loan B tranches due Aug. 1, 2030. The '3' recovery rating
indicates our expectation for meaningful (50%-70%; rounded
estimate: 55%) recovery for the company's senior secured lenders in
a hypothetical default. Windsor received its lenders' consent, via
an amendment, to reduce the applicable rate on these loans by 50
basis points (bps) to SOFR plus 400 bps for the dollar-denominated
portion and Euribor plus 400 bps for the euro-denominated portion.
The amendment included the assignment of new CUSIPs, thus we have
discontinued our prior ratings on the loans in conjunction with
this assignment.
This issuance does not affect S&P's 'B+' issuer credit rating on
Windsor Holdings III LLC.
ISSUE RATINGS--RECOVERY ANALYSIS
Key analytical factors
-- S&P has updated its recovery analysis to incorporate the
anticipated repricing of the incremental term loans due Aug. 1,
2030.
-- The lead borrower on the asset-based lending (ABL) and term
loan B debt is Windsor Holdings III LLC, a Delaware limited
liability company and the direct parent of Univar Solutions Inc.
-- The foreign co-borrowers on the ABL (not rated) include
entities based in the Netherlands, Belgium, and the U.K.
-- The senior secured term loan B tranches comprise a $2.75
billion dollar-denominated tranche and a $1.06 billion
dollar-equivalent, euro-denominated tranche.
-- The company's capital structure also includes $800 million of
senior secured, high-yield notes with a coupon of 8.5%. The notes
are guaranteed by all of the existing and future direct or indirect
wholly owned material U.S. subsidiaries of the issuer, subject to
customary exceptions, that also guarantee the term loan.
-- S&P rates both term loan B traches 'B+' with a '3' recovery
rating. This reflects its expectation for meaningful (50%-70%;
rounded estimate: 55%) recovery in the event of a payment default.
-- S&P's simulated default scenario contemplates a default in 2028
because Univar's operating performance materially deteriorates
after a protracted economic downturn and a sustained decline in the
end-market demand for its products. Given this scenario, the
company's EBITDA margins shrink and its EBITDA declines to levels
insufficient to cover its fixed-charge obligations, including
interest expense, scheduled debt amortization, and maintenance
capital expenditure.
-- S&P estimates an emergence value for the company on a
going-concern basis using a 6x multiple of its projected emergence
EBITDA. This multiple is 0.5x higher than the typical multiple S&P
uses for other U.S. chemicals distributors--such as GPD Cos. Parent
Inc. (formerly known as Nexeo Plastics Parent Inc.)--which reflects
Univar's stronger market position, modestly higher EBITDA margins,
and thus superior business risk profile.
Simulated default assumptions
-- Year of default: 2028
-- EBITDA at emergence: $633 million
-- EBITDA multiple: 6x
Simplified waterfall
-- Net recovery value (after 5% administrative costs): $3.6
billion
-- Valuation split (U.S./Canada/Europe and Latin America):
66%/12%/22%
-- Collateral available to secured creditors: $2.07 billion
-- Unpledged value: $683 million
-- Secured first-lien debt: $4.66 billion
--Recovery expectations: 50%-70% (rounded estimate: 55%)
Notes: All debt amounts at default include six months of accrued
prepetition interest. Collateral value equals asset pledges from
obligors, less priority claims, plus equity pledges from
nonobligors after nonobligor debt. Direct foreign subsidiaries of
domestic loan parties pledge 65% equity. This includes the Canadian
entity (12% of valuation) and some European entities (22% of
valuation).
WORKINGLIVE TECHNOLOGIES: Wins Cash Collateral Access Thur April 3
------------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Florida,
West Palm Beach Division, authorized WorkingLive Technologies, Inc.
to use cash collateral, on an interim basis, in accordance with the
budget, through April 3, 2024.
The Debtor is permitted to use cash collateral to pay all ordinary
and necessary expenses in the ordinary course of business, pursuant
to the budget, with an 10% variance.
As adequate protection, Itria Ventures LLC and Headway Capital, LLC
is granted post-petition security interests and liens in, to and
against any and all personal property assets of the Debtor, to the
same extent and priority that each such entity held a properly
perfected pre-petition security interest in such assets; provided
that, however, under no circumstances shall Itria or Headway have a
lien on any causes of action arising under 11 U.S.C. Section 542 et
seq., 544, 547, 548, 549, 550, 551, or any of the Debtor's assets
that it did not have a right to pre-petition.
A further hearing on the matter is set for April 3 at 1:30 p.m.
A copy of the order is available at https://urlcurt.com/u?l=D7u7tE
from PacerMonitor.com.
About WorkingLive Technologies, Inc.
WorkingLive Technologies, Inc. provides video conferencing and
e-commerce services primarily to direct sales and affiliate
marketing companies.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-11654-MAM) on
February 21, 2024. In the petition signed by Nicolas Rowe,
president, the Debtor disclosed up to $500,000 in assets and up to
$1 million in liabilities.
Judge Erik P. Kimball oversees the case.
Bradley S. Shraiberg, Esq., at Shraiberg Page PA, represents the
Debtor as legal counsel.
YAK TIMBER: Unsecureds Owed $1.7M to Get 10% of Their Claims
------------------------------------------------------------
Yak Timber, Inc., an Alaska corporation submitted an Amended and
Restated Combined Disclosure Statement and Plan of Liquidation,
dated Feb. 23, 2024.
The Plan contemplates the liquidation of all of Debtor's assets and
a distribution of net proceeds from the liquidation, primarily to
its senior secured creditor, AgWest Farm Credit Services, PCA
(together with Northwest Farm Credit Services, PCA, "AgWest"), as
well as other payments to secured creditors, administrative expense
claimants, priority unsecured creditors, and, if there are
sufficient proceeds from the sale of Retained Assets, a
distribution of up to 10% to general unsecured creditors plus
whatever value, if any, is generated from the carbon credits
related to the Timber Rights by the liquidating trustee. Any excess
available funds in the estate (as separate from the liquidating
trust) after a 10% distribution to general unsecured creditors will
be paid to AgWest to the extent it is still owed money after the
liquidation of the Relief Assets (defined below). The Plan has been
formulated based on the agreements set forth between Debtor,
AgWest, and Yak Tat Kwaan, Inc. ("Kwaan"), included in the Term
Sheet, dated as of October 2, 2023, and the Amended Liquidation
Cooperation Agreement, dated as of February 23, 2024. Debtor and
AgWest entered into a Plan Support Agreement consistent with the
terms of the Term Sheet. The Plan will be implemented through three
primary steps:
1. Liquidation of Relief Assets: Debtor, AgWest, and Kwaan have
agreed to cooperate to liquidate the Relief Assets (as defined in
the Term Sheet), pursuant to the terms of the Amended Liquidation
Cooperation Agreement. AgWest, as the senior-secured lender, is
entitled to the proceeds of the sale of the Relief Assets up to the
full amount of its Allowed Claim. AgWest has received relief from
the bankruptcy automatic stay to exercise its rights with respect
to Debtor's collateral and liquidate the Relief Assets. The Amended
Liquidation Cooperation Agreement facilitates the Bank's
liquidation while indemnifying the estate from bearing any of the
costs of the liquidation process, although AgWest can add costs of
liquidation to its debt.
2. Liquidation of Retained Assets: As set forth in the Term
Sheet, Debtor will be permitted to sell certain Retained Assets
other than the Timber Rights (as set forth in the Term Sheet) and,
after notice and upon motion to the Court, to distribute the
proceeds generated from the sale of Retained Assets to
administrative expense claimants, priority unsecured creditors,
and, depending on the amount of the net proceeds generated by the
sale of the Retained Assets, up to a 10% distribution to general
unsecured creditors. Any excess available funds, after a 10%
distribution to general unsecured creditors, will be paid to AgWest
to the extent it is still owed money after the liquidation of the
Relief Assets.
3. Liquidating Trust: As of the Effective Date, Debtor will
create a Liquidating Trust funded with $25,000 to allow the Trustee
to assert any rights possessed by the Debtor in carbon credits that
might be derived from the Timber Rights to be assigned to the
Liquidating Trust. There shall initially be one Trustee of the
Liquidating Trust, who shall be appointed as such by a threemember
committee of creditors of the Company that includes a
representative appointed by each of (1) Petro 49, Inc., (2) Nelson
Distributing, Inc. and (3) Ridge Marine LLC ("Committee") with
input from AgWest, Kwaan and the US Trustee's Office. Under the
Term Sheet, AgWest retained its lien rights and included a
restriction, agreed upon by Debtor, that the Timber Rights would
not be logged but did not restrict sequestering the Timber Rights
as part of a carbon credit program. Kwaan is working to develop a
carbon credit program with the Debtor's Timber Rights and also
timber rights possessed by Kwaan. Whether the carbon credits can be
developed profitably is not yet known, but the carbon credits are a
potential asset to pay the allowed claims of the general unsecured
creditors not paid from the bankruptcy estate. There is some
dispute over the collateral rights possessed by AgWest in the
carbon credits. For the Liquidating Trust to have any rights in the
carbon credits, the Trustee must either come to an agreement with
AgWest or obtain a final, non-appealable court order. If proceeds
from carbon credit are received by the Liquidating Trust, the funds
will be used by the Trustee to (i) satisfy Liquidating Trust
expenses incurred by the Trustee in connection with the
administration of the Trust, including the Trustee's fees, (ii) pay
the Allowed Unsecured Creditors (defined in the Liquidating Trust)
who are beneficiaries of the Trust, (iii) if there are excess
proceeds after paying Allowed Unsecured Creditors, pay to AgWest
any further monies due to it by the Company, and (iv) if there are
excess proceeds after paying AgWest in full, pay the remaining
proceeds to Kwaan. If the carbon credits are not developed, the
Trustee will distribute any amount of the $25,000 remaining after
Trustee's fees and costs to the Allowed Unsecured Creditors. The
Bankruptcy Court will retain jurisdiction to resolve any dispute
over entitlement to the carbon credits if a consensual resolution
cannot be achieved.
Under the Plan, Class 5 Allowed General Unsecured Claims total
$1,682,989.48. The holders of Allowed General Unsecured Claims
(including any rejection claims related to the rejection of
executory contracts and leases) shall be paid their Pro Rata Share
(sharing with Class 2 and the unsecured portion of Class 3) of any
Retained Asset Surplus Proceeds, up to a total distribution of 10%
of their Allowed Claim amount. Distributions on account of Allowed
General Unsecured Claims shall be made no later than the Effective
Date. Creditors will recover up to 10% plus any amount that might
be distributed from the Liquidating Trust. Class 5 is impaired.
The proceeds of the liquidation of the Relief Assets shall be paid
to AgWest as sales are completed until AgWest's Allowed Secured
Claim has been satisfied in full or all Relief Assets have been
sold. On or before the Effective Date, it is expected that Debtor
will have Cash available from the sale of Retained Assets to fund
distributions to other Classes of creditors besides AgWest as set
forth herein. The Cash will be used to pay creditors as set forth
in this Plan.
Co-Counsel for Debtor:
Michael R. Mills, Esq.
DORSEY & WHITNEY LLP
1031 West 4th Avenue, Suite 600
Anchorage, AK 99501-5907
Tel: (907) 276-4557
Fax: (907) 276-4152
E-mail: mills.mike@dorsey.com
- and -
J.B. Evans, Esq. admitted pro hac vice
DORSEY & WHITNEY LLP
101 South Capitol Boulevard, Suite 1701
Boise, ID 83702
Tel: (208) 617-2528
Fax: (208) 545-5343
E-mail: evans.jb@dorsey.com
A copy of the Disclosure Statement dated Feb. 23, 2024, is
available at https://tinyurl.ph/qWYxp from PacerMonitor.com.
About Yak Timber
Yak Timber Inc., a timber company in Yakutat, Alaska, sought
protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.
Alaska Case No. 23-00080) on May 11, 2023. In the petition signed
by its chief executive officer, Marvin Adams, the Debtor disclosed
up to $50 million in both assets and liabilities.
Judge Gary Spraker oversees the case.
Terry P. Draeger, Esq., at Beaty & Draeger, Ltd., is the Debtor's
legal counsel.
YUNHONG GREEN: Raises $2M Gross Proceeds in Private Transactions
----------------------------------------------------------------
Yunhong Green CTI Ltd disclosed in a Form 8-K Report filed with the
U.S. Securities and Exchange Commission that on March 11, 2024, the
Company, entered into a Stock Purchase Agreement (the "Series E
Preferred SPA") with Wickbur Holdings LLC (the "Series E
Investor"), pursuant to which the Company agreed to issue and sell,
and the Series E Investor agreed to purchase, 130,000 shares of the
Company's newly created Series E Convertible Preferred Stock
("Series E Preferred"), at a purchase price of $10.00 per share,
resulting in gross proceeds to the Company of $1,300,000, in a
private transaction exempt from the registration requirements of
the Securities Act of 1933 (as amended, the "Securities Act")
pursuant to an exemption from registration provided by Section
4(a)(2) of the Securities Act and by Rule 506(b) thereunder. The
Series E Preferred SPA contains customary representations,
warranties, covenants, closing conditions, indemnification
provisions and registration rights.
The transaction provided for by the Series E Preferred SPA closed
on March 11, 2024.
On that date, the Company issued the Series E Investor a warrant
(the "Series E Investor Warrant") to purchase up to 361,400 shares
of the Company's common stock, at an exercise price of the lower of
(a) $1.52 per Share, or (b) the lowest daily volume-weighted
average price of the common stock during the 10 trading days prior
to the date of exercise, in each case subject to customary
adjustments.
The Series E Investor Warrant has a three-year exercise period;
provided, however, that the Company has the right to force the
holder of the Series E Investor Warrant to exercise the Series E
Investor Warrant if the Company simultaneously elects to force a
mandatory exercise of all other warrants then outstanding and
unexercised by any holder of parity stock (that is, stock with
equal ranking to the Series E Preferred).
Accordingly, on March 11, 2024, the Company entered into a Stock
Purchase Agreement (the "Series F Preferred SPA") with Agile Wisdom
International Limited (the "Series F Investor"), pursuant to which
the Company agreed to issue and sell, and the Series F Investor
agreed to purchase, 70,000 shares of the Company's newly created
Series F Convertible Preferred Stock ("Series F Preferred"), at a
purchase price of $10.00 per share, resulting in gross proceeds to
the Company of $700,000, in a private transaction exempt from the
registration requirements of the Securities Act of pursuant to an
exemption from registration provided by Section 4(a)(2) of the
Securities Act and by Rule 506(b) thereunder. The Series F
Preferred SPA contains customary representations, warranties,
covenants, closing conditions, indemnification provisions and
registration rights.
The transaction provided for by the Series F Preferred SPA closed
on March 11, 2024.
On that date, pursuant to the Series F Preferred SPA, the Company
issued the Series F Investor a warrant (the "Series F Investor
Warrant") to purchase up to 194,600 shares of the Company's common
stock, at an exercise price of the lower of (a) $1.52 per Share, or
(b) the lowest daily volume-weighted average price of the common
stock during the 10 trading days prior to the date of exercise, in
each case subject to customary adjustments.
The Series F Investor Warrant has a three-year exercise period;
provided, however, that the Company has the right to force the
holder of the Series F Investor Warrant to exercise the Series F
Investor Warrant if the Company simultaneously elects to force a
mandatory exercise of all other warrants then outstanding and
unexercised by any holder of parity stock (that is, stock with
equal ranking to the Series F Preferred).
Series E Certificate of Designations
On March 13, 2024, the Company filed with the Secretary of State of
the State of Illinois [a/an] [Amended and Restated] Certificate of
Designations, Preferences and Rights of Series E Convertible
Preferred Stock (the "Series E Certificate of Designations"), which
designates 130,000 shares of Series E Convertible Preferred Stock,
no par value per share (the "Series E Preferred") with a stated
value of $10.00 per share (as may be adjusted for any stock
dividends, combinations or splits with respect to such shares) (the
"Stated Value").
Under the Series E Certificate of Designations, holders of the
Series E Preferred will be entitled to receive quarterly dividends
at the annual rate of 8.5% of the Stated Value.
Each holder of Series E Preferred shall have the right to convert
the Stated Value of such shares, as well as accrued but unpaid
declared dividends thereon (collectively the "Conversion Amount")
into shares of the Company's common stock. The number of shares of
common stock issuable upon conversion of the Conversion Amount
shall equal the Conversion Amount divided by a price per share of
common stock equal to the lower of (a) $1.52 per share of common
stock, or (b) the lowest daily volume-weighted average price (VWAP)
of the common stock during the 10 trading days prior to the date of
conversion, subject to customary adjustments (the "Conversion
Price").
In the event of any liquidation, dissolution or winding up of the
Company, the holders of Series E Preferred will be entitled to
receive, in preference to any distribution to the holders of the
Company's other equity securities (including the Company's common
stock), a liquidation preference equal to $10.00 per share plus all
accrued and unpaid dividends (as to each holder of Series E
Preferred, the "Series E Liquidation Preference Amount"); provided,
however, that a holder of Series E Preferred may instead elect to
convert the holder's entire Series E Liquidation Preference Amount
to shares of common stock at the Conversion Price.
The Series E Preferred may not be converted to common stock to the
extent such conversion would result in the holder beneficially
owning more than 4.99% of the Company's outstanding common stock
except as provided in the Series E Certificate of Designations,
which allows the holder of the Series E Preferred to waive this
limitation on 61 days' notice to the Company.
The Series E Certificate of Designations provides that the Series E
Preferred shall rank equally with all other classes of preferred
stock, including without limitation the Series F Preferred, subject
to customary exceptions for certain future issuances of senior
securities.
Holders of Series E Preferred shall vote together with the holders
of the Company's common stock, Series A Convertible Preferred
Stock, Series B Convertible Redeemable Preferred Stock, Series C
Convertible Preferred Stock, Series D Convertible Preferred Stock,
and Series F Convertible Preferred Stock, on an as-if-converted
basis, whereby each share of Series E Preferred will be entitled to
6.58 votes, subject to certain downward adjustments.
In addition, so long as there are more than 37,500 shares of the
Series E Preferred outstanding, the Company will be prohibited from
taking certain actions without the consent of the holders of a
majority of the outstanding shares of Series E Preferred, including
the following actions: (i) authorize, create, issue or increase the
authorized or issued amount of any class or series of stock,
ranking prior (senior) to the Series E Preferred; (ii) amend, alter
or repeal the provisions of the Series E Preferred, so as to
adversely affect any right, preference, privilege or voting power
of the Series E Preferred; (iii) repurchase, redeem or pay
dividends on (whether in cash, in kind, or otherwise), shares of
the Company's junior securities; (iv) amend the Company's Articles
of Incorporation or bylaws so as to affect materially and adversely
any right, preference, privilege or voting power of the Series E
Preferred; (v) effect any distribution with respect to junior
securities or parity stock; (vi) reclassify the Company's
outstanding securities; (vii) issue any common stock or any common
stock equivalents at a price below $1.00 per share (with customary
exceptions), (viii) consolidate or merge with another entity, (ix)
sell, transfer or convey more than 50% of the assets of the
Company; or (x) change the corporate name of the Company.
Furthermore, at all times while shares of Series E Preferred are
outstanding, the Company will be prohibited from taking certain
actions without the consent of the holders of a majority of the
outstanding shares of Series E Preferred, including the following
actions: (i) amend the Company's Articles of Incorporation, the
Series E Certificate of Designations or by-laws in any manner to
increase or decrease the number of authorized shares of common
stock or in any manner that would otherwise adversely affect the
rights, preferences or privileges of the holders of the Series E
Preferred, except for an amendment to increase the number of
authorized shares of common stock, to the extent that the vote of
holders of Series E Preferred for such amendment is not required by
applicable law.
Series F Certificate of Designations
On March 13, 2024, the Company filed with the Secretary of State of
the State of Illinois [a/an] [Amended and Restated] Certificate of
Designations, Preferences and Rights of Series F Convertible
Preferred Stock (the "Series F Certificate of Designations"), which
designates 70,000 shares of Series F Convertible Preferred Stock,
no par value per share (the "Series F Preferred") with a stated
value of $10.00 per share (as may be adjusted for any stock
dividends, combinations or splits with respect to such shares) (the
"Stated Value").
Under the Series F Certificate of Designations, holders of the
Series F Preferred will be entitled to receive quarterly dividends
at the annual rate of 8.5% of the Stated Value. Such dividends may
be paid in cash or in shares of Company common stock in the
Company's discretion; provided that if the Company elects to pay
dividends in the form of common stock, each share of common stock
shall be valued for such purpose at 90% of the volume-weighted
average price (VWAP) of the common stock for the five (5) trading
days immediately preceding the dividend payment date.
Each holder of Series F Preferred shall have the right to convert
the Stated Value of such shares, as well as accrued but unpaid
declared dividends thereon (collectively the "Conversion Amount")
into shares of the Company's common stock. The number of shares of
common stock issuable upon conversion of the Conversion Amount
shall equal the Conversion Amount divided by a price per share of
common stock equal to the lower of (a) $1.52 per share of common
stock, or (b) the lowest daily VWAP of the common stock during the
10 trading days prior to the date of conversion, subject to
customary adjustments (the "Conversion Price").
In the event of any liquidation, dissolution or winding up of the
Company, the holders of Series F Preferred will be entitled to
receive, in preference to any distribution to the holders of the
Company's other equity securities (including the Company's common
stock), a liquidation preference equal to $10.00 per share plus all
accrued and unpaid dividends (as to each holder of Series F
Preferred, the "Series F Liquidation Preference Amount"); provided,
however, that a holder of Series F Preferred may instead elect to
convert the holder's entire Series F Liquidation Preference Amount
to shares of common stock at the Conversion Price.
The Series F Preferred may not be converted to common stock to the
extent such conversion would result in the holder beneficially
owning more than 4.99% of the Company's outstanding common stock
except as provided in the Series F Certificate of Designations,
which allows the holder of the Series F Preferred to waive this
limitation on 61 days' notice to the Company.
The Series F Certificate of Designations provides that the Series F
Preferred shall rank equally with all other classes of preferred
stock, including without limitation the Series F Preferred, subject
to customary exceptions for certain future issuances of senior
securities.
Holders of Series F Preferred shall vote together with the holders
of the Company's common stock, Series A Convertible Preferred
Stock, Series B Convertible Redeemable Preferred Stock, Series C
Convertible Preferred Stock, Series D Convertible Preferred Stock,
and Series F Convertible Preferred Stock, on an as-if-converted
basis, whereby each share of Series F Preferred will be entitled to
6.58 votes, subject to certain downward adjustments.
In addition, so long as there are more than 37,500 shares of the
Series F Preferred outstanding, the Company will be prohibited from
taking certain actions without the consent of the holders of a
majority of the outstanding shares of Series F Preferred, including
the following actions: (i) authorize, create, issue or increase the
authorized or issued amount of any class or series of stock,
ranking prior (senior) to the Series F Preferred; (ii) amend, alter
or repeal the provisions of the Series F Preferred, so as to
adversely affect any right, preference, privilege or voting power
of the Series F Preferred; (iii) repurchase, redeem or pay
dividends on (whether in cash, in kind, or otherwise), shares of
the Company's junior securities; (iv) amend the Company's Articles
of Incorporation or bylaws so as to affect materially and adversely
any right, preference, privilege or voting power of the Series F
Preferred; (v) effect any distribution with respect to junior
securities or parity stock; (vi) reclassify the Company's
outstanding securities; (vii) issue any common stock or any common
stock equivalents at a price below $1.00 per share (with customary
exceptions), (viii) consolidate or merge with another entity, (ix)
sell, transfer or convey more than 50% of the assets of the
Company; or (x) change the corporate name of the Company.
In addition, at all times while shares of Series F Preferred are
outstanding, the Company will be prohibited from taking certain
actions without the consent of the holders of a majority of the
outstanding shares of Series F Preferred, including the following
actions: (i) amend the Company's Articles of Incorporation, the
Series F Certificate of Designations or by-laws in any manner to
increase or decrease the number of authorized shares of common
stock or in any manner that would otherwise adversely affect the
rights, preferences or privileges of the holders of the Series F
Preferred, except for an amendment to increase the number of
authorized shares of common stock, to the extent that the vote of
holders of Series F Preferred for such amendment is not required by
applicable law.
About Yunhong Green
Barrington, Illinois-based Yunhong Green CTI Ltd and CTI Supply,
Inc. design, manufacture and distribute metalized balloon products
throughout the world, including balloon-inspired gift items. The
Company distributes purchased latex balloons and related products,
operates systems for the production, lamination, coating and
printing of films used for food packaging and other commercial uses
and for conversion of films to flexible packaging containers and
other products, and offers for sale purchased compostable material
solutions.
Yunhong Green CTI Ltd disclosed in a Form 10-Q Report filed with
the U.S. Securities and Exchange Commission for the quarterly
period ended September 30, 2023, that substantial doubt exists
about the Company's ability to continue as a going concern. The
Company explained that it has a cumulative net loss from inception
to September 30, 2023, of approximately $24 million. The Company's
cash resources from operations may be insufficient to meet its
anticipated needs during the next 12 months. If the Company does
not execute its plan, it may require additional financing to fund
its future planned operations.
According to the Company, the ability of the Company to continue as
a going concern is dependent on the Company obtaining adequate
capital to fund operating losses. Management's plans to continue as
a going concern include raising additional capital through sales of
equity securities and borrowing, continuing to focus our Company on
the most profitable elements, and exploring alternative funding
sources on an as needed basis. However, management cannot provide
any assurances that the Company will be successful in accomplishing
any of its plans. The COVID-19 pandemic, supply chain challenges,
and inflationary pressures (including cost and availability of
helium) have impacted the Company's business operations to some
extent and is expected to continue to do so and these impacts may
include reduced access to capital. In addition, the Company has a
related party, subordinated note in the amount of $1.3 million
scheduled to become due and payable on December 31, 2023. While the
Company expects to resolve this note using cash and/or equity,
there can be no assurance of success. The ability of the Company to
continue as a going concern may be dependent upon its ability to
successfully secure other sources of financing and attain
profitable operations. There is substantial doubt about the ability
of the Company to continue as a going concern [within the next 12
months].
ZIGI USA: Committee Hires Dundon Advisers as Financial Advisor
--------------------------------------------------------------
The official committee of unsecured creditors of Zigi USA, LLC
seeks approval from the U.S. Bankruptcy Court for the Southern
District of New York to employ Dundon Advisers LLC as financial
advisor.
The firm's services include:
a. assisting in the analysis, review, and monitoring of the
restructuring process, including, but not limited to, an assessment
of the unsecured claims pool and potential recoveries for unsecured
creditors;
b. developing a complete understanding of the Debtor's
operations, activities, assets, and such assets' valuations;
c. determining whether there are viable alternative paths for
the disposition of the Debtor's assets (e.g., restructuring, sale)
from those proposed by the Debtor;
d. monitoring, and to the extent appropriate, assisting the
Debtor in the conduct of, efforts to develop and solicit
transactions which would support unsecured creditor recovery;
e. assisting the Committee in identifying, valuing, and pursuing
estate causes of action, including, but not limited to, relating to
pre-petition transactions, control person liability and lender
liability;
f. assisting the Committee to address claims against the Debtor
and to identify, preserve, value and monetize tax assets of the
Debtor;
g. advising the Committee in negotiations with the Debtor and
third parties;
h. assisting the Committee in reviewing the Debtor's financial
reports, including, but not limited to, statements of financial
affairs, schedules of assets and liabilities, cash budgets, and
monthly operating reports;
i. reviewing and providing analysis of any proposed disclosure
statement and chapter 11 plan, and if appropriate, assisting the
Committee in developing an alternative plan of reorganization and
disclosure statement;
j. attending meetings and assisting in discussions with the
Committee, Committee counsel, the Debtor, lenders and other
financing parties, mediators, the U.S. Trustee, and other parties
in interest and professionals;
k. presenting at meetings of the Committee, as well as meetings
with other key stakeholders and parties;
l. performing such other advisory services for the Committee as
may be necessary or proper in these proceedings, subject to the
aforementioned scope; and
m. providing testimony on behalf of the Committee as and when
may be deemed appropriate.
The firm will be paid at these rates:
Rick Wright $790 per hour
Yi Zhu $650 per hour
Jordan Olsen $350 per hour
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Yi Zhu, a director at Dundon Advisers 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:
Yi Zhu
Dundon Advisers LLC
440 Mamaroneck Ave FI 5
Harrison, NY 10528
Tel: (914) 341-1188
About Zigi USA, LLC
Zigi USA, LLC, a company that specializes in women's footwear
wholesale in New York, N.Y., filed Chapter 11 petition (Bankr.
S.D.N.Y. Case No. 23-12102) on Dec. 31, 2023, with $10 million to
$50 million in both assets and liabilities.
Judge David S. Jones oversees the case.
The Debtor tapped Jacobs PC as bankruptcy counsel; Jeffer Mangels
Butler & Mitchell, LLP as special counsel; and FIA Capital
Partners, LLC as restructuring advisor. David Goldwasser of FIA
serves as the Debtor's chief restructuring officer.
[*] Bankruptcy Group Joins Barnes & Thornburg's Insolvency Practice
-------------------------------------------------------------------
Barnes & Thornburg on March 18 disclosed that a bankruptcy group,
led by partners Frank W. DeBorde and Lisa Wolgast, has joined the
firm's Finance, Insolvency and Restructuring Department in Atlanta.
The team includes of counsel Jason H. Watson and associate Talia B.
Wagner.
DeBorde, Wolgast, Watson, and Wagner join from an Atlanta-based
AmLaw 200 firm, where DeBorde was chair of the creditors' rights
and bankruptcy practice group. Their arrival is the latest evidence
of Barnes & Thornburg's strategic growth, closely following the
addition of restructuring partners Kenneth P. Kansa and Aaron
Gavant in Chicago and bankruptcy partner Gregory G. Plotko in
New York.
"This group is an excellent addition to the firm as we continue to
expand the depth and breadth of our bankruptcy practice," said Mark
R. Owens, chair of the firm's Finance, Insolvency and Restructuring
Department. "Frank and Lisa have cultivated a nationally recognized
practice that will be an excellent resource as we see the number of
bankruptcies and other distressed situations continue to rise."
"We're pleased to welcome this group during an exciting period of
growth for both the Atlanta office and the firm as we continue to
expand our bench of talented attorneys," added John T.L. Koenig,
managing partner of the Atlanta office. "In January, we added a
five-member commercial finance team led by partners Rick Boyd and
Tyler Wolf. Their collective experience, complementary practices,
and sought-after skills will be a tremendous asset as we continue
to serve clients across the U.S."
About the Team
Frank W. DeBorde has practiced as a bankruptcy and workout lawyer
for more than three decades, conducting complex workouts and
representing creditors in state, federal, and bankruptcy courts
nationwide. He regularly represents lenders, loan buyers and
creditors in bankruptcy proceedings, handles workouts and contested
foreclosures, and advises lenders in lender liability cases. Mr.
DeBorde earned his J.D., cum laude, from the University of Georgia
School of Law and his B.B.A., general honors, from the University
of Georgia.
Lisa Wolgast focuses her practice on creditors' rights and
bankruptcy issues, representing creditors and debtors in and out of
bankruptcy in state and federal court in complex workouts of
commercial debt secured by hotels, franchised restaurants, shopping
centers, condos, and operating businesses, among others. In
addition, Ms. Wolgast has experience defending lender liability
claims, representing creditors in preference and fraudulent
transfer claims brought by bankrupt debtors and trustees, handling
complex valuation proceedings, representing fiduciaries, including
receivers, in the sale of assets, and advising borrowers in
workouts and loan restructuring matters. She earned her J.D., high
honors, from the University of Florida Levin College of Law and her
B.S., honors, from the University of Florida.
Jason H. Watson represents secured lenders and special servicers in
large-scale bankruptcy matters, including pre-bankruptcy workouts,
Chapter 11 cases, and creditor rights-related litigation. He has
experience in virtually all types of bankruptcy and
insolvency-related issues across various industries, including
retail, food service, construction, and hospitality. Watson earned
his J.D. from Mercer University and his B.A. from the University of
Georgia.
Talia B. Wagner works with lenders and unsecured creditors'
committees on Chapter 11 cases, real estate and asset-based
financings, term loans, lines of credit, letters of credit,
revolving credit facilities, and franchise financing. She advises
borrowers on how to navigate distressed situations, including
sales, liquidations, and bankruptcy proceedings. In addition, Ms.
Wagner represents clients in connection with plan confirmation
issues, asset purchases, negotiation of cash collateral orders, and
claim objections. She handles complex insolvency and business
disputes, often involving stay litigation, fraudulent transfer
litigation, and preference litigation. Ms. Wagner earned her J.D.,
high honors, from Emory University School of Law and her B.A., cum
laude, from the University of Florida.
With more than 800 attorneys and other legal professionals, Barnes
& Thornburg -- http://www.btlaw.com-- is one of the largest law
firms in the country. The firm serves clients worldwide from
offices in Atlanta, Boston, California, Chicago, Delaware, Indiana,
Michigan, Minneapolis, Nashville, New Jersey, New York, Ohio,
Philadelphia, Raleigh, Salt Lake City, South Florida, Texas, and
Washington, D.C.
[] Ronald Hewitt Joins Seward & Kissel's NY Office as Partner
-------------------------------------------------------------
Seward & Kissel LLP on March 18 disclosed that Ronald A. Hewitt,
formerly with Covington & Burling LLP, has joined the firm's New
York office as a partner in the Global Banking and Corporate Trust
Group.
In a tenure spanning nearly two decades at Covington, Hewitt
represented institutional clients in all aspects of finance,
corporate restructuring, capital markets, and derivative
transactions, as well as related regulatory compliance.
His wide-ranging work includes advising administrative and
collateral agents on credit facilities and other complex financings
and counseling indenture trustees and escrow agents in high-yield
debt issuances, acquisitions, exchange transactions, and bankruptcy
court proceedings. Hewitt also advises corporate debt issuers and
end-users on hedging transactions.
"Ron's breadth of expertise in non-distressed and distressed
financial transactions immediately strengthens our team in the
Global Banking and Corporate Trust Group," said Jim Cofer, managing
partner of Seward & Kissel. "He has seen it all when it comes to
structuring complex deals for private and public companies alike."
Representing many of the financial industry's preeminent
institutions and banks, Seward & Kissel's Global Banking and
Corporate Trust Group is well recognized as a leading provider of
financial and corporate trust related services worldwide.
"Ron's commercial approach to solving complex issues and his focus
on delivering elite client service squarely align with the group's
core values," added Gregg Bateman, head of Seward & Kissel's Global
Banking and Corporate Trust Group. "After years of admiring his
work from across the table, we are thrilled to have Ron join our
team."
Mr. Hewitt received his J.D., magna cum laude, from Seton Hall
University School of Law. He graduated from the University of
Minnesota with a B.A.
Mr. Hewitt's arrival is the latest in a series of lateral hires by
Seward & Kissel. Other recent notable additions include Kristen
Curatolo, the co-head of the firm's Private Clients/Trusts and
Estates Group, from Kirkland & Ellis;
Jaimie Nawaday, the current co-head of its Government Enforcement
and Internal Investigations Group, from Kelley Drye & Warren;
Michael Watling, co-head of the Government Enforcement and Internal
Investigations Group, and Russell Johnston, co-head of the
Litigation & Investigations Group, from King & Spalding; David
Baron, a partner in the Employment Group, from Hogan Lovells;
Daniel Viola, a partner in the Investment Management Group, from
Sadis & Goldberg; and Sonita Bennitt, a partner in the Tax Group,
from Goodwin Procter.
About Seward & Kissel LLP
Founded in 1890, Seward & Kissel LLP --
http://www.baretzbrunelle.com-- is a leading U.S. law firm with
offices in New York City and Washington, D.C., with particular
expertise in the financial services, investment management,
banking, and shipping industries. The firm is well known for its
representation of investment advisers and related investment funds,
broker-dealers, major commercial banks, institutional investors,
and transportation companies (particularly in the shipping area).
Its practices primarily focus on corporate, M&A, securities,
litigation (including white collar), restructuring/bankruptcy, real
estate, regulatory, tax, employment, and ERISA for clients seeking
legal expertise in these areas.
[^] Recent Small-Dollar & Individual Chapter 11 Filings
-------------------------------------------------------
In re Brooklyn 7 Realty INC
Bankr. E.D.N.Y. Case No. 24-41105
Chapter 11 Petition filed March 7, 2024
See
https://www.pacermonitor.com/view/EIQTJ3A/Brooklyn_7_Realty_INC__nyebke-24-41105__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re Zad Carz LLC
Bankr. E.D. Ky. Case No. 24-50265
Chapter 11 Petition filed March 11, 2024
See
https://www.pacermonitor.com/view/3KMJUVQ/Zad_Carz_LLC__kyebke-24-50265__0001.0.pdf?mcid=tGE4TAMA
represented by: Noah Friend, Esq.
NOAH R FRIEND LAW FIRM
E-mail: noah@friendlawfirm.com
In re IJK, LLC
Bankr. D. S.D. Case No. 24-40057
Chapter 11 Petition filed March 11, 2024
See
https://www.pacermonitor.com/view/YQJ4ACQ/IJK_LLC__sdbke-24-40057__0001.0.pdf?mcid=tGE4TAMA
represented by: Clair Gerry, Esq.
GERRY LAW FIRM, PROF. LLC
E-mail: gerry@sgsllc.com
In re La Loba De Wall St LLC
Bankr. C.D. Cal. Case No. 24-11898
Chapter 11 Petition filed March 12, 2024
See
https://www.pacermonitor.com/view/XJ5JSVY/La_Loba_De_Wall_St_LLC__cacbke-24-11898__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re Alarbesh / Fernandez LLC
Bankr. N.D. Cal. Case No. 24-40344
Chapter 11 Petition filed March 12, 2024
See
https://www.pacermonitor.com/view/XJ25C5Y/Alarbesh__Fernandez_LLC__canbke-24-40344__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re Family Healing Center, Inc.
Bankr. D.N.J. Case No. 24-12661
Chapter 11 Petition filed March 12, 2024
See
https://www.pacermonitor.com/view/WWOQEOY/FAMILY_HEALING_CENTER_INC__njbke-24-12661__0001.0.pdf?mcid=tGE4TAMA
represented by: Timothy P. Neumann, Esq.
BROEGE NEUMANN FISCHER SHAVER LLC
E-mail: timothy.neumann25@gmail.com
In re Trailside Inn LLC
Bankr. N.D.N.Y. Case No. 24-60181
Chapter 11 Petition filed March 12, 2024
See
https://www.pacermonitor.com/view/PSBGXNQ/Trailside_Inn_LLC__nynbke-24-60181__0001.0.pdf?mcid=tGE4TAMA
represented by: Peter A. Orville, Esq.
ORVILLE & MCDONALD LAW, P.C.
In re InterAmerica Title Group LLC
Bankr. S.D. Tex. Case No. 24-31105
Chapter 11 Petition filed March 12, 2024
See
https://www.pacermonitor.com/view/B3O6OSA/InterAmerica_Title_Group_LLC__txsbke-24-31105__0001.0.pdf?mcid=tGE4TAMA
represented by: Marc J. Magids, Esq.
DE LANGE & HUDSPETH, LLP
E-mail: mmagids@dhmtlaw.com
In re QBM Consultants LLC
Bankr. S.D. Tex. Case No. 24-31109
Chapter 11 Petition filed March 12, 2024
Filed Pro Se
In re Coderslink, LLC
Bankr. W.D. Tex. Case No. 24-50383
Chapter 11 Petition filed March 12, 2024
See
https://www.pacermonitor.com/view/Y75AR4Q/Coderslink_LLC__txwbke-24-50383__0001.0.pdf?mcid=tGE4TAMA
represented by: Heidi McLeod, Esq.
HEIDI MCLEOD LAW OFFICE, PLLC
E-mail: heidimcleodlaw@gmail.com
In re Commonwealth Classics, LLC
Bankr. E.D. Va. Case No. 24-10450
Chapter 11 Petition filed March 12, 2024
See
https://www.pacermonitor.com/view/NZGWEFI/Commonwealth_Classics_LLC__vaebke-24-10450__0001.0.pdf?mcid=tGE4TAMA
represented by: Steven B. Ramsdell, Esq.
TYLER, BARTL & RAMSDELL, PLC
In re 1457 N Prieur St NO LLC
Bankr. E.D. La. Case No. 24-10475
Chapter 11 Petition filed March 13, 2024
See
https://www.pacermonitor.com/view/BGDDPVA/1457_N_Prieur_St_NO_LLC__laebke-24-10475__0001.0.pdf?mcid=tGE4TAMA
represented by: James Graham, Esq.
THE LAW OFFICE OF JAMES A GRAHAM, LLC
E-mail: jgraham@jamesgrahamlaw.com
In re Nguoi Dep, LLC
Bankr. D. Maine Case No. 24-20046
Chapter 11 Petition filed March 13, 2024
See
https://www.pacermonitor.com/view/HSDPHMQ/Nguoi_Dep_LLC__mebke-24-20046__0001.0.pdf?mcid=tGE4TAMA
represented by: Tanya Sambatakos, Esq.
MOLLEUR LAW FIRM
E-mail: tanya@molleurlaw.com
In re 244 Albany LLC
Bankr. E.D.N.Y. Case No. 24-41099
Chapter 11 Petition filed March 13, 2024
See
https://www.pacermonitor.com/view/WIG4QOQ/244_Albany_LLC__nyebke-24-41099__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re 677 Mac Donough LLC
Bankr. E.D.N.Y. Case No. 24-41102
Chapter 11 Petition filed March 13, 2024
See
https://www.pacermonitor.com/view/H5MM5QY/677_Mac_Donough_LLC__nyebke-24-41102__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re James R Smith 52 Inc.
Bankr. N.D.N.Y. Case No. 24-30176
Chapter 11 Petition filed March 13, 2024
See
https://www.pacermonitor.com/view/HSUFWYI/James_R_Smith_52_Inc__nynbke-24-30176__0001.0.pdf?mcid=tGE4TAMA
represented by: Peter A. Orville, Esq.
ORVILLE & MCDONALD LAW, P.C.
In re Gully Boyz East Nashville, LLC
Bankr. M.D. Tenn. Case No. 24-00844
Chapter 11 Petition filed March 13, 2024
See
https://www.pacermonitor.com/view/2YNIU4Y/GULLY_BOYZ_EAST_NASHVILLE_LLC__tnmbke-24-00844__0001.0.pdf?mcid=tGE4TAMA
represented by: Jay R. Lefkovitz, Esq.
LEFKOVITZ & LEFKOVITZ
E-mail: jlefkovitz@lefkovitz.com
In re Nica Repairs, LLC
Bankr. N.D. Fla. Case No. 24-10059
Chapter 11 Petition filed March 14, 2024
See
https://www.pacermonitor.com/view/H5GY25Y/Nica_Repairs_LLC__flnbke-24-10059__0001.0.pdf?mcid=tGE4TAMA
represented by: Lisa Caryl Cohen, Esq.
RUFF & COHEN PA
E-mail: lcohen@ruffcohen.com
In re Realty Solutions Center LLC (RSC)
Bankr. S.D. Ind. Case No. 24-01175
Chapter 11 Petition filed March 14, 2024
See
https://www.pacermonitor.com/view/YXV734Y/Realty_Solutions_Center_LLC_RSC__insbke-24-01175__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re Core Health, LLC
Bankr. W.D. Ky. Case No. 24-30673
Chapter 11 Petition filed March 14, 2024
See
https://www.pacermonitor.com/view/S3OKT3Q/Core_Health_LLC__kywbke-24-30673__0001.0.pdf?mcid=tGE4TAMA
represented by: Joseph H. Haddad, Esq.
SEILLER WATERMAN LLC
E-mail: haddad@derbycitylaw.com
In re Jose Veras-Pola and Ana Rosa De Aguiar
Bankr. E.D. La. Case No. 24-10482
Chapter 11 Petition filed March 14, 2024
represented by: Barbara Rivera-Fulton, Esq.
In re Salon 8736
Bankr. D. Md. Case No. 24-12137
Chapter 11 Petition filed March 14, 2024
See
https://www.pacermonitor.com/view/HNHVKOQ/Salon_8736__mdbke-24-12137__0001.0.pdf?mcid=tGE4TAMA
represented by: Daniel Staeven, Esq.
FROST LAW
E-mail: daniel.staeven@frosttaxlaw.com
In re 579 Franklin Corp
Bankr. E.D.N.Y. Case No. 24-41119
Chapter 11 Petition filed March 14, 2024
See
https://www.pacermonitor.com/view/YDEC76Q/579_Franklin_Corp__nyebke-24-41119__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re Fraleg Jefferson Corp
Bankr. E.D.N.Y. Case No. 24-41125
Chapter 11 Petition filed March 14, 2024
See
https://www.pacermonitor.com/view/Z74S2VA/Fraleg_Jefferson_Corp__nyebke-24-41125__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re Wayne Anthony Estes
Bankr. W.D. Tex. Case No. 24-10277
Chapter 11 Petition filed March 14, 2024
represented by: Stephen W Sather, Esq.
BARRON & NEWBURGER, P.C.
E-mail: ssather@bn-lawyers.com
In re Quality Real Estate Investors, LLC
Bankr. E.D. Va. Case No. 24-70529
Chapter 11 Petition filed March 14, 2024
See
https://www.pacermonitor.com/view/MRUKVRQ/Quality_Real_Estate_Investors__vaebke-24-70529__0001.0.pdf?mcid=tGE4TAMA
represented by: Nathaniel J. Webb, III, Esq.
NATHANIEL J. WEBB, III
E-mail: bankruptcy@natwebb.hrcoxmail.com
In re Legacy Restoration Metal Stone Wood LLC
Bankr. S.D.N.Y. Case No. 24-10428
Chapter 11 Petition filed March 15, 2024
See
https://www.pacermonitor.com/view/IK4RVNI/LEGACY_RESTORATION_METAL_STONE__nysbke-24-10428__0001.0.pdf?mcid=tGE4TAMA
represented by: Lawrence Morrison, Esq.
MORRISON TENENBAUM PLLC
E-mail: lmorrison@m-t-law.com
In re Goldies Enterprises, LLC
Bankr. E.D. Pa. Case No. 24-10863
Chapter 11 Petition filed March 15, 2024
See
https://www.pacermonitor.com/view/HR6T3CI/Goldies_Enterprises_LLC__paebke-24-10863__0001.0.pdf?mcid=tGE4TAMA
represented by: Michael D. Sayles, Esq.
SAYLES & ASSOCIATES
E-mail: midusa1@comcast.net
In re CED Inc.
Bankr. D.P.R. Case No. 24-01067
Chapter 11 Petition filed March 17, 2024
See
https://www.pacermonitor.com/view/YJY5NWQ/CED_Inc__prbke-24-01067__0001.0.pdf?mcid=tGE4TAMA
represented by: Lyssette A. Morales Vidal, Esq.
LA MORALES & ASSOCIATES P.S.C.
E-mail: lamoraleslawoffice@gmail.com
In re Ultimate Choice Roofing & Remodeling, LLC
Bankr. N.D. Tex. Case No. 24-30754
Chapter 11 Petition filed March 17, 2024
See
https://www.pacermonitor.com/view/364B5MI/NA_Ultimate_Choice_Roofing__Remodeling__txnbke-24-30754__0001.0.pdf?mcid=tGE4TAMA
represented by: Connor Nash, Esq.
JAMES S. BELL, PC
E-mail: connor@jamesbellpc.com
In re Alan Gomperts
Bankr. C.D. Cal. Case No. 24-12074
Chapter 11 Petition filed March 18, 2024
represented by: Zev Shechtman, Esq.
In re Damian Joseph Nieman
Bankr. C.D. Cal. Case No. 24-10279
Chapter 11 Petition filed March 18, 2024
represented by: Chris Gautschi, Esq.
In re Daniel Halevy
Bankr. C.D. Cal. Case No. 24-12075
Chapter 11 Petition filed March 18, 2024
represented by: Zev Shechtman, Esq.
In re Susan Halevy
Bankr. C.D. Cal. Case No. 24-12076
Chapter 11 Petition filed March 18, 2024
represented by: Zev Shechtman, Esq.
In re Douglas G. Zeif
Bankr. S.D. Fla. Case No. 24-12534
Chapter 11 Petition filed March 18,2 024
represented by: Philip Landau, Esq.
In re The Neely Group, Inc.
Bankr. N.D. Ill. Case No. 24-03859
Chapter 11 Petition filed March 18, 2024
See
https://www.pacermonitor.com/view/TGVTGLQ/The_Neely_Group_Inc__ilnbke-24-03859__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re Joyce F. Moskovitz
Bankr. S.D.N.Y. Case No. 24-10440
Chapter 11 Petition filed March 18, 2024
represented by: Gary C. Fischoff, Esq.
In re 407 Highland Dr LLC
Bankr. D.S.C. Case No. 24-00982
Chapter 11 Petition filed March 18, 2024
See
https://www.pacermonitor.com/view/ONCU7KY/407_Highland_Dr_LLC__scbke-24-00982__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re Cloud Ventures 1, LLC d/b/a Pipeline Trenchers Group
Bankr. N.D. Tex. Case No. 24-40912
Chapter 11 Petition filed March 18, 2024
See
https://www.pacermonitor.com/view/PYZMRBQ/Cloud_Ventures_1_LLC_dba_Pipeline__txnbke-24-40912__0001.0.pdf?mcid=tGE4TAMA
represented by: Craig D. Davis, Esq.
DAVIS, ERMIS & ROBERTS, P.C.
E-mail: davisdavisandroberts@yahoo.com
In re James Douglas Butcher
Bankr. S.D. Tex. Case No. 24-31171
Chapter 11 Petition filed March 18, 2024
represented by: Reese Baker, Esq.
*********
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
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Monthly Operating Reports are summarized in every Saturday edition
of the TCR.
The Sunday TCR delivers securitization rating news from the week
then-ending.
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S U B S C R I P T I O N I N F O R M A T I O N
Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Philadelphia, Pa., USA.
Randy Antoni, Jhonas Dampog, Marites Claro, Joy Agravante,
Rousel Elaine Tumanda, Joel Anthony G. Lopez, Psyche A. Castillon,
Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and
Peter A. Chapman, Editors.
Copyright 2024. All rights reserved. ISSN: 1520-9474.
This material is copyrighted and any commercial use, resale or
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