/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/240703.mbx T R O U B L E D C O M P A N Y R E P O R T E R Wednesday, July 3, 2024, Vol. 28, No. 184 Headlines AAA ABC ACQUISITION: Appointment of Gregory Jones as Examiner OK'd AAA TREE: Unsecured Creditors Will Get 30% of Claims in Plan ABIDE BRANDS: Aaron Cohen Named Subchapter V Trustee ACCURIDE CORP: S&P Alters Outlook to Negative, Affirms 'CCC+' ICR AETHLON MEDICAL: Baker Tilly US Raises Going Concern Doubt ALTUS JOBS: Unsecured Creditors to Get Share of Income for 3 Years ANKORY CONSTRUCTION: Amends Plan to Include Homeowners Claim Pay ASTOUND BROADBAND: KKR Income Marks $8.6MM Loan at 19% Off BAYOU CITY SMILES: Unsecureds Will Get 5.6% of Claims over 5 Years BAYTOWN CONVENTION: S&P Affirms B- 2021A First-Lien Revenue Bonds BCPE VENUS: Moody's Assigns 'Caa1' CFR, Outlook Stable BELK INC: KKR Income Marks $8.5MM Loan at 78% Off BERKELEY HEIGHTS: No Patient Complaints, 1st PCO Report Says BGHTX 01: Case Summary & Five Unsecured Creditors BISHOP OF SACRAMENTO: Seeks to Extend Exclusivity to Jan. 31, 2025 BLACKBERRY LTD: Widens Net Loss to $42 Million in Q1 2024 BOXER PARENT: Moody's Rates New Secured First Lien Term Loans 'B2' BRONCO TRUCKING: Brad Odell of Mullin Named Subchapter V Trustee BYJU'S ALPHA: Plan Exclusivity Period Extended to September 30 CABLEVISION LIGHTPATH: S&P Upgrades ICR to 'B', Outlook Stable CANE CREEK: Unsecured Creditors to be Paid in Full in Plan CANO HEALTH: Plan Exclusivity Period Extended to September 3 CHARLIE'S HOLDINGS: All Three Proposals Approved at Annual Meeting CHERNY PROPERTIES: Seeks to Extend Plan Exclusivity to July 22 CYANOTECH CORP: Posts $5.3MM Net Loss in FY Ended March 31 DANIEL J. WALLACE MD: U.S. Trustee Appoints Tamar Terzian as PCO DELTA APPAREL: NYSE to Delist Common Stock After Ch.11 Filing DIGERATI TECHNOLOGIES: Incurs $5.33 Million Net Loss in Fiscal Q3 DIOCESE OF ALBANY: Seeks to Extend Plan Exclusivity to September 15 DOTLESS LLC: Plan Exclusivity Period Extended to August 6 EARLY YEARS ACADEMY: Mary Sieling Named Subchapter V Trustee ELEVATE MONEY: Fruci & Associates II Raises Going Concern Doubt ESSEX PARK: L. Todd Budgen Named Subchapter V Trustee F & B NEGOTIATIONS: Amends LHome Mortgage & SIRS Capital Claims FARDAD LLC: U.S. Trustee Unable to Appoint Committee FATINA CUISINE: Unsecureds to Get $1K per Month over 60 Months FAUXGENET HOLDINGS: Voluntary Chapter 11 Case Summary FOUR SEASONS: Moody's Hikes Rating on First Lien Term Loan to Ba2 FREEDOM 26: Amends Plan to Include Rafalian Debtor Claim FULTON FILMS: Unsecureds Owed $30K to Get 10% of Claims in Plan GAUCHO GROUP: Hires Gerhard Heusch to Lead Algodon Mansion Makeover GENIE INVESTMENTS: Plan Exclusivity Period Extended to August 18 GLUCOTRACK INC: Closes $100K Private Placement Financing GOLF CARTS: L. Todd Budgen Named Subchapter V Trustee HEALTHLYNKED CORP: COO Discloses Ownership of 40,000 Common Shares HENAO CONTEMPORARY: Aaron Cohen Named Subchapter V Trustee HNO INTERNATIONAL: Widens Net Loss to $565,033 in Fiscal Q2 HORNBLOWER HOLDINGS: Seeks to Extend Plan Exclusivity to October 18 INTERNATIONAL LAND: Bush & Associates Raises Going Concern Doubt INTRUSION INC: Names Dion Hinchcliffe as Director to Fill Vacancy JNJ HOME: No Patient Complaints, 3rd PCO Report Says JOSHUA TREE: Richard Furtek Named Subchapter V Trustee LAN CONSTRUCTION: Lechner's Unsecureds to Get 7 Cents on Dollar LIVEONE INC: Incurs $11.97 Million Net Loss in FY Ended March 31 LIVINGSTON TOWNSHIP: Seeks to Extend Plan Exclusivity to August 5 MARS INTERMEDIATE: S&P Alters Outlook to Negative, Affirms 'B' ICR MELT BAR: Patricia Fugee Named Subchapter V Trustee NEP BROADCASTING: KKR Income Marks $7.4MM Loan at 18% Off NOVA LIFESTYLE: Granted Until Oct. 14 to Regain Nasdaq Compliance NUR HOME: U.S. Trustee Appoints Tamar Terzian as PCO PAP OIL GROUP: Unsecureds to Get $2,300 per Month over 5 Years PARKCLIFFE DEVELOPMENT: Leilani Pelletier Appointed as PCO PATRICK J. KELLY: Case Summary & 20 Largest Unsecured Creditors PATRIOT LINEN: Unsecureds Will Get 15% of Claims over 5 Years PINEAPPLE EXPRESS: Financial Strain Raises Going Concern Doubt PLAZA MARIACHI: Voluntary Chapter 11 Case Summary PREMIER CAR WASH: Joseph Kershaw Spong Named Subchapter V Trustee PROFUNDITY LLC: Asset Sale Proceeds to Fund Plan Payments PROVIDER TRANSPORT: Ryan Richmond Named Subchapter V Trustee QLESS INC: David Klauder Named Subchapter V Trustee QUALITY CARE: No Patient Complaints, 1st PCO Report Says QUANTUM CORP: Grant Thornton Raises Going Concern Doubt R & A ENTERPRISES: Unsecureds to be Paid in Full in Plan REDFISH PROPERTY: Voluntary Chapter 11 Case Summary SCIONHEALTH: KKR Income Marks $1.7MM Loan at 58% Off SHARING SERVICES: Incurs $6.71-Mil. Net Loss in FY Ended March 31 SIENTRA INC: Court Confirms Joint Chapter 11 Plan SIFCO INDUSTRIES: Appoints George Scherff as CEO SIRVA WORLDWIDE: KKR Income Marks $1.1MM Loan at 49% Off SIRVA WORLDWIDE: KKR Income Marks $1.7MM Loan at 28% Off SIX FLAGS: S&P Upgrades ICR to 'BB' on Merger Closing SNAP ONE: S&P Withdraws 'B' ICR on Acquisition by Resideo SOLFIRE CONTRACT: Disposable Income to Fund Plan Payments SONOMA PHARMACEUTICALS: Amends Equity Distribution Deal With Maxim SOUTH HILLS: U.S. Trustee Appoints Margaret Barajas as PCO SPIRIT AEROSYSTEMS: S&P Places 'B' ICR on CreditWatch Positive ST. CHRISTOPHER'S: Sex Abuse Claimants Defend Bid to Form Committee SYEDE ENTERPRISES: Case Summary & One Unsecured Creditor TAGRISK LLC: Plan Exclusivity Period Extended to December 16 TERRAFORM LABS LIMITED: Case Summary & One Unsecured Creditor THRASIO LLC: Moody's Assigns 'Caa2' CFR Following Bankr. Emergence TWIN CITIES: Steven Nosek Named Subchapter V Trustee WHEEL PROS: KKR Income Marks $692,000 Loan at 23% Off ZW DATA: ARK Pro CPA & Co Raises Going Concern Doubt [] Corporate Restructurings to Accelerate Over Next Two Years [] Davis Polk Elects Six New Partners ********* AAA ABC ACQUISITION: Appointment of Gregory Jones as Examiner OK'd ------------------------------------------------------------------ Judge Vincent Zurzolo of the U.S. Bankruptcy Court for the Central District of California approved the appointment by Peter Anderson, the U.S. Trustee for Region 16, of Gregory Jones as bankruptcy examiner for AAA ABC Acquisition, LLC. The U.S. Trustee appointed Mr. Jones to conduct an investigation into the sale of certain assets of the company's affiliates, Abrams Artists Agency, LLC and A3 Artists Agency, LLC, to The Gersh Agency; and to investigate whether the company's principal Adam Bold is not competent to manage the company and act as a fiduciary for the bankruptcy estate, and has engaged in any actions that could be characterized as gross mismanagement. About AAA ABC Acquisition AAA ABC Acquisition, LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Calif. Case No. 24-11384) on Feb. 25, 2024, listing $10 million to $50 million in both assets and liabilities. The petition was signed by Adam Bold, Board Member. Judge Vincent P. Zurzolo presides over the case. Carolyn A. Dye, Esq., at the Law Office of Carolyn A. Dye represents the Debtor as bankruptcy counsel. AAA TREE: Unsecured Creditors Will Get 30% of Claims in Plan ------------------------------------------------------------ AAA Tree Service, LLC submitted a Disclosure Statement describing First Amended Plan of Reorganization dated June 17, 2024. The Debtor's principal assets consist of its equipment, vehicle fleet, a large uncollected receivable which is expected to be settled for $486,000 shortly and litigation claims. The Debtor is investigating avoidance claims and is preserving jurisdiction of the Court over its avoidance claims and other civil claims post-confirmation. Its liabilities are mostly secured debts of equipment and vehicle lenders. Debtor's creditor body also includes a merchant lender and a small number of unsecured creditors mostly consisting of trade creditors. The Debtor's Plan is a reorganization plan, which provides for the restructuring of certain Allowed Creditor Claims and payments under the Plan for a period of 5 years with an estimated payment(s) to Allowed General Unsecured Claims, full payment to Debtor's Allowed Priority Tax Claims from Debtor's Cash Flow and payment to Debtor's Secured Creditors, mostly equipment and vehicle lenders, including by cramming down certain Secured Claims. For Secured Creditors whose claims are partially secured, the unsecured bifurcated portions of their claims will be treated as General Unsecured Claims. The Effective Date of the Plan is the date 30 days after entry of the Confirmation Order. Class 12 consists of Allowed General Unsecured Claims. In full and complete satisfaction, settlement, release, discharge, and extinguishment of the Class 12 Allowed, General Unsecured Claims, commencing 180 days after the Effective Date, the holders of such Allowed, General Unsecured Class 12 Claims shall receive payment, biannually, of their Pro-Rata share of Debtor's Cash Flow over 5 years from the Effective Date in full and complete satisfaction of their Allowed Claims. Debtor's Projections provide for biannual payments to be shared Pro-Rata by the holders of Class 12 Claims. To the extent any Holders of Class 12 General Unsecured Creditors had filed prepetition liens, such liens are void pursuant to Bankruptcy Code section 506(a) as there is no collateral value to support such liens and shall no longer encumber Debtor's Assets. Class 12 Allowed Claims of General Unsecured Creditors total $4,138,328. Creditors will receive approximately 30% of allowed general unsecured claim. The existing Interest Holders shall retain their Interest and are Unimpaired. The existing Interest Holders reserve their rights to contribute new value as needed, to retain their Interests. The plan will be funded by Debtor's continued operations and collections. The hearing where the Court will determine whether or not to confirm the Plan will take place on August 8, 2024 at 2:00 p.m. in Courtroom 303 of the United States Bankruptcy Court located at 3420 Twelfth Street, Riverside CA 92501. A full-text copy of the Disclosure Statement dated June 17, 2024 is available at https://urlcurt.com/u?l=7c50N4 from PacerMonitor.com at no charge. Attorneys for AAA Tree Service, LLC: Robert P. Goe, Esq. Charity J. Manee, Esq. GOE FORSYTHE & HODGES LLP 17701 Cowan, Suite 210, Bldg. D Irvine, CA 92614 Telephone: (949) 798-2460 Facsimile: (949) 955-9437 E-mail: rgoe@goeforlaw.com cmanee@goeforlaw.com About AAA Tree Service AAA Tree Service, LLC, provides tree removals and trimming services in Winchester, Calif. AAA Tree Service sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 23-12229) on May 25, 2023. In the petition signed by CEO Stacy Manqueros, the Debtor disclosed up to $50 million in assets and up to $10 million in liabilities. Judge Magdalena Reyes Bordeaux oversees the case. Robert P. Goe, Esq., at Goe Forsythe and Hodges, LLP, is the Debtor's legal counsel. ABIDE BRANDS: Aaron Cohen Named Subchapter V Trustee ---------------------------------------------------- The U.S. Trustee for Region 21 appointed Aaron Cohen, Esq., a practicing attorney in Jacksonville, Fla., as Subchapter V trustee for Abide Brands, Inc. Mr. Cohen will be paid an hourly fee of $315 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Cohen declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Aaron R. Cohen, Esq. P.O. Box 4218 Jacksonville, FL 32201 Tel: (904) 389-7277 Email: aaron@arcohenlaw.com About Abide Brands Abide Brands, Inc., a company in Winter Garden, Fla., filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-03075) on June 19, 2024, with up to $50,000 in assets and up to $10 million in liabilities. Jared Schneider, president and sole shareholder, signed the petition. Judge Lori V. Vaughan presides over the case. Daniel A. Velasquez, Esq., at Latham, Luna, Eden & Beaudine, LLP represents the Debtor as legal counsel. ACCURIDE CORP: S&P Alters Outlook to Negative, Affirms 'CCC+' ICR ----------------------------------------------------------------- S&P Global Ratings revised our outlook on Accuride Corp. to negative from positive and affirmed the 'CCC+' issuer credit rating on the company. The negative outlook reflects the heightened risk of a downgrade primarily related to pressure on its liquidity position that could lead to a payment default or a distressed debt restructuring within the next 12 months. S&P said, "We believe Accuride's liquidity is constrained due to continued FOCF deficits which, in our view, increases the potential for a future event of default within the next 12 months. The reported FOCF deficits are the result of weaker-than-expected demand and mixed pricing actions across Accuride's product offering. The company reported negative FOCF of about $13.6 million in the first quarter of 2024, increasing the pressure on its liquidity position. We now believe the company faces a growing risk of a covenant breach from persistent weakness in its operating results, which would increase the need for external capital to maintain liquidity sufficient to support operations until freight demand eventually improves. "As of the first quarter, the company had nearly $25 million of cash on hand after a $20 million capital infusion from the private equity sponsor. We estimate total cash interest will be around $27 million in 2024 and contribute to a reported FOCF deficit of about $30 million-$35 million in 2024. As a result, we believe Accuride could exhaust its available cash by the end of the year, particularly in the absence of asset sales, sale leaseback, or external capital infusion. The company had availability of about $26 million on its ABL facility as of March 31, 2024, but availability could come under pressure to maintain covenant compliance." The company amended its first-lien term loan credit facility March 2024(after the amend and extend transaction July 2023) to delay 2024 amortization while lowering the cash interest (offset by higher payment-in-kind [PIK] interest) into the first quarter of 2025. Moreover, the net leverage covenant was amended to delay the timing of the stepdown for the covenant calculation. The company's ABL facility and first-lien term loan debt matures in 2026. However, while possible, there is no assurance that future amendments will be obtained in the event of a covenant breach. Moreover, there is no certainty that the company will receive future capital infusions to an extent that could materially ease expected pressure on Accuride's liquidity position. The freight environment remains depressed, which will leave credit metrics weak over the next two years. Freight market conditions have remained much weaker than S&P's previous expectations and underpin the reduction in our earnings and cash flow estimates for the company. Class 5–8 commercial vehicle production is expected to decline sequentially through the remainder of 2024 in North America. Trailer production is also expected to decline in North America and Europe relative to 2023. The current freight recession is showing limited signs of materially easing over the near term, with U.S. trucking spot rates remaining near cycle trough levels (albeit, with modest signs of improvement as capacity slowly exits the market). S&P expects these factors will likely limit demand for tractor and trailer production into 2025, and corresponding demand for Accuride's products over this period. S&P said, "We forecast a revenue decline of 9%-11% in 2024 compared with our previous expectation for 2% growth, led by much weaker than anticipated volumes and subdued pricing. We also forecast S&P Global Ratings-adjusted EBITDA margin will contract to 3.5%-4% (8%-9% previously) due to the knock on effects of lower production across commercial vehicles and trailers. As a result, we have lowered our EBITDA estimate by about $45 million, leading to S&P Global Ratings-adjusted debt to EBITDA around 15x in 2024 (compared with 5.3x previously). In our view, leverage at these levels is unsustainable and improvement is contingent on a sustained rebound in freight market demand. This would likely be necessary for the company to refinance its existing debt maturities on terms that we do not consider as tantamount to a distressed exchange. "The negative outlook reflects our view of the increased risk of a downgrade of the company within the next 12 months, linked mainly to Accuride's constrained liquidity position and the potential for the company to engage in a debt restructuring transaction we consider to be tantamount to a selective default. "We could lower the ratings on Accuride if we believe the likelihood of a default or distressed exchange is inevitable within the next 12 months. This could occur if: -- Operating performance does not improve beyond our estimates, leading to FOCF deficits and/or a covenant breach that, in absence of a material capital infusion, increases the risk of a liquidity crisis or the potential for a debt restructuring transaction. While unlikely within the next 12 months due to the risk associated with debt maturities due in 2026, S&P could revise the outlook to stable if: -- Operating conditions improve materially above S&P's current expectations such that Accuride generates meaningfully positive FOCF, thereby reducing risk to the company's liquidity position; and -- The company secures additional financing from its private equity sponsor to an extent that sufficiently improves its liquidity position and, in S&P's view, reduces the potential for a default associated with future debt obligations AETHLON MEDICAL: Baker Tilly US Raises Going Concern Doubt ---------------------------------------------------------- Aethlon Medical, Inc. disclosed in a Form 10-K Report filed with the U.S. Securities and Exchange Commission for the fiscal year ended March 31, 2023, that its auditor expressed substantial doubt about the Company's ability to continue as a going concern. San Diego, Calif.-based Baker Tilly US, LLP, the Company's auditor since 2001, issued a "going concern" qualification in its report dated June 27, 2024, citing that the Company has recurring losses from operations, an accumulated deficit, expects to incur losses for the foreseeable future and requires additional working capital. These are the reasons that raise substantial doubt about the Company's ability to continue as a going concern. The Company has incurred losses since inception in devoting substantially all of its efforts toward research and development and has an accumulated deficit of $154,566,728 as of March 31, 2024. During the year ended March 31, 2024, the Company generated a net loss of approximately $12,208,000 and the Company expects that it will continue to generate operating losses for the foreseeable future. While the Company currently has over $9,100,000 in cash and cash equivalents and have been carrying out certain expense reductions since November 2023; the Company's planned additional expense reductions may not materialize and/or its patient recruitment may occur more rapidly than expected along with the concomitant increases in expenses, therefore there is substantial doubt that its cash on hand will carry the company for 12 months beyond the filing date of the financial statements included in the Company's Annual Report. The Company's ability to execute its current operating plan depends on its ability to reduce expenses and obtain additional funding via the sale of equity, or other sources of capital. The Company plans to continue actively pursuing financing alternatives, however, there can be no assurance that it will obtain the necessary funding. A full-text copy of the Company's Form 10-K is available at: https://www.sec.gov/ix?doc=/Archives/edgar/data/882291/000168316824004530/aethlon_i10k-033124.htm About Aethlon Medical Aethlon Medical, Inc., is a medical therapeutic company focused on developing the Hemopurifier, a clinical-stage immunotherapeutic device designed to combat cancer and life-threatening viral infections and for use in organ transplantation. In human studies, 164 sessions with 38 patients, the Hemopurifier was safely utilized and demonstrated the potential to remove life-threatening viruses. In pre-clinical studies, the Hemopurifier has demonstrated the potential to remove harmful exosomes and exosomal particles from biological fluids, utilizing its proprietary lectin-based technology. This action has potential applications in cancer, where exosomes and exosomal particles may promote immune suppression and metastasis, and in life-threatening infectious diseases. As of March 31, 2024, the Company has $8,245,982 in total assets, $2,479,650 in total liabilities, and $5,766,332 in total stockholders' equity. ALTUS JOBS: Unsecured Creditors to Get Share of Income for 3 Years ------------------------------------------------------------------ Altus Jobs, LLC, filed with the U.S. Bankruptcy Court for the Middle District of Florida a Subchapter V Plan of Reorganization dated June 13, 2024. The Debtor is a cutting-edge recruiting firm, specializing in the high demand Architectural, Engineering and Construction market. The Covid pandemic had a huge impact on corporate hiring. Nevertheless, the Debtor pulled through. However, in order to survive, the Debtor closed its office in San Diego and let go some of its staff. The reduction in force gave rise to some state court litigation over commissions some of the employees felt they were entitled to. The Debtor has always maintained a thirty-three-hour work week, and strongly disagreed with the allegations in the federal case. However, the litigation continued for almost two years, costing hundreds of thousands of dollars, and has become a huge distraction for the Debtor and its employees. The only solution to the litigation that has presented itself is to file a Subchapter V Chapter 11, to stop the litigation and to pay its creditors through a confirmed plan of reorganization. The Debtor projects having approximately $450,001.72 in Cash in the Debtor's DIP accounts on the Effective Date. On the Effective Date, the Debtor will have sufficient Cash to pay the following amounts due on the Effective Date: (i) The total Projected Disposable Income of the Debtor over the life of the Plan is $11,849.72. The Plan provides for the orderly payment of Allowed Claims with the Debtor's projected disposable income over the life of the Plan. The Debtor will pay in full all Allowed Administrative Claims on the Effective Date, unless otherwise agreed to by the holder of any such claim. Creditors will receive more than they would have received in a Chapter 7 liquidation. Class 1 consists of the General Unsecured Claims. Class 1 is Impaired under the Plan. Holders of General Unsecured Claims shall receive approximately a Pro Rata Share of the net sum of the Projected Disposable Income over a three-year period beginning on the Effective Date, after making payment in full of Allowed Administrative Expense Claims, Fee Claims, and the Allowed Priority Tax Claim. Class 3 consists of the equity interests in the Debtor. On and after the Effective Date, equity interest holders shall retain their interests in the Debtor. The Plan contemplates that the Reorganized Debtor will continue to operate the business of the Debtor. The Reorganized Debtor believes that the continued earnings through the operation of the Debtor will be sufficient to fund the payments required to be made under the Plan. A full-text copy of the Subchapter V Plan dated June 13, 2024 is available at https://urlcurt.com/u?l=pIxSa1 from PacerMonitor.com at no charge. The Debtor's Counsel: Frank M. Wolff, Esq. NARDELLA & NARDELLA, PLLC 135 W. Central Blvd., Ste. 300 Orlando, FL 32801 Tel: 407-966-2680 Fax: 407-966-2681 About Altus Jobs Altus Jobs, LLC, is a recruiting firm, specializing in the high demand Architectural, Engineering, and Construction market. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-01274) on March 15, 2024, with $1,196,512 in assets and $319,055 in liabilities. Saum D. Sharifi, president, signed the petition. Judge Lori V. Vaughan presides over the case. Frank M. Wolff, Esq., at Nardella & Nardella, PLLC represents the Debtor as legal counsel. ANKORY CONSTRUCTION: Amends Plan to Include Homeowners Claim Pay ---------------------------------------------------------------- Ankory Construction Company, Inc., submitted an Amended Plan of Reorganization dated June 13, 2024. This Plan deals with all property of Debtor and provides for treatment of all Claims against Debtor and its property. Class 1 shall consist of the claims of the Debtor's former customers, Adams and the Kong-Quees (the "Homeowners"). The Debtor shall pay the Homeowners 37.5% of their claim amounts in equal quarterly installments over a five-year period. Adams shall receive a total of $300,000.00 and the Kong-Quees shall receive a total of $33,277.33. Quarterly payments shall begin on the first day of the month following the Effective Date and shall continue every three months for 20 payments in the amount of $15,000.00 to Adams and $1,663.87 to the Kong-Quees. Upon confirmation of the Plan the Debtor shall dismiss the Kong-Quee Adversary. The Homeowners shall not assert any potential claims under Section 523 of the Bankruptcy Code that they hold against the Debtor. The Claims of the Class 1 Creditors are Impaired by the Plan, and the holders of Class 1 Claims are entitled to vote to accept or reject the Plan. Class 2 shall consist of General Unsecured Claims including any potential deficiency claims. If the Plan is confirmed under Section 1191(a) of the Bankruptcy Code, the Debtor shall pay the General Unsecured Creditors $29,000.00 to be disbursed pro rata in a lump sum on the Effective Date. The lump sum payment is not less than the projected disposable income of the Debtor over the 36 months following confirmation of the Plan. If the Plan is confirmed under Section 1191(b) of the Bankruptcy Code, Class 1 shall be treated the same as if the Plan was confirmed under Section 1191(a) of the Bankruptcy Code. The allowed unsecured claims total $294,456.00. The Claims of the Class 2 Creditors are Impaired by the Plan, and the holders of Class 2 Claims are entitled to vote to accept or reject the Plan. Class 3 consists of the Equity Holder of the Debtor. The equity security holder will retain his interest in the reorganized Debtor as such Interest existed as of the Petition Date. This class is not impaired and is not eligible to vote on the Plan. Upon confirmation, Debtor will be charged with administration of the Plan. Debtor will be authorized and empowered to take such actions as are required to effectuate the Plan. Debtor will file all post-confirmation reports required by the United States Trustee's office or by the Subchapter V Trustee. The source of funds for the payments pursuant to the Plan is the Debtor's continued business operations. A full-text copy of the Amended Plan of Reorganization dated June 13, 2024 is available at https://urlcurt.com/u?l=GYO0bR from PacerMonitor.com at no charge. Attorney for the Debtor: William A. Rountree, Esq. Elizabeth A. Childers, Esq. Rountree Leitman Klein & Geer, LLC Century Plaza I 2987 Clairmont Road, Suite 350 Atlanta, GA 30329 Telephone: (404) 584-1238 Facsimile: (404) 704-0246 Email: wrountree@rlkglaw.com echilders@rlkglaw.com About Ankory Construction Company Ankory Construction Company, Inc., is a contractor that specializes in new build residential construction and has operated since 1996. The Debtor filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 23-20898) on Aug. 11, 2023, with up to $50,000 in assets and $100,001 to $500,000 in liabilities. Judge James R. Sacca oversees the case. Will B. Geer, Esq., at Rountree, Leitman, Klein & Geer, LLC, is the Debtor's legal counsel. ASTOUND BROADBAND: KKR Income Marks $8.6MM Loan at 19% Off ---------------------------------------------------------- KKR Income Opportunities Fund has marked its $8,625,000 loan extended to Astound Broadband (RCN/Radiate) to market at $6,973,000 or 81% of the outstanding amount, according to a disclosure contained in KKR Income's Amended Form N-CSR for the six-month period ended April 30, 2024, filed with the Securities and Exchange Commission. KKR Income is a participant in a First Lien Term Loan B (SOFR + 3.25%) to Astound Broadband (RCN/Radiate). The loan matures on September 25, 2026. KKR Income was organized on March 17, 2011 as a statutory trust under the laws of the State of Delaware. The Fund is a closed-end registered management investment company, which commenced operations on July 25, 2013. The Fund seeks to generate a high level of current income, with a secondary objective of capital appreciation. The Fund is diversified for purposes of the Investment Company Act of 1940, as amended. KKR Credit Advisors (US) LLC serves as the Fund’s investment adviser. The fiscal year ends October 31. KKR Income is led by Rudy Pimentel, President; and Thomas Murphy, Treasurer, Chief Accounting Officer & Chief Financial Officer. The Fund can be reach through: Rudy Pimentel KKR Income Opportunities Fund 555 California Street, 50th Floor San Francisco, CA 94104 Tel. No.: (415) 315-3620 Lori Hoffman KKR Credit Advisors (US) LLC 555 California Street, 50th Floor San Francisco, CA 94104 Tel. No.: (415) 315-3620 Astound Broadband offers cable TV, broadband internet, and local and long distance telephone services to homes and businesses in parts of California. BAYOU CITY SMILES: Unsecureds Will Get 5.6% of Claims over 5 Years ------------------------------------------------------------------ Bayou City Smiles, LLC, filed with the U.S. Bankruptcy Court for the Southern District of Texas a Plan of Reorganization dated June 13, 2024. The Debtor started operations in August 2014. The Debtor operates a dental office with two locations. The Debtor had to file bankruptcy due to delay in construction of second location for over a year while Debtor still had to pay rent. Debtor had to take out several Merchant Cash Advances to remain operational. This and the economic fallout of covid 19 prompted Debtor to seek bankruptcy relief and to restructure financial obligations. The Debtor filed this case on March 14, 2024, to seek protection from aggressive collection efforts by creditors that, if continued, would be to the detriment of other creditors by crippling business operations. The Debtor anticipates having enough business and cash available to fund the plan and pay the creditors pursuant to the proposed plan. It is anticipated that after confirmation, the Debtor will continue in business. Based upon the projections, the Debtor believes it can service the debt to the creditors. The Debtor will continue operating its business. The Debtor's Plan will break the existing claims into seven classes of Claimants. These claimants will receive cash repayments over a period of time beginning on the Effective Date. While Debtor's Plan proposes to pay claims not to exceed 5 years, nothing prevents Debtor from prepaying its claims. Class 6 consists of Allowed Unsecured Claims. All allowed unsecured creditors shall receive a pro rata distribution at zero percent per annum over the next 5 years beginning not later than the 15th day of the first full calendar month following 30 days after the effective date of the plan and continuing every year thereafter for the additional 4 years remaining on this date. Debtor shall commence disbursements to the Class 6 claims beginning the second year of the plan through the fifth year after the effective date of confirmation. The Debtor will distribute up to $102,041.42 to the general allowed unsecured creditor pool over the 5-year term of the plan. The Debtor can make monthly, quarterly or yearly payments as to the Class 6 Claimants. The Debtor's General Allowed Unsecured Claimants will receive 5.6% of their allowed claims under this plan. Any creditors listed in the schedules of Bayou City Smiles, PC. as disputed and did not file a claim will not receive distributions under this plan. The allowed unsecured claims total $1,820,673.38. This Class is impaired. The current owner will receive no payments under the Plan; however, they will be allowed to retain their ownership in the Debtor. Class 7 Claimants are not impaired under the Plan. The Debtor anticipates the continued operations of the business to fund the Plan. A full-text copy of the Plan of Reorganization dated June 13, 2024 is available at https://urlcurt.com/u?l=YaKFRN from PacerMonitor.com at no charge. Counsel to the Debtor: Vicky M. Fealy, Esq. Fealy Law Fealy 1235 North Loop W Ste 1005 Houston, TX 77008 Telephone: (713) 526-5220 Facsimile: (713) 526-5227 Email: vfealy@fealylawfirm.com About Bayou City Smiles LLC Bayou City Smiles, PC operates a dental office with two locations. The Debtor filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 24-31145) on March 14, 2024, with $1 million to $10 million in both assets and liabilities. Judge Jeffrey P. Norman presides over the case. Vicky M. Fealy, Esq., at The Fealy Law Firm, PC represents the Debtor as bankruptcy counsel. BAYTOWN CONVENTION: S&P Affirms B- 2021A First-Lien Revenue Bonds ----------------------------------------------------------------- S&P Global Ratings affirmed the 'B-' rating on Baytown Convention Center Hotel's series 2021A first-lien senior hotel revenue bonds and its 'CCC+' rating on its series 2021B second-lien subordinated hotel revenue bonds, and removed them from CreditWatch negative. S&P's outlook is negative for both tranches of debt. The risk of imminent downgrade or default is less likely, given three more months of operations with slowly improving metrics and better project liquidity following a $600,000 cash injection from the City of Baytown in May. Baytown Municipal Development District (BMDD, a political subdivision of the state of Texas and the City of Baytown), issued its $18.055 million first-lien series 2021A hotel revenue bonds, $14.03 million second-lien series 2021B hotel revenue bonds, and $30.68 million series 2021C combination limited sales tax revenue and third-lien hotel revenue bonds. The series 2021C is backed by the sales taxes imposed by BMDD and rated 'AA-'. S&P said, "The hotel has significantly underperformed our initial base case expectations. However, we are starting to see some improvement in hotel revenues and occupancy. The Hyatt Regency Baytown has now been operating for just over a year. In the first partial fiscal year after opening (ended September 2023), it had about 21% occupancy, $137 average daily rate (ADR), and $29 revenue per available room (RevPAR), materially underperforming against our original forecast of 58% occupancy, $153 ADR, and $89 RevPAR. In October 2023 to May 2024, the hotel's occupancy grew to 42% and RevPAR to $57. This brings it closer to our new base-case scenario, which projects occupancy of 42% and RevPAR of $59 for 2024. "Occupancy is slowly improving and the hotel maintains a healthy 15%-16% premium in rates over local peers, but we have not seen much improvement in ADR over the last few months and it remains around 15% below our target for stabilization. Therefore, growing occupancy has been the main driver of revenue improvement. We believe the hotel will meet our expectations for fiscal 2024, but will need to continue to show substantial growth in occupancy in 2025 to meet our base-case projections." Occupancy growth has been driven by transient business—group business travel is filling 5%-10% of rooms but remains below our expectations and below that of local peers. Group business was one of the primary drivers for construction, and improvements in group business is critical to the successful ramp up of this hotel. S&P said, "The gap in our forecast versus actuals has been further amplified because of an unexpected increase in property insurance costs. The hotel was not able to secure an insurance policy under Hyatt's umbrella policy, and the hotel initially was insured under a temporary policy through the City of Baytown at an annual rate of around $1.8 million. Management secured a new insurance policy with a $1.3 million policy that began this month. This is a substantial improvement, but is still substantially above our original forecast of around $400,000. "For the hotel to achieve 1.0x debt service coverage ratio (DSCR) on its senior first-lien for FY 2025, we would look for RevPAR above $90, with a gross operating profit margin of at least 26% and occupancy of 60%. "Our 'B-' senior debt rating and 'CCC+' subordinate debt rating reflect the project's reliance on reserves for upcoming debt service payments. Given weak ramp-up performance and higher-than-expected operating costs, we forecast an operating deficit of around $2 million for fiscal 2024. To support the hotel as it ramps up, the City of Baytown voted and approved a budget for fiscal 2024 to cover up to $1.5 million of the hotel's operating deficit. This funding is not part of the project's structure or security package, but we believe it will offset the deficit in fiscal 2024. We do not factor the city's support into our calculation of projected debt service coverage but give any contributions credit when they are made. "The project made its April debt service payments with a draw on the subordinate debt service reserve but did not draw down on the senior debt service reserve (DSRA). Both tranches of debt are interest only in 2024 but debt service jumps up in 2025 with the start of principal repayment. However, the senior debt service fund already has sufficient funds to make the October debt service payment so we do not expect any draws on the senior DSRA until 2025." The project received $600,000 from the city in May to replenish the working capital reserve that was initially funded at financial close with a key payment from Hyatt but had been drawn down during operations and was about to be exhausted. The city chose to fully replenish this reserve, and the project subsequently drew it down around $90,000. Operating revenues plus some of those working capital drawn funds flowed through the cash flow waterfall and added to the senior debt service reserve (which grew from $1.36 million in April to $1.57 million in June). The senior fixture, furniture, and equipment (FF&E) reserve also currently holds around $693,000 and can be used to support shortfalls in debt service. These reserves compare to senior annual debt service obligations of about $1 million annually in 2025 and beyond. S&P said, "For the senior first-lien bond, we expect material draws of around $1 million in fiscal 2025 under our base-case forecast. We expect the next draw in April 2025. However, starting in fiscal 2026, we expect the senior DSRA to refill gradually year over year, showing a recovery from a slow ramp-up. Senior DSCR is above 1.0x from fiscal 2027 onward in our revised forecast. "The subordinate debt rating reflects our expectation that absent any future improvement of the hotel's operational and financial performance above our base-case projection, the obligations of the subordinate notes are unsustainable and we anticipate a default on the subordinate debt in April 2026 (the time to exhaust second-lien DSRA and other available reserves such as the senior FF&E reserve). After the debt service payments on April 1, 2024, the project currently has around $874,916 in the second-lien DSRA. The next debt service payment is $337,475 for the second-lien debt on Oct. 1, 2024, and we expect the project to make this subordinate debt service payment from draws of subordinate DSRA. "The negative outlook on Baytown's senior and subordinate debt reflects the hotel's operational risk with respect to demand and operating costs as it ramps up. We anticipate the senior DSCR to be below 1.0x in 2025 and that the project would need to draw materially from its first-lien debt service reserve or other liquidity to make debt service payments in that year. However, since we updated our base case in April, the hotel is tracking our updated forecast. We expect that financial performance beyond 2025 to modestly improve and coverage to move above 1x from 2027. "Without positive developments in the hotel's performance, we anticipate a default on its subordinate debt in April 2026, when we project the subordinate DSRA and other available liquidity would be depleted. This expected default date is six months later than our previous expectations based on improvement in the project's liquidity position. "We could lower the senior debt rating if the hotel underperforms our base-case occupancy and ADR forecast or incurs significantly higher-than-expected costs that lead to additional draws in 2025 and 2026 from its first-lien debt service reserve. "Absent a favorable performance, we could lower the subordinate debt rating to 'CCC' before April 2025. "We could revise outlook on Baytown's senior debt to stable if the hotel meets our base-case forecast and draws no more than we expect under our base case. We could also raise the senior debt rating if the hotel ramps up significantly better than our base-case forecast, leading to a minimum base-case senior DSCR above 1.0x. To achieve a break-even 1.0x senior DSCR, we would look for RevPAR above $90 and GOP margin to be above 26%, respectively." BCPE VENUS: Moody's Assigns 'Caa1' CFR, Outlook Stable ------------------------------------------------------ Moody's Ratings assigned new ratings to BCPE Venus Cayman Bidco ("VXI") with a corporate family rating of Caa1 and a probability of default rating of Caa1-PD. Concurrently, Moody's downgraded the backed senior secured first lien bank credit facilities of the company's Mars US Holdco, L.L.C. ("Mars US") subsidiary, comprised of a term loan due 2029 and a revolver expiring 2027, to Caa1 from B3. The B3 CFR, B3-PD PDR and stable outlook of Mars Intermediate Limited ("Mars Intermediate") have been withdrawn. The ratings outlook for VXI and Mars US is stable. VXI is a worldwide provider of outsourced contact center and related customer relationship management services and software solutions. The rating action reflects the company's weakened operating performance, evidenced by a 7.5% pro forma reduction in revenues as some of VXI's largest customers significantly reduced consumption volumes in 2023. The sales contraction principally fueled an increase in adjusted debt-to-EBITDA (including Moody's adjustments) to approximately 7x for the same period. While Moody's expect moderate improvement in sales over the next 12-18 months as VXI targets new customers and seeks to expand existing client relationships, free cash flow will remain weak and could result in a modest deficit in 2024. RATINGS RATIONALE The Caa1 CFR is constrained by the company's high leverage with trailing debt-to-EBITDA of approximately 7x (including Moody's adjustments) for the LTM period ended December 31, 2023. VXI's credit profile is also negatively impacted by corporate governance risks related to the company's concentrated ownership and a complex organizational structure as well as the potential for debt financed acquisitions or dividends which could lead to further increases in financial leverage. Additional credit risks stem from the highly competitive nature of the customer management contact center industry in which VXI operates, including potential pressure from larger rivals, VXI's narrow vertical market focus predominantly on the media, telecommunications, and technology sectors, and significant customer concentration. The potential for technological disruption from Artificial Intelligence and related technologies also present risks to the company's business model. The company's credit profile benefits from the company's large, global operating scope, a particularly strong market presence in China (approximately 24% of revenues stem from VXI's China-focused business process outsourcing segment) for customer management contact center solutions, and the differentiation provided by VXI's software suite, which is complementary to the company's core service offerings. Additional credit strengths include a highly recurring revenue base, longstanding relationships with a high-quality set of customers and high client retention rates, which collectively provide solid top-line visibility. VXI's adequate liquidity profile is supported by the company's cash balance of $53.9 million as of December 31, 2023. Moody's anticipate that the company will incur a modest free cash flow deficit in 2024 which will necessitate reliance upon VXI's $75 million revolving credit facility (approximately $36 million drawn as of December 31, 2023) for liquidity support. The company's term loans are not subject to financial covenants, but the revolving credit facility includes a springing 8.1x maximum net senior secured first lien leverage ratio covenant, which will be applicable when the drawn revolver loans are 35% ($26.3 million) or greater of the $75 million total facility size. Moody's expect VXI to remain in compliance with this financial covenant over the next 12-15 months. The stable outlook reflects Moody's expectation that VXI's revenue and EBITDA will increase on an organic basis by a mid-single-digit percentage annual rate over the coming 12-18 months. Moody's also expect the company to reduce leverage with debt-to-EBITDA (including Moody's adjustments) to approach the 6x level by the end of 2025. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded if VXI materially increases revenue and margins and improves its business and customer diversification while sustaining positive free cash flow and reducing debt-to-EBITDA below 6x. The ratings could be downgraded if VXI's operating performance declines materially due to major customer losses or other competitive pressures, causing the incurrence of sustained free cash flow deficits and weakened liquidity and a meaningful increase in debt/EBITDA from current levels. The principal methodology used in these ratings was Business and Consumer Services published in November 2021. VXI, headquartered in Los Angeles, California and owned by affiliates of Bain Capital Private Equity Asia ("BCPE") and VXI's founder, is a worldwide provider of outsourced contact center and related customer relationship management services and software solutions principally to clients in the media, telecommunications, and technology sectors. Moody's forecast that the company will generate sales of approximately $805 million in 2024. BELK INC: KKR Income Marks $8.5MM Loan at 78% Off ------------------------------------------------- KKR Income Opportunities Fund has marked its $8,558,000 loan extended to Belk Inc to market at $1,854,000 or 22% of the outstanding amount, according to a disclosure contained in KKR Income's Amended Form N-CSR for the six-month period ended April 30, 2024, filed with the Securities and Exchange Commission. KKR Income is a participant in a First Lien Term Loan Exit February 2021 Payment in Kind Toggle (FLSO) (SOFR + 4.50%) to Belk Inc. The loan matures on July 31, 2025. KKR Income was organized on March 17, 2011 as a statutory trust under the laws of the State of Delaware. The Fund is a closed-end registered management investment company, which commenced operations on July 25, 2013. The Fund seeks to generate a high level of current income, with a secondary objective of capital appreciation. The Fund is diversified for purposes of the Investment Company Act of 1940, as amended. KKR Credit Advisors (US) LLC serves as the Fund’s investment adviser. The fiscal year ends October 31. KKR Income is led by Rudy Pimentel, President; and Thomas Murphy, Treasurer, Chief Accounting Officer & Chief Financial Officer. The Fund can be reach through: Rudy Pimentel KKR Income Opportunities Fund 555 California Street, 50th Floor San Francisco, CA 94104 Tel. No.: (415) 315-3620 Lori Hoffman KKR Credit Advisors (US) LLC 555 California Street, 50th Floor San Francisco, CA 94104 Tel. No.: (415) 315-3620 Belk, Inc. is an American department store chain founded in 1888 by William Henry Belk in Monroe, North Carolina, with nearly 300 locations in 16 states. Belk stores and Belk.com offer apparel, shoes, accessories, cosmetics, home furnishings, and wedding registry. BERKELEY HEIGHTS: No Patient Complaints, 1st PCO Report Says ------------------------------------------------------------ Joseph Tomaino, the duly appointed patient care ombudsman, filed with the U.S. Bankruptcy Court for the District of New Jersey his first report regarding the quality of patient care provided by Berkeley Heights Dental Specialists, LLC. The PCO conducted several interviews with Berkeley, which describes having a dental practice in New Jersey and also working periodically in other states. The practice in New Jersey is branded Advanced Dental Specialists and is located at 369 Springfield Avenue, Berkeley Heights, N.J. Berkeley reports that patients only know the practice under this name and are not aware of Berkeley Heights Dental Specialists as their provider. The PCO found out that the company was able to function without interruption when inquired if the bankruptcy has interfered in any way with its ability to hire and pay staff, purchase supplies, or meet any other operating expenses. Mr. Tomaino observed that the company continues to use domestic laboratory to prepare appliances, current with radiologic safety inspections of radiographic equipment, and has contracted vendor for the removal of biomedical waste. The PCO concluded that no patient complaints have been received during this initial period. The ombudsman may be reached at: Joseph Tomaino Grassi Healthcare Advisors, LLC 750 Third Avenue, 28th Floor New York, NY 10017 Tel: (212) 223-5020 Email: jtomaino@grassihealthcareadvisors.com About Berkeley Heights Dental Specialists Berkeley Heights Dental Specialists, LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Case No. 24-11298) on Feb. 11, 2024, with as much as $1 million in both assets and liabilities. Avijit Goel, managing member of Berkeley owner, Advanced Dental Specialists LLC, signed the petition. The Law Offices of Herbert K. Ryder, LLC represents the Debtor as bankruptcy counsel. BGHTX 01: Case Summary & Five Unsecured Creditors ------------------------------------------------- Debtor: BGHTX 01 LLC 14602 Villa Maria Isabel Corpus Christi, TX 78418 Case No.: 24-20187 Chapter 11 Petition Date: July 1, 2024 Court: United States Bankruptcy Court Southern District of Texas Judge: Hon. Marvin Isgur Debtor's Counsel: H. Gray Burks, IV, Esq. BURKSBAKER PLLC 950 Echo Ln Ste 300 Houston TX 77024-2824 Tel: (713) 897-1297 Email: gray.burks@bakerassociates.net Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Robert Orfino, 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/X7XYOJI/BGHTX_01_LLC__txsbke-24-20187__0001.0.pdf?mcid=tGE4TAMA BISHOP OF SACRAMENTO: Seeks to Extend Exclusivity to Jan. 31, 2025 ------------------------------------------------------------------ The Roman Catholic Bishop of Sacramento asked the U.S. Bankruptcy Court for the Eastern District of California to extend its exclusivity periods to file a plan of reorganization and obtain acceptance thereof to January 31 and April 3, 2025, respectively. The RCBS is a not-for-profit religious organization and while it does have significant resources including insurance, these resources are inadequate to respond to approximately 300 lawsuits. Thus, the hundreds of lawsuits put the RCBS in immediate and dire financial distress and in need of a forum to resolve these claims while continuing to serve the faithful and those in need. The Debtor claims that certain complex issues must first be resolved in order to move forward with a plan of reorganization. The Debtor is not in a position to formulate a plan of reorganization because the bar date for Survivor claims has not yet been set. As such, the Debtor cannot reasonably estimate the number and dollar amounts of claims against its estate and the available insurance coverage for such claims. Moreover, until the amount of claims and available insurance coverage is at least generally known, the Debtor contends that limited estate resources should not be consumed with extensive discovery and litigation and the interests of all parties are served by progressing toward a global mediation process. Consequently, this factor supports granting the requested extension. The Debtor explains that it seeks an extension of the Exclusive Periods to focus on resolving key issues that will make formulating a plan of reorganization possible, while continuing to maintain an open dialogue with its creditor constituencies. The good faith progress toward resolving the issues that need to be resolved before a plan can be proposed and prospects of a viable plan support granting the requested extension. The Debtor asserts that it has been diligently working to resolve critical issues in this case for the benefit of its creditors as a whole, and to lay the groundwork for an anticipated global mediation process. The Debtor is not seeking an extension of the Exclusive Periods in order to pressure creditors to acquiesce to its reorganization demands and, therefore, this factor also supports the extension. The Debtor further asserts that the composition of its proposed plan will be based in significant part on addressing the Survivor claims, and the amount and nature of the claims will not be known until a claims bar date expires, as well as investigation of available insurance coverage and property of the estate issues. This factor also favors the requested extension. The Roman Catholic Bishop of Sacramento is represented by: Paul J. Pascuzzi, Esq. Jason E. Rios, Esq. Thomas R. Phinney, Esq. Mikayla E. Kutsuris, Esq. FELDERSTEIN FITZGERALD WILLOUGHBY PASCUZZI & RIOS LLP 500 Capitol Mall, Suite 2250 Sacramento, CA 95814 Telephone: (916) 329-7400 Facsimile: (916) 329-7435 Email: ppascuzzi@ffwplaw.com jrios@ffwplaw.com tphinney@ffwplaw.com mkutsuris@ffwplaw.com Ori Katz, Esq. Alan H. Martin, Esq. SHEPPARD, MULLIN, RICHTER & HAMPTON LLP A Limited Liability Partnership Including Professional Corporations Four Embarcadero Center, 17th Floor San Francisco, California 94111-4109 Telephone: (415) 434-9100 Facsimile: (415) 434-3947 Email: okatz@sheppardmullin.com amartin@sheppardmullin.com About Roman Catholic Bishop of Sacramento The Roman Catholic Bishop of Sacramento, filed a Chapter 11 bankruptcy petition (Bankr. E.D. Cal. Case No. 24-21326) on April 1, 2024. The Debtor hires Paul J. Pascuzzi, Esq., as counsel. Keller Benvenutti Kim LLP as local counsel. BLACKBERRY LTD: Widens Net Loss to $42 Million in Q1 2024 --------------------------------------------------------- BlackBerry Limited filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $42 million for the three months ended May 31, 2024, compared to a net loss of $11 million for the same period in 2023. The Company had $283 million in cash, cash equivalents and investments as of May 31, 2024 (February 29, 2024 - $298 million). In the first quarter of fiscal 2025, the Company recognized revenue of $144 million, compared to revenue of $373 million for the first quarter of fiscal 2024. The Company recognized adjusted net loss of $15 million, and adjusted loss of $0.03 per share, on a non-GAAP basis in the first quarter of fiscal 2025 (first quarter of fiscal 2024 - adjusted net income of $35 million, and adjusted earnings of $0.06 per share). At May 31, 2024, BlackBerry had $1.3 billion in total assets, $581 million in total liabilities, and $742 million in total equity. A full-text copy of the Company's Form 10-Q is available at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1070235/000107023524000095/bbry-20240531.htm About BlackBerry Headquartered in Waterloo, Ontario, BlackBerry Limited (NYSE: BB; TSX: BB) provides intelligent security software and services to enterprises and governments around the world. As of Feb. 29 2024, the Company had $1.4 billion in total assets, $619 million in total liabilities, and $776 million in total stockholders' equity. In September 2023, Egan-Jones Ratings Company maintained its 'CCC' foreign currency and local currency senior unsecured ratings on debt issued by BlackBerry Limited BOXER PARENT: Moody's Rates New Secured First Lien Term Loans 'B2' ------------------------------------------------------------------ Moody's Ratings assigned a B2 rating to Boxer Parent Company Inc.'s (BMC or the company) proposed USD and EUR senior secured first lien term loans and a Caa1 rating to the proposed USD senior secured second lien term loan. BMC's B2 Corporate Family Rating, B2-PD probability of default rating, and B2 senior secured revolving credit facility rating remain unchanged. The outlook is stable. Proceeds from the $6.65 billion proposed term loans and cash will be used to repay $6.635 billion of the existing debt ($6.07 billion of the existing first lien term loans and notes, $350 million of the second lien notes and $215 million of the senior unsecured notes) and pay related transaction fees. The ratings on the existing facilities will be withdrawn at close. Moody's view the refinancing as credit neutral. Moody's expect the refinancing to be leverage neutral and it extends the maturity profile (to 2028 and 2032), reducing near-term refinancing risks (revolving credit facility due 2028 will be nearest maturity following refinancing) and enhancing financial flexibility during potential macroeconomic uncertainty. However, Moody's expect incremental interest expense (ranging from $20 million to $40 million annually depending on the pricing) resulting from the step up to higher rates for the second lien term loan and the use of some liquidity. Moody's assumptions do not incorporate any changes to the benchmark rates. Moody's don't expect the refinancing to materially change the priority of senior and junior credit claims in the capital structure. All ratings are subject to the execution of the transaction as currently proposed and Moody's review of final documentation. RATINGS RATIONALE The B2 CFR primarily reflects governance risks (reflected in the CIS-4 Credit Impact Score and G-4 governance Issuer Profile Score), specifically the company's private equity ownership and control, and BMC's high leverage and aggressive financial policies. At the same time, BMC benefits from its market position as a leading independent provider of IT systems management software solutions, scale ($2.3 billion in revenue), the resiliency of the high-margin mainframe and workload automation software businesses, and resultant cash generating capabilities. BMC's liquidity is good based on solid levels of pro forma cash holdings of approximately $358 million (including restricted cash) at closing of the refinancing transaction, an undrawn $650 million revolver, and comfortable headroom under a springing revolver covenant that Moody's don't expect to be tested over the next 12 months. Alternate liquidity is considered limited due to the secured debt in the capital structure. The B2 ratings on the proposed first lien debt facilities are the same as the B2 CFR with first lien debt comprising most (approximately 90%) of the capital structure. The proposed second lien term loan is rated Caa1, reflecting the junior position in the capital structure relative to the first lien facilities. The instrument ratings also reflect the B2-PD PDR and Moody's expectation for an average recovery of 50% in a distress scenario. The stable outlook reflects Moody's expectation of stable performance through renewal cycles supported by a moderately growing mainframe business. Moody's expect leverage will trend under 7x over the next 12 to 18 months as the company enters into a stronger part of the renewal cycle with low to mid-single digit growth over the long term. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded if BMC demonstrates modest long-term growth, sustains gross leverage below 6x (Moody's adjusted), and produces free cash flow to debt averaging greater than 7.5% (Moody's adjusted) through the renewal cycle. BMC's ratings could be downgraded if performance deteriorates (other than typical renewal cycle swings), gross leverage is expected to be sustained above 8x (Moody's adjusted), or free cash flow is expected to average below 2% (Moody's adjusted) over an extended period. Boxer Parent Company Inc. is the parent of BMC Software, Inc. and related entities. The company was acquired by private equity affiliates of Kohlberg Kravis Roberts & Co. in 2018 from a group of private equity investors led by Bain Capital and Golden Gate (which acquired BMC in 2013). BMC is a provider of a broad range of IT management software tools for mainframe and distributed environments. Revenues were approximately $2.3 billion for FY 2024. The company is headquartered in Houston, Texas. The principal methodology used in these ratings was Software published in June 2022. BRONCO TRUCKING: Brad Odell of Mullin Named Subchapter V Trustee ---------------------------------------------------------------- The U.S. Trustee for Region 7 appointed Brad Odell, Esq., at Mullin Hoard & Brown, LLP, as Subchapter V trustee for Bronco Trucking, LLC. Mr. Odell will be paid an hourly fee of $350 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Odell declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Brad W. Odell Mullin Hoard & Brown, LLP P.O. Box 2585 Lubbock, TX 79408 Direct: 806-712-1238 Office: 806-765-7491 Mobile: 469-449-3690 Email: bodell@mhba.com About Bronco Trucking Bronco Trucking, LLC is a company in Adkins, Texas, which operates in the general freight trucking industry. Bronco Trucking filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. W.D. Texas Case No. 24-51118) on June 17, 2024, with as much as $10 million in both assets and liabilities. The petition was signed by Luis Poblete, manager. Judge Craig A. Gargotta oversees the case. The Debtor tapped Ronald J. Smeberg, Esq., at The Smeberg Law Firm, PLLC as bankruptcy counsel and Angelo DeCaro, Jr. as financial advisor. BYJU'S ALPHA: Plan Exclusivity Period Extended to September 30 -------------------------------------------------------------- Judge John T. Dorsey of the U.S. Bankruptcy Court for the District of Delaware extended BYJU's Alpha, Inc.'s exclusive periods to file a plan of reorganization and obtain acceptance thereof to September 30 to November 27, 2024, respectively. As shared by Troubled Company Reporter, the Debtor claims that it has made significant and material progress in this Chapter 11 Case. The progress achieved in prosecuting the Complaint has been the result of the diligent efforts of the Debtor, its independent director, and its professional advisors, in cooperation with the Debtor's secured lenders. Accordingly, the Debtor submits that this factor weighs in favor of extending the Exclusive Periods. Since the Petition Date, the Debtor and its professionals have focused substantially all of their time, energy, and resources in this Chapter 11 Case on prosecuting the Complaint. The Debtor believes that, in light of the progress that the Debtor has made in that regard over approximately the four months since the Petition Date, and the Debtor's demonstrated efforts to work cooperatively with its stakeholders and parties in interest, it is reasonable and appropriate that the Debtor be granted an extension of the Exclusive Periods. Moreover, termination of the Exclusive Periods would adversely impact the Debtor's efforts to preserve and maximize the value of its estate and the progress of this Chapter 11 Case. Terminating the Exclusive Periods would only serve to foster a chaotic environment and only add the opportunity for parties to engage in counterproductive behavior in pursuit of alternatives that are simply not feasible under the circumstances of this Chapter 11 Case. BYJU's Alpha, Inc. is represented by: YOUNG CONAWAY STARGATT & TAYLOR, LLP Robert S. Brady, Esq. Kenneth J. Enos, Esq. Jared W. Kochenash, Esq. Timothy R. Powell, Esq. 1000 North King Street Wilmington, Delaware 19801 Telephone: (302) 571-6600 Facsimile: (302) 571-1253 Email: rbrady@ycst.com kenos@ycst.com jkochenash@ycst.com tpowell@ycst.com -and- QUINN EMANUEL URQUHART & SULLIVAN, LLP Susheel Kirpalani, Esq. Benjamin Finestone, Esq. Daniel Holzman, Esq. Jianjian Ye, Esq. 51 Madison Avenue, 22nd Floor New York, New York 10010 Tel.: (212) 849 7000 Email: susheelkirpalani@quinnemanuel.com benjaminfinestone@quinnemanuel.com danielholzman@quinnemanuel.com jianjianye@quinnemanuel.com About BYJU's Alpha BYJU's Alpha, Inc. designs and develops education software solutions. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 24-10140) on Feb. 1, 2024. In the petition signed by Timothy R. Pohl, chief executive officer, the Debtor disclosed up to $1 billion in assets and up to $10 billion in liabilities. Judge John T. Dorsey oversees the case. Young Conaway Stargatt & Taylor, LLP and Quinn Emanuel Urquhart & Sullivan, LLP serve as the Debtor's legal counsel. GLAS Trust Company LLC, as DIP Agent and Prepetition Agent, is represented in the Debtor's case by Kirkland & Ellis LLP, Pachulski Stang Ziehl & Jones, and Reed Smith. CABLEVISION LIGHTPATH: S&P Upgrades ICR to 'B', Outlook Stable -------------------------------------------------------------- S&P Global Ratings raised the ICR on Cablevision Lightpath LLC (Lightpath) to 'B' from 'B-' and removed it from CreditWatch, where S&P placed it with negative implications on May 3, 2024. S&P raised the rating on Lightpath's secured debt to 'B' from 'B-'. The recovery rating is unchanged at '3'. In addition, S&P raised the rating on Lightpath's unsecured debt to 'B-' from 'CCC+'. The recovery rating is unchanged at '5'. S&P said, "The stable outlook reflects our view that a potential restructuring at Altice will not affect Lightpath. Rating upside is limited by our expectation that adjusted leverage will remain in the mid- to high-5x area over the next 12 months. "The upgrade follows a reassessment of Lightpath as an insulated subsidiary. We believe Lightpath has no significant operational dependence on the parent. Lightpath maintains its own records and funding arrangements and does not commingle funds, assets, or cash flows with Altice. Also, we believe Lightpath generates minimal revenues from the parent. We view Lightpath's indefeasible rights of use (IRU) leasing arrangement (which we believe encompasses about 40% of its network), with the parent as an arm's length contractual agreement that will be serviced by Altice even under stress. "In addition, we do not expect a default at the parent to directly lead to a default at Lightpath (an unrestricted subsidiary), because there are no cross-default provisions. Furthermore, we do not believe a comprehensive restructuring at Altice would involve Lightpath given contractual protections and governance rights of the minority shareholder. "We believe minority shareholder Morgan Stanley Infrastructure Partners (MSIP) has effective co-control on decision making at Lightpath. Although Altice has majority representation on the board, we do not view the board as controlled, which we believe benefits lenders. We believe MSIP has veto rights on all material decisions at Lightpath, including but not limited to, dividend policy and asset stripping. In addition, MSIP has a 49.99% interest in the company, which we believe they intend to maintain over the near to intermediate term given Lightpath's solid operating performance and MSIPs stated hold period of six to eight years. "The stable outlook reflects our expectation that adjusted leverage will remain in the mid- to high-5x area over the next 12 months on mid-single-digit percent earnings growth." S&P could lower the rating: -- If greater competition results in higher churn or pricing pressure, leading to lower-than-expected EBITDA with leverage remaining above 6.5x for a prolonged period and weaker free operating cash flow (FOCF); or -- Lightpath adopts a more aggressive financial policy, incurring debt to fund acquisitions or dividends to its owners, and leverage rises above 6.5x. S&P could raise the rating if: -- The company sustains adjusted leverage below 5x; -- Lightpath's owners maintain a financial policy that allows leverage to remain comfortably at that level, even with more acquisitions or shareholder return events; and -- It sustains FOCF to debt above 5%. CANE CREEK: Unsecured Creditors to be Paid in Full in Plan ---------------------------------------------------------- Cane Creek Alliance Construction & Development LLC filed with the U.S. Bankruptcy Court for the District of Arizona a Disclosure Statement describing Plan of Reorganization dated June 17, 2024. The Debtor was formed on July 30, 2021 to acquire properties for real estate development. Debtor owns real property in Arizona and Oklahoma. The Debtor's sole member and manager is Kenneth L. Smith. The various properties were all acquired and financed through hard money lenders. Development efforts took longer than anticipated with zoning approvals, plans and permitting and the short-term hard money notes matured. The properties were placed into foreclosure and the lenders asserted excessive late fees and penalties which interfered with Debtor's refinance efforts. Debtor filed bankruptcy to stop the foreclosure sale(s) and seeks to resolve excessive late fees and penalties to refinance these properties. The values ascribed to the assets are based on Debtor's best estimate and other factors such as the purchase price, comparable sales, and tax assessments, and where applicable on appraisals obtained. * Real Property – Located at 912 NW 8th Street, Oklahoma City, OK 73106. This property is a 2,183 square foot duplex with 2 units in fair condition. The scheduled, estimated fair market value is $480,000. * Real Property – Located at 817 NW 7th Street, Oklahoma City, OK 73106. This property is a 2,056 single family home with four bedroom and two bathrooms. It is in mid-renovation. The scheduled, estimated fair market value is $431,500. * Real Property – Located at 815 NW 7th Street, Oklahoma City, OK 73106. This property is raw land with an estimated fair market value of $450,000. * Real Property – Located at 809 NW 7th Street, Oklahoma City, OK 73106. This property is raw land with an estimated fair market value of $815,000. * Real Property – Located at 828 NW 6th Street, Oklahoma City, OK 73106. This property is raw land with an estimated fair market value of $815,000. * Real Property – Located at 4744 E. Foothill Drive, Paradise Valley, AZ 85253. The Property is a 4,000 square foot single family residential property with five bedrooms and five bathrooms. The estimated fair market value is $3,060,000. Class 3 consists of the Nonpriority Unsecured Claims of Creditors. Class 3 Creditors will be paid in full within 30 days of the Effective Date. The allowed unsecured claims total $46,512.24. Class 4 consists of the Ownership Interests of the Principal of Debtor, Kenny Smith. Principal shall retain their Ownership Interest in Debtor so long as creditors are paid in full in accordance with the terms of the Plan. The Debtor's plan will be funded by its operations, Excess Cash Flow, and increase of monthly rent at renewal of the current lease. The Reorganized Debtors shall act as the Disbursing Agent under the Plan. A full-text copy of the Disclosure Statement dated June 17, 2024 is available at https://urlcurt.com/u?l=ivBWfs from PacerMonitor.com at no charge. Attorneys for the Debtor: Chris D. Barski, Esq. BARSKI LAW PLC 9332 N. 95th Way, Suite 109 Scottsdale, AZ 85258 Tel: (602) 441-4700 Email: cbarski@barskilaw.com About Cane Creek Alliance Construction & Development LLC Cane Creek Alliance Construction & Development LLC, was formed to acquire properties for real estate development. The Debtor filed a Chapter 11 bankruptcy petition (Bankr. D. Ariz., Case No. 2:24-bk-01231-BKM) on Feb. 21, 2024. At the time of filing, the Debtor estimated $1,000,001 to $10 million in both assets and liabilities. Judge Brenda K Martin presides over the case. The Debtor hires Barski Law PLC as counsel. CANO HEALTH: Plan Exclusivity Period Extended to September 3 ------------------------------------------------------------ Judge Karen B. Owens of the U.S. Bankruptcy Court for the District of Delaware extended Cano Health, Inc. and Its Affiliates' exclusive periods to file a plan of reorganization and obtain acceptance thereof to September 3 and October 31, 2024, respectively. As shared by Troubled Company Reporter, the Debtors in these chapter 11 cases constitute one of the largest independent primary care physician groups in the United States, comprising 48 Debtor entities. As of May 16, 2024, the Debtors employ approximately 189 providers across 92 medical centers, and maintain affiliate relationships with approximately 123 unique primary care physicians across 76 practices. In addition to size, the Debtors' chapter 11 cases are also highly complex. The health care industry in which the Debtors operate is highly regulated, extremely competitive, and rapidly changing. Since the third quarter of 2023, the Debtors have been fulfilling a transformation plan designed to improve operational efficiencies, simplify the Debtors' organizational structure, and reduce costs (the "Transformation Plan"). Moreover, the Debtors commenced these chapter 11 cases on a dual track to pursue both a stand-alone reorganization, while at the same time exploring opportunities for a sale of all, or substantially all, of their assets. This is in addition to certain discrete asset sales the Debtors have been pursuing as well. Attorneys for the Debtors: Gary T. Holtzer, Esq. Jessica Liou, Esq. Kevin Bostel, Esq. Matthew P. Goren, Esq. WEIL, GOTSHAL & MANGES LLP 767 Fifth Avenue New York, NY 10153 Tel: (212) 310-8000 E-mail: gary.holtzer@weil.com jessica.liou@weil.com kevin.bostel@weil.com matthew.goren@weil.com - and - Mark D. Collins, Esq. Michael J. Merchant, Esq. Amanda R. Steele, Esq. RICHARDS, LAYTON & FINGER, P.A. 920 N. King Street Wilmington, DE 19801 Tel: (302) 651-7700 E-mail: collins@rlf.com merchant@rlf.com steele@rlf.com About Cano Health Inc. Cano Health, Inc., and its affiliates are independent primary care physician group. The Debtors sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 24-10164) on February 4, 2024. In the petitions signed by Mark Kent, authorized signatory, the Debtors disclosed $1,211,931,000 in assets and $1,471,032,000 in liabilities. Judge Karen B. Owens oversees the cases. The Debtors tapped Richards, Layton & Finger, PA and Weil, Gotshal & Manges, LLP as bankruptcy counsels; Quinn Emanuel Urquhart & Sullivan, LLP as special counsel; Houlihan Lokey, Inc. as investment banker; and AlixPartners, LLP as financial advisor. Kurtzman Carson Consultants, LLC is the claims, notice and solicitation agent. Gibson, Dunn & Crutcher, LLP and Pachulski, Stang, Ziehl & Jones, LLP represent the ad hoc first lien group while ArentFox Schiff, LLP represents Wilmington Savings Fund Society, FSB, the DIP agent. Credit Suisse AG, Cayman Islands Branch, serves as administrative agent and collateral agent, under the Credit Agreement. Freshfields Bruckhaus Deringer US, LLP is counsel to the agent. JPMorgan Chase Bank, N.A., serves as administrative agent and collateral agent under the Side-Car Credit Agreement. It is represented by Proskauer Rose, LLP. Daniel McMurray was appointed as the patient care ombudsman in these Chapter 11 cases. He tapped Neubert Pepe & Monteith PC and Klehr Harrison Harvey Branzburg, LLP as his counsel. CHARLIE'S HOLDINGS: All Three Proposals Approved at Annual Meeting ------------------------------------------------------------------ Charlie's Holdings, Inc. disclosed in a Form 8-K filed with the Securities and Exchange Commission that at the 2024 Annual Meeting of Stockholders of the Company held on June 26, 2024, the Company's stockholders: (1) elected Ryan Stump, Scot Cohen, Jeffrey Fox, Dr. Edward Carmines, and Michael King as directors to serve a one-year term ending at the 2025 Annual Meeting of Stockholders and until such director's successor is duly elected or appointed and qualified or, if earlier, such director's earlier death, resignation or removal; (2) approved an advisory resolution approving the Company's 2023 executive compensation; and (3) approved a proposal to, in order to facilitate an up-list to a national securities exchange, grant discretionary authority to the Board to (i) combine outstanding shares of the Company's common stock into a lesser number of outstanding shares at a specific ratio within a range of 1-for-3 to a maximum of a 1-for-10 split, with the exact ratio to be determined by the Board in its sole discretion; and (ii) effect the Reverse Split, if at all, within two years of the date the proposal is approved by stockholders. About Charlie's Holdings Inc. Charlie's Holdings, Inc.'s objective is to become a leader in three broad product categories: (i) non-combustible nicotine-related products, (ii) alternative alkaloid vapor products, and (iii) hemp-derived vapor and edible products. Through its Charlie's subsidiary, the Company formulates, markets, and distributes premium, nicotine-based and alternative alkaloid vapor products. Charlie's products are produced through contract manufacturers for sale through select distributors, specialty retailers, and third-party online resellers throughout the United States, and in select international markets including the United Kingdom, Italy, Spain, New Zealand, Australia, and Canada. Through Don Polly, the Company develops, markets and distributes products containing compounds derived from hemp. Fort Washington, PA-based Mazars USA LLP, the Company's auditor since 2023, issued a "going concern" qualification in its report dated April 15, 2024, citing that the Company has incurred significant operating losses, has negative cash flows from operations, and has an accumulated deficit. The Company is dependent on its ability to increase revenues and obtain financing to execute its development plans and continue operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. CHERNY PROPERTIES: Seeks to Extend Plan Exclusivity to July 22 -------------------------------------------------------------- Cherny Properties Inc. and Cherny Realty Inc. asked the U.S. Bankruptcy Court for the Southern District of New York to extend their exclusivity periods to file a plan of reorganization and obtain acceptance thereof to July 22 and September 18, 2024, respectively. The Debtors are the owners of two mixed use properties located at 421 East 12th Street and 551 East 6th Street in New York, New York (the "Properties"). Prior to the Petition Date, a state court receiver of (the "Receiver") was appointed in a foreclosure action pending in New York State Supreme Court (the "State Court Action") and was in control of the Properties. Based on a weighing of the relevant factors, there is sufficient cause to approve the extension of the Exclusive Periods requested by the Debtors based on the following: * The Debtors' efforts in the initial phase of these cases have focused on disputes with the Receiver, an improper tenant installed by the Receiver and permitting the Debtors to assert their claims and defenses in the State Court Action. Those efforts are now nearly concluded, and the Debtors are keenly focused on developing a consensual plan of reorganization to emerge from Chapter 11. The Debtors require additional time to gather and share the information needed to negotiate a plan of reorganization. * Since the Petition Date, the Debtors believe they have continued to pay substantially all of their undisputed, post petition expenses and invoices in the ordinary course of business or as otherwise provided by order of the Court, except to the extent the Receiver has been in control of the property of the estate. * The Debtors are not seeking an extension of the Exclusive Periods to pressure or prejudice any of their stakeholders. Rather, the Debtors are seeking an extension of the Exclusive Period to secure adequate time to develop a plan of reorganization. EV2 has stated its intention to file a plan of reorganization. If the Debtors can reach an agreement with EV2 during the extension, it will allow the parties to work together on a consensual plan, rather than filing competing plans. Proposed Counsel to the Debtors: MANATT PHELPS & PHILLIPS LLP Schuyler Carroll, Esq. Ramya Sundaram, Esq. 7 Times Square New York, New York 10036 Telephone: (212) 790-4500 Email: scarroll@manatt.com rsundaram@manatt.com About Cherny Properties Cherny Properties Inc. and Cherny Realty Inc. own mixed used buildings located at 511 East 6th Street, New York, NY 10009, consisting of 8 residential units and 1 commercial unit valued at $5.7 million in the aggregate and 421 East 12th Street, New York, NY 10009, consisting of 10 residential units and 1 commercial unit valued at $12 million, respectively. Cherny Properties and Cherny Realty sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case Nos. 24-10281 and 24-10283) on Feb. 21, 2024. The case is jointly administered in Case No. 24-10281. In the petitions signed by Alexa Czerny, vice president, Cherny Properties disclosed $5,808,142 in assets and $12,192,368 in liabilities, while Cherny Realty listed $12,025,000 in assets and $12,302,896 in liabilities. Judge David S. Jones oversees the case. Gary C. Fischoff, Esq., at Berger, Fischoff, Shumer, Wexler, Goodman, LLP serves as the Debtors' counsel. CYANOTECH CORP: Posts $5.3MM Net Loss in FY Ended March 31 ---------------------------------------------------------- Cyanotech Corporation filed with the Securities and Exchange Commission its Annual Report on Form 10-K reporting a net loss of $5.3 million on $23.1 million of net sales for the year ended March 31, 2024, compared to a net loss of $3.4 million on $23.2 million of net sales for the year ended March 31, 2023. Newport Beach, Calif.-based Grant Thornton LLP, the Company's auditor since 2008, issued a "going concern" qualification in its report dated June 26, 2024, citing that the Company sustained operating losses and negative cash flows from operations for the fiscal years ended March 31, 2024 and 2023. Further, the Company was not in compliance with two debt covenant requirements at March 31, 2024 and one debt covenant requirement at March 31, 2023. These conditions, along with other matters raise substantial doubt about the Company's ability to continue as a going concern. To address the resulting cash flow challenges, the Company continues to monitor cost savings initiatives implemented in fiscal year 2023, including stopping or slowing production of inventory in alignment with current customer demand, maintaining a reduced headcount and compensation, primarily through attrition and furloughs, respectively, and eliminating certain discretionary selling, general and administrative expenses. The Company has also made changes in the sales and marketing team starting with the Chief Commercial Officer and strengthening the sales team, updating the Company's marketing materials to emphasize its competitive strengths and raising capital by completing a private placement in the third fiscal quarter of 2024. Funds generated by operating activities and available cash are the Company's most significant sources of liquidity for working capital requirements, debt service and funding of maintenance levels of capital expenditures. The Company has developed its operating plan to produce a significant portion of the cash flows necessary to meet all financial requirements. Although the Company has a history of either being in compliance with debt covenants, or obtaining the necessary waivers, execution of its operating plan is dependent on many factors, some of which are not within the control of the Company. However, no assurances can be provided that the Company will achieve its operating plan and cash flow projections for the next fiscal years or its projected consolidated financial position as of March 31, 2025. A full-text copy of the Company's Form 10-K is available at: https://www.sec.gov/ix?doc=/Archives/edgar/data/768408/000143774924021266/cyan20240331_10k.htm About Cyanotech Corp. Cyanotech Corporation, located in Kailua-Kona, Hawaii, was incorporated in the state of Nevada on March 3, 1983, and is listed on the NASDAQ Capital Market under the symbol "CYAN". The Company is engaged in the production of natural products derived from microalgae for the nutritional supplements market. As of March 31, 2024, the Company had $25.1 million in total assets, $13.3 million in total liabilities, and $11.8 million in total stockholders' equity. DANIEL J. WALLACE MD: U.S. Trustee Appoints Tamar Terzian as PCO ---------------------------------------------------------------- Peter Anderson, the U.S. Trustee for Region 16, appointed Tamar Terzian as patient care ombudsman for Daniel J. Wallace M.D., a Medical Corporation. The appointment was made pursuant to the order from the U.S. Bankruptcy Court for the Central District of California on June 6. Ms. Terzian disclosed in a court filing that she is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The ombudsman shall perform the duties required of the ombudsman pursuant to Section 333 of the Bankruptcy Code. The ombudsman may be reached at: Tamar Terzian Hanson Bridgett, LLP 777 S. Figueroa Street Suite 4200 Los Angeles, CA 90017 Tel: (323) 210-77747 Email: tterzian@hansonbridgett.com About Daniel J. Wallace M.D. Daniel J. Wallace M.D., a Medical Corporation specializes in the treatment of rheumatic diseases and the research of autoimmune and inflammatory diseases. It conducts business under the name Wallace and Lee Center in Beverly Hills. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Calif. Case No. 24-14429) on June 3, 2024, with $301,368 in assets and $3,884,496 in liabilities. Daniel J. Wallace M.D., chief executive officer, signed the petition. Judge Barry Russell presides over the case. Michael Jay Berger, Esq., at the Law Offices of Michael Jay Berger represents the Debtor as bankruptcy counsel. DELTA APPAREL: NYSE to Delist Common Stock After Ch.11 Filing ------------------------------------------------------------- NYSE American LLC said the staff of NYSE Regulation has determined to commence proceedings to delist the common stock of Delta Apparel, Inc. -- ticker symbol DLA -- from NYSE American. Trading in the Company's common stock will be suspended immediately. NYSE Regulation has determined that the Company is no longer suitable for listing and will commence delisting proceedings pursuant to Section 1003(c)(iii) of the NYSE American Company Guide in light of the Form 8-K disclosure on July 1, 2024 that the Company and its domestic direct and indirect subsidiaries filed on June 30, 2024 voluntary petitions under Chapter 11 of the United States Bankruptcy Code in the United States Bankruptcy Court for the District of Delaware. In reaching its delisting determination, NYSE Regulation notes the Company's disclosure regarding the expectation that holders of shares of the Company's common stock will experience a complete or significant loss on their investment, depending on the outcome of the Chapter 11 Cases. The Company has a right to a review of NYSE Regulation staff's determination to delist the common stock by the Listings Qualifications Panel of the Committee for Review of the Board of Directors of the Exchange. The NYSE American will apply to the Securities and Exchange Commission to delist the Company's common stock upon completion of all applicable procedures, including any appeal by the Company of the NYSE Regulation staff's decision. About Delta Apparel Headquartered in Duluth, Georgia, Delta Apparel, Inc. is a vertically integrated, international apparel company with approximately 6,800 employees worldwide. The Company designs, manufactures, sources, and markets a diverse portfolio of core activewear and lifestyle apparel products under its primary brands of Salt Life, Soffe, and Delta. The Company specializes in selling casual and athletic products through a variety of distribution channels and tiers, including outdoor and sporting goods retailers, independent and specialty stores, better department stores and mid-tier retailers, mass merchants, eRetailers, the U.S. military, and through its business-to business digital platform. Delta Apparel Inc. and six affiliates filed for Chapter 11 protection in Wilmington, Del., on June 30, 2024, with a deal in hand to sell its Salt Life brand. The lead case is In re Salt Life Beverage, LLC (Bankr. D. Del. Lead Case No. 24-11468). The Hon. Judge Laurie Selber Silverstein presides over the cases. Lawyers at Polsinelli PC serve as counsel to the Debtors. Tim Pruban at Focus Management Group is serving as the Debtors' chief restructuring officer. MMG Advisors, Inc., serves as investment banker. Epiq is the claims and noticing agent and administrative advisor. Delta Apparel's assets as of June 1, 2024, total $337,801,000 and debts total $244,564,000. The petitions were signed by Mr. Pruban. Counsel for Wells Fargo, the DIP Agent: Daniel F. Fiorillo, Esq. Chad B. Simon, Esq. Otterbourg P.C. 230 Park Avenue New York, NY 10169-0075 Fax: (212) 682-6104 E-mail: dfiorillo@otterbourg.com csimon@otterbourg.com DIGERATI TECHNOLOGIES: Incurs $5.33 Million Net Loss in Fiscal Q3 ----------------------------------------------------------------- Digerati Technologies, Inc. filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $5,332,000 for the three months ended April 30, 2024, compared to a net loss of $2,653,000 for the same period in 2023. For the nine months ended April 30, 2024, the Company reported a net loss of $13,836,000, compared to a net loss of $7,902,000 for the same period in 2023. "We had a consolidated cash balance of approximately $969,000 and $924,000 as of April 30, 2024 and July 31, 2023, respectively. Net cash used in operating activities during the nine months ended April 30, 2024 was approximately $1,308,000, primarily as a result of operating expenses, that included $16,000 in stock compensation expense, bad debt expense of $208,000, amortization of right-of-use assets of $406,000, amortization of debt discount of $1,756,000, loss of conversion of warrants of $144,000, depreciation and amortization expense of $2,720,000, loss on derivative liability of $1,048,000, loss on extinguishment of debt of $771,000, common stock issued for debt extension charged to interest expense of $42,000, accompanied by the change in operating assets and liabilities which resulted in a net increase of $5,417,000," Digerati said. Cash used in investing activities during the nine months ended April 30, 2024 was $225,000, which was used for the acquisition of equipment. Cash provided by financing activities during the nine months ended April 30, 2024 was $1,578,000 which included borrowings from debt for $2,000,000, net of original issuance cost and discounts, offset by the principal payments of $422,000 on equipment financing. Overall, the Company's net operating, investing, and financing activities during the nine months ended April 30, 2024 resulted in a net increase in cash and cash equivalents of $45,000. Digerati's consolidated financial statements for the nine months ended April 30, 2024 have been prepared on a going concern basis, which contemplates the realization of assets and the settlement of liabilities in the normal course of business. Since the Company's inception in 1993, Digerati has incurred net losses and accumulated a deficit of approximately $133,854,000 and a working capital deficit of approximately $76,670,000 which raises substantial doubt about Digerati's ability to continue as a going concern. "We are currently taking initiatives to reduce our overall cash deficiencies on a monthly basis. To strengthen our business, we intend to adopt best practices from our recent acquisitions and invest in a marketing and sales strategy to grow our monthly recurring revenue; we anticipate utilizing our value-added resellers and channel partners to tap into new sources of revenue streams; and we have also secured numerous agent agreements through our recent acquisitions that we anticipate will accelerate revenue growth. In addition, we will continue to focus on selling a greater number of comprehensive services to our existing customer base. Further, in an effort to increase our revenues, we will continue to evaluate the acquisition of various assets with emphasis in VoIP Services and Cloud Communication Services. As a result, during the process of evaluating such acquisitions we anticipate incurring significant legal and professional fees," the Company said. The Company anticipates issuing additional equity, entering into additional convertible notes and/or obtaining other indebtedness to secure the funding required to meet these cash needs. There can be no assurance that the Company will be able to raise additional funds or raise them on acceptable terms. If the Company is unable to obtain financing on acceptable terms, the Company may not be able to meet its interest payments, capital expenditures and operational needs. As a result, the Company will be required to negotiate with its lender the terms of the current financing agreements, in addition to postponing the timing of deployment of its capital expenditures and extending the timing of the operational cash needs. A full-text copy of the Company's Form 10-Q is available at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1014052/000121390024052894/ea0207545-10q_digerati.htm About Digerati Digerati Technologies, Inc. (OTCQB: DTGI), through its subsidiaries, provides Internet-based telephony products and services through its cloud application platform and session-based communication network. The company was formerly known as ATSI Communications Inc. and changed its name to Digerati Technologies, Inc. in March 2011. Digerati Technologies, Inc. was founded in 1993 and is headquartered in San Antonio, Texas. As of April 30, 2024, the Company had 37,243,000 in total assets, $81,037,000 in total liabilities, and $43,794,000 in total stockholders' deficit. DIOCESE OF ALBANY: Seeks to Extend Plan Exclusivity to September 15 ------------------------------------------------------------------- The Roman Catholic Diocese of Albany, New York, asked the U.S. Bankruptcy Court for the Northern District of New York to extend its exclusivity periods to file a plan of reorganization and obtain acceptance thereof to September 15 and November 15, 2024, respectively. The Debtor claims that its intent in seeking bankruptcy protection was to provide a means to equitably compensate all of its creditors, particularly the CVA Claimants and, if the Debtor is determined to be liable, the St. Clare's Pensioners, as well as maintain to the maximum extent possible its ongoing religious ministry and mission to serve those within the geographical region of the diocese who depend on the services the Debtor provides. The Debtor explains that the size and complexity of this case warrants an extension of the Exclusivity Periods to file and seek confirmation of a reorganization plan. In this case, there are approximately 390 pending CVA Actions and approximately 1,100 St. Clare's pensioners involved in the St. Clare's Action. The competing interests of each constituency create unique issues to be resolved in order to propose a plan capable of being confirmed consensually. The Debtor states that it is anticipated that the documents and information provided will be of substantial assistance to the mediation process and result in the negotiation of terms for plan funding and treatment of claims hopefully resulting ultimately in the consensual confirmation of a Chapter 11 Plan. Substantial and meaningful progress has been made in the progress of the case to date, including the commencement and continuation of mediation with the next mediation sessions scheduled for August 26 to 28, 2024. The Debtor asserts that it has not made any demands to creditors, let alone made demands intended to pressure creditors in any way regarding their claims. To the contrary, the Debtor has cooperated in providing substantial documents and information regarding its financial condition, assets and liabilities in the interest of progressing the case toward a successful mediation and plan confirmation process and has participated in the mediation process. The relief requested is meant to allow the Debtor and all Parties to efficiently and effectively move the case forward to a reorganization plan that can be confirmed on consent. The Debtor further asserts that St. Clare's Action presents a unique issue not encountered in other diocesan and religious organization cases. The need to resolve the question of the Debtor's liability and, in the event of an adverse determination, the liquidation of the claims in that case is a necessary predicate to addressing any claims the St. Clare's Pensioners may have in the case and the treatment to be accorded them under a Chapter 11 reorganization plan. Moreover, while it is far too early in the process to evaluate the effect an adverse ruling against the Debtor may have on the viability of a proposed Chapter 11 plan, the reality is that the claims in the St. Clare's Action must first be determined in State Court before the effects such claims might have on a proposed plan can be evaluated. A further extension of the Debtor's Exclusive Periods is appropriate under the unique circumstances presented by the pendency of the St. Clare's Action on the Chapter 11 Case. The Roman Catholic Diocese of Albany, New York is represented by: Francis J. Brennan, Esq. Matthew M. Zapala, Esq. Joseph Martin, Esq. 80 State Street, 11th Floor Albany, NY 12207 Tel: (518) 449-3300 About the Diocese of Albany, New York The Roman Catholic Diocese of Albany is a religious organization in Albany, N.Y. It covers 13 counties in Eastern New York, including a portion of the 14th county. Its Mother Church is the Cathedral of the Immaculate Conception in the city of Albany. New York's Child Victims Act, which took effect in August 2019, temporarily sets aside the usual statute of limitations for lawsuits to give victims of childhood sexual abuse a year to pursue even decades-old claims. Hundreds of new lawsuits have been filed against churches and other institutions since the law took effect on Aug. 14, 2019. Facing the financial weight of new sexual misconduct lawsuits, at least four of the eight Roman Catholic dioceses in the state, has already sought Chapter 11 protection. The dioceses that have declared bankruptcy include the Diocese of Rochester and the Diocese of Rockville Centre on Long Island. The Catholic Diocese of Albany sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D.N.Y. Case No. 23-10244) on March 15, 2023. In the petition filed by Fr. Robert P. Longobucco, the Debtor estimated assets between $10 million and $50 million and liabilities between $50 million and $100 million. Judge Robert E. Littlefield, Jr. oversees the case. The Debtor tapped Nolan Heller Kauffman, LLP as bankruptcy counsel; Tobin and Dempf, LLP as special litigation counsel; Keegan Linscott & Associates, PC as financial advisor; and Bonadio & Co., LLP as accountant. Donlin, Recano & Company, Inc. is the claims and noticing agent. On April 17, 2023, the U.S. Trustee for Region 2 appointed two separate committees to represent unsecured creditors and tort claimants in the Debtor's Chapter 11 case. Lemery Greisler, LLC represents the unsecured creditors' committee while Stinson, LLP represents the tort committee. OneDigital Investment Advisors, LLC is the committees' special investment consultant. DOTLESS LLC: Plan Exclusivity Period Extended to August 6 --------------------------------------------------------- Judge Mindy A. Mora of the U.S. Bankruptcy Court for the Southern District of Florida extended Dotless, LLC's exclusive period to file its Amended Chapter 11 Plan and Disclosure Statement to August 6, 2024. As shared by Troubled Company Reporter, the Debtor and the largest alleged creditor, the Secretary of Housing and Urban Development, have been engaged in negotiations towards consensual plan treatment. The parties recently agreed to participate in a Judicial Settlement Conference to attempt to reach a resolution. The Debtor explains that it is in the process of amending the Chapter 11 Plan, but as the Debtor and the Secretary of Housing and Urban Development are in the process of negotiations in relation to plan treatment. As the parties are in the process of setting a Judicial Settlement Conference, the Debtor requests additional time to amend the plan and to extend exclusivity. The Debtor claims that it is in the process of attempting to negotiate a consensual plan. The plan will propose funding of the plan by payment through the Debtor's principal providing new value. This will provide for the secured creditors' payments under the plan and provide a return for the general unsecured creditors which they would not receive upon liquidation. Dotless, LLC is represented by: Nicholas G. Rossoletti, Esq. Bilu Law, PA 2760 W. Atlantic Blvd. Pompano Beach, FL 33069 Telephone: (954) 596-0669 Facsimile: (954) 427-1518 Email: nrossoletti@bilulaw.com About Dotless LLC Dotless, LLC was organized in the State of Utah in 2021 to serve as a holding company for the purchasing and sale of real property throughout the United States. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 23-19341) on November 13, 2023. In the petition signed by Aaron Pace, manager, the Debtor disclosed under $1 million in both assets and liabilities. Judge Mindy A. Mora oversees the case. Nicholas G. Rossoletti, Esq., at Bilu Law, PA serves as the Debtor's counsel. EARLY YEARS ACADEMY: Mary Sieling Named Subchapter V Trustee ------------------------------------------------------------ The Acting U.S. Trustee for Region 12 appointed Mary Sieling as Subchapter V trustee for Early Years Academy, Inc. Ms. Sieling will be paid an hourly fee of $330 for her services as Subchapter V trustee and an hourly fee of $200 for paralegal time, and will be reimbursed for work-related expenses incurred. Ms. Sieling declared that she is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Mary F. Sieling 150 South Fifth Street, Suite 3125 Minneapolis, MN 55402 Email: mary@mantylaw.com About Early Years Academy Early Years Academy, Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Minn. Case No. 24-41601) on June 19, 2024, with $50,001 to $100,000 in assets and $500,001 to $1 million in liabilities. Kenneth C. Edstrom, Esq., at Sapientia Law Group represents the Debtor as legal counsel. ELEVATE MONEY: Fruci & Associates II Raises Going Concern Doubt --------------------------------------------------------------- Elevate.Money REIT I, Inc. disclosed in a Form 1-K Report filed with the U.S. Securities and Exchange Commission for the fiscal year ended December 31, 2023, that its auditor expressed substantial doubt about the Company's ability to continue as a going concern. Spokane, Wash.-based Fruci & Associates II, PLLC, the Company's auditor, issued a "going concern" qualification in its report dated June 18, 2024, citing that the Company is dependent on adequate revenues and/or financing to sustain operations for the next 12 months and has stated that substantial doubt exists about the Company's ability to continue as a going concern. The Company has experienced a history of net losses and had an accumulated deficit of $(884,328) as of December 31, 2023 which raises substantial doubt about the Company's ability to continue as a going concern. The net loss for the years ended December 31, 2023 and 2022 were $359,840 and $270,656, respectively. According to the Company, its ability to continue as a going concern in the next 12 months following the date the financial statements were available to be issued is dependent upon its ability to produce revenues and/or obtain financing sufficient to meet current and future obligations and deploy such to produce profitable operating results. A full-text copy of the Company's Form 1-K is available at: https://www.sec.gov/Archives/edgar/data/1819088/000110465924074603/tm2417160d1_partii.htm About Elevate.Money REIT I Elevate.Money REIT I, Inc., formerly known as, Escalate Wealth REIT I, Inc., was incorporated on June 22, 2020 under the laws of the State of Maryland. The Company was formed to primarily invest, directly, in single tenant retail and commercial properties. The Company's overall objective is to invest in real estate assets with a long-term view towards making regular cash dividends and generating capital appreciation. As of December 31, 2023, the Company had total assets of $4,014,572, total liabilities of $2,683,697, and total stockholders' equity of $1,317,615. ESSEX PARK: L. Todd Budgen Named Subchapter V Trustee ----------------------------------------------------- The U.S. Trustee for Region 21 appointed L. Todd Budgen, Esq., a practicing attorney in Longwood, Fla., as Subchapter V trustee for Essex Park Villas Condominium Association, Inc. Mr. Budgen will be paid an hourly fee of $400 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Budgen declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: L. Todd Budgen, Esq. P.O. Box 520546 Longwood, FL 32752 Tel: (407) 232-9118 Email: Todd@C11Trustee.com About Essex Park Villas Condominium Association Essex Park Villas Condominium Association, Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-03000) on June 14, 2024, with $50,001 to $100,000 in assets and $100,001 to $500,000 in liabilities. Judge Tiffany P. Geyer presides over the case. Daniel A. Velasquez, Esq., at Latham, Luna, Eden & Beaudine, LLP represents the Debtor as legal counsel. F & B NEGOTIATIONS: Amends LHome Mortgage & SIRS Capital Claims --------------------------------------------------------------- F & B Negotiations, LLC, submitted an Amended Plan of Reorganization for Small Business dated June 13, 2024. The Plan proposes to pay the creditors of the Debtor from the sale of several of its properties and from future income of the Debtor. This Plan provides for eleven classes of secured claims; one class of priority unsecured claims; one class of unsecured nonpriority claims; and one class for the equity interests of the Debtor. Non priority unsecured creditors holding allowed claims will receive distributions from the Debtor's net cash flow from operations over the life of the Plan. This Plan also provides for the payment of administrative and priority claims in full. The Debtor amends page 5, second paragraph of the Plan to read as follows: "Class 2A LHOME MORTGAGE TRUST 2020-RTL2. The claim of LHOME MORTGAGE TRUST 2020-RTL2, if allowed as a secured claim, will be satisfied as follows: * Debtor shall pursue a judicial settlement conference in good faith with Creditor to resolve the amount, validity, and priority of Creditor's claim. * Upon the Effective Date, unless and until determined otherwise by the appropriate court, Creditor shall retain its claim of lien in the Property in the same validity, priority, force and effect which it held against the Property immediately prior to the Petition Date, subject to the court's decision dated February 1, 2024. * Irrespective of 11 U.S.C. 362(c)(2), the automatic stay shall remain in effect until the conclusion of the judicial settlement conference with Debtor and Creditor. In the event that such conference results in an impasse, the automatic stay shall no longer continue with respect to any act under 11 U.S.C. 362(a), however the Bankruptcy Court's jurisdiction shall not be divested by such termination of the stay." The Debtor amends page 8, third paragraph of the Plan to read as follows: "The Class 2L claim of SIRS CAPITAL, LLC, if allowed as a secured claim, will be satisfied as follows: * Debtor shall pursue a judicial settlement conference in good faith with Creditor to resolve the amount, validity, and priority of Creditor's claim. * Upon the Effective Date, unless and until determined otherwise by the appropriate court, Creditor shall retain its claim of lien in the Property in the same validity, priority, force and effect which it held against the Property immediately prior to the Petition Date, subject to the court's decision dated February 1, 2024. * Irrespective of 11 U.S.C. 362(c)(2), the automatic stay shall remain in effect until the conclusion of the judicial settlement conference with Debtor and Creditor. In the event that such conference results in an impasse, the automatic stay shall no longer continue with respect to any act under 11 U.S.C. 362(a), however the Bankruptcy Court's jurisdiction shall not be divested by such termination of the stay." The Debtor amends page 13, paragraph 11.01 , subparagraph C to read as follows: "C. Deposits. * Except as may be provided by order providing for alternative deposit requirements, the payments to be made in respect of the disputed Class 3 Claims shall be paid into the Disputed Claims Reserve, pending resolution of any disputed claims in Class 3. * Except as may be provided by order providing for alternative deposit requirements, in respect of the disputed Class 2 Claims for which there may be an unsecured deficiency claim or other unsecured claim, the payments for such claims shall be made in the amount that is agreed upon by the parties or estimated by the court, and shall be paid into the Disputed Claims Reserve, pending resolution of any disputed claims in Class 2." A full-text copy of the Amended Plan of Reorganization dated June 13, 2024 is available at https://urlcurt.com/u?l=VxO30C from PacerMonitor.com at no charge. Counsel for the Debtor: Benjamin G. Martin, Esq. 3131 S. Tamiami Trail, Suite 101 Sarasota, FL 34239 Tel: (941) 951-6166 E-mail: skipmartin@verizon.net About F & B Negotiations F & B Negotiations, LLC, a company in Lakewood Ranch, Fla., filed Chapter 11 petition (Bankr. M.D. Fla. Case No. 23-01532) on April 19, 2023, with as much as $1 million to $10 million in both assets and liabilities. David Fernandez, managing member, signed the petition. Judge Roberta A. Colton oversees the case. The Law Offices of Benjamin Martin serves as the Debtor's bankruptcy counsel. FARDAD LLC: U.S. Trustee Unable to Appoint Committee ---------------------------------------------------- The U.S. Trustee for Region 21 disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of Fardad, LLC. About Fardad LLC Fardad LLC is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). Fardad filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 24-55802) on June 3, 2024, listing $1 million to $10 million in both assets and liabilities. The petition was signed by Sepideh Mesri as manager. Cameron M. McCord, Esq., at Jones & Walden, LLC serves as the Debtor's legal counsel. FATINA CUISINE: Unsecureds to Get $1K per Month over 60 Months -------------------------------------------------------------- Fatina Cuisine LLC d/b/a Milano's Pizza submitted an Amended Plan of Reorganization under Subchapter V dated June 17, 2024. Under this Plan, Secured Creditors will receive payment of 100% of their Allowed Secured Claims and any Unsecured Creditors will receive a pro rata distribution of $1,000.00 per month over 60 months on their Allowed Unsecured Claims. Therefore, pursuant to the liquidation analysis all Creditors will receive at least as much under this Plan as they would in a Chapter 7 liquidation. Class 2 consists of Allowed Secured Claims of U.S. Small Business Administration. This Claim shall be paid in full in equal monthly installments over 60 months with interest thereon at the rate of 2% per annum. The payments shall begin on the first day of the first month following the Effective Date and continue on the first day of each subsequent month until the Claim is paid in full under the Plan. Interest shall begin to accrue as of the Petition Date. This Claim is Impaired, and the holder of this Claim is entitled to vote to accept or reject the Plan. Class 3 consists of Allowed Unsecured Claims other than Class 4 Claims. Class 3 Claimants, if any, shall be paid a pro rata distribution of $1,000.00 for their Allowed Claims over 60 months from the Effective Date, without interest. These Claims will be paid in equal monthly installments commencing on the first day of the first month following the Effective Date and continuing on the first day of each month thereafter. These Claims are Impaired, and the holders of these Claims are entitled to vote to accept or reject the Plan. The Debtor scheduled total non-priority Unsecured Claims of $255,398.02. Class 5 Equity Interests shall be retained. The Debtor intends to make all payments required under the Plan from available cash and income from the business operations of the Debtor. A full-text copy of the Amended Subchapter V Plan dated June 17, 2024 is available at https://urlcurt.com/u?l=7vdR5O from PacerMonitor.com at no charge. Attorneys for the Debtor: Joyce W. Lindauer, Esq. Kerry S. Alleyne, Esq. Guy H. Holman, Esq. JOYCE W. LINDAUER ATTORNEY, PLLC 1412 Main Street, Suite 500 Dallas, TX 75202 Telephone: (972) 503-4033 Facsimile: (972) 503-4034 Email: joyce@joycelindauer.com About Fatina Cuisine LLC Fatina Cuisine LLC is located in Seven Point, Texas, and owns and operates a pizza restaurant called Milano's Pizza. The Debtor sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Tex. Case No. 24-60045) on Jan. 31, 2024, listing $50,001 to $100,000 in both assets and liabilities. Joyce W. Lindauer, Esq. at Joyce Lindauer, Attorney represents the Debtor as counsel. FAUXGENET HOLDINGS: Voluntary Chapter 11 Case Summary ----------------------------------------------------- Debtor: Fauxgenet Holdings LLC 8957 Alabama Highway Ringgold, GA 30736 Case No.: 24-11622 Business Description: The Debtor owns a business property located in Alabama Highway, Ringgold, GA having an appraised value of $3.2 million. Chapter 11 Petition Date: July 1, 2024 Court: United States Bankruptcy Court Eastern District of Tennessee Judge: Hon. Nicholas W Whittenburg Debtor's Counsel: W. Thomas Bible, Jr., Esq. TOM BIBLE LAW 6918 Shallowford Road, Suite 100 Chattanooga, TN 37421 Tel: (423) 424-3116 Fax: (423) 499-6311 Email: tom@tombiblelaw.com Total Assets: $3,200,000 Total Liabilities: $0 The petition was signed by Gordon S. Alward, member. 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/G75COUA/Fauxgenet_Holdings_LLC__tnebke-24-11622__0001.0.pdf?mcid=tGE4TAMA FOUR SEASONS: Moody's Hikes Rating on First Lien Term Loan to Ba2 ----------------------------------------------------------------- Moody's Ratings has upgraded Four Seasons Hotels Limited's (Four Seasons Hotels) backed senior secured first lien term loan rating to Ba2 from Ba3. The outlook is stable. In the same rating action, Moody's have assigned a Ba2 corporate family rating (CFR), Ba2-PD probability of default rating (PDR) and a stable outlook to Four Seasons Holdings Inc. (Four Seasons) and withdrew the Ba3 CFR and Ba3-PD PDR at Four Seasons Hotels. Moody's have reassigned the CFR and PDR to Four Seasons from Four Seasons Hotels based on the fact that the financial statements are issued at Four Seasons which is a guarantor to Four Seasons Hotels. "The upgrade reflects Four Seasons solid operating performance given the sustained demand in leisure and business travel since the pandemic, which has resulted in conservative credit metrics and strong free cash flow", said Moody's Ratings analyst Dion Bate. " Moody's expect the operating environment for the luxury hotels to remain conducive for growth, albeit at a slower pace. Furthermore, Moody's expect Four Seasons and its private equity owners will maintain conservative financial policies with debt/EBITDA remaining around 3x." RATINGS RATIONALE Four Seasons' rating benefits from: (1) Moody's expectation that debt /EBITDA will remain below 3.5x through to 2025 supported by the late stage recovery in leisure and business travel; (2) an asset light, profitable fee-based hotel management business model supporting strong free cash flow and resiliency to industry volatility; (3) a well-recognized brand and broad geographic diversification; and (4) a strong ownership group with a focus on maintaining a prudent balance sheet and liquidity position. The rating is constrained by: (1) small scale in terms of revenue and number of hotel rooms versus competitors; (2) revenue concentration in one segment (luxury) of the hotel industry; and (3) intermittent regional volatility and evolving macro headwinds. Governance is a key positive consideration given Four Season's track record of maintaining a conservative financial policy over the past 2 years, evident by the strong cash position and low financial leverage. The stable outlook reflects Moody's expectation that demand for leisure and business travel will support revenue growth and strong revenue per available room (RevPAR). It further assumes that Four Seasons will maintain its good liquidity with predictable financial policies, such that debt to EBITDA will remain below 3.5x and EBITA / interest expense improving above 4x. Four Seasons has very good liquidity. Moody's estimate that sources will total close to $800 million, consisting of cash of about $647 million as of Q1 2024 and Moody's forecast of about $150 million in positive free cash flow through to June 2025. Uses of cash through June 2025 total about $8.5 million, consisting of debt principal repayment. The company does not have a revolving credit facility or any financial maintenance covenants. Alternative sources of liquidity is limited because Four Seasons does not own hotels. The company's $841.5 million ($839.4 million outstanding as of March 31, 2024) senior secured term loan due November 2029 is rated Ba2, the same as the company's corporate family rating as there is no other funded debt in the capital structure. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded if there is clarity around Four Seasons and private equity owners commitment to a conservative financial policy; continued growth in its revenue and hotel base while maintaining high operating margins; debt to EBITDA remains below 3x and EBITA to interest expense rises above 5.5x while maintaining good liquidity. The ratings could be downgraded if debt to EBITDA remains above 4x and EBITA to interest expense is sustained below 4x, the company generates sustained negative free cash flow or financial policies become more aggressive. Four Seasons is a leading luxury hotel management company with a portfolio of 130 managed hotel properties in 47 countries, several of which include a residential component (over 50 residences). The company is majority owned by Cascade Investment, LLC (71.25%) and Kingdom Holding Company holds a minority stake (23.75%). The principal methodology used in these ratings was Business and Consumer Services published in November 2021. FREEDOM 26: Amends Plan to Include Rafalian Debtor Claim -------------------------------------------------------- Winhall 5, LLC, the principal secured creditor of Freedom 26, LLC, submitted a First Amended Disclosure Statement describing First Amended Chapter 11 Plan of Liquidation for the Debtor dated June 17, 2024. This Plan contemplates the orderly sale of the Santa Monica/Brockton Properties free and clear of any Liens, Claims or encumbrances, free and clear of the interest on the Non-Debtor Owners, and free and clear of any interest or Claim of the Rafalian Debtor, including, without limitation, those alleged in the Santa Monica/Brockton Properties Avoidance Action, pursuant to the Auction and Sale Procedures and the appointment of a Plan Trustee that will, among other things, oversee the Auction process, the distribution of the Sale Proceeds from the Auction and otherwise dispose of and administer the remaining assets of the Debtor's Estate. The Auction will be consummated pursuant to the Auction and Sale Procedures. The Auction and Sale Procedures and the Plan provides for the disposition of substantially all of the Debtor's remaining property of the Estate in accordance with Chapter 11 of the Bankruptcy Code. On March 17, 2024, the Debtor and the Rafalian Debtor jointly filed a Disclosure Statement Describing the Chapter 11 Plan of Reorganization Proposed Jointly by Debtors Behnam Rafalian and Freedom 26, LLC (as amended from time to time, the "Debtors' Joint Disclosure Statement") and Chapter 11 Plan of Reorganization Proposed Jointly be Debtors Behnam Rafalian and Freedom 26, LLC. On May 6, 2024, the Debtor filed its Motion for Order Approving Bid and Sale Procedures for Proposed Sale of Santa Monica Boulevard Properties and Brockton Properties (the "Sale Procedures Motion"). Winhall timely filed an objection to the Sale Procedures Motion, and the Court has not granted the Sale Procedures Motion at this time. On April 10, 2024, the Rafalian Debtor initiated that certain adversary action filed with the Bankruptcy Court in the Rafalian Chapter 11 Case entitled Behnam Rafalian, Plaintiff v. Behrooz Refalian, an individual, Ebrahim Rafalian, an individual, ER & GR LLC, a California limited liability company, Malibu, LLC, a California limited liability company, and Freedom 26, LLC, a California limited liability company, which was initiated by the filing the Complaint for (1) Avoidance of Fraudulent Transfers; (2) Objection to Claim No. 20 Filed by Behrooz Refalian; and (3) Objection to Claim No. 21 Filed by Ebrahim Rafalian (the "Santa Monica/Brockton Properties Avoidance Action") seeking to avoid the transfer of the Santa Monica/Brockton Properties by the Rafalian Debtor to the Debtor and Non-Debtor Owners. Class 5 consists of the Shamsam Trust Secured Claim. Unless Winhall, the Debtor and the holder of the Shamsam Trust Secured Claim agree to a different treatment or the holder of the Shamsam Trust Secured Claim, then, on and after the Effective Date, and upon entry of a Final Order Allowing the Shamsam Trust Secured Claim, the Shamsam Trust Allowed Secured Claim shall receive the proceeds of the Santa Monica/Brockton Properties Reserve up to the full amount of the Shamsam Trust Allowed Secured Claim plus accrued interest. Commencing on the Confirmation Date, the Shamsam Trust Allowed Secured Claim (if any) shall accrue interest at the non-compounded SOFR Rate as of the SOFR Rate Date plus 1% (or such other rate agreed to by Winhall, the Holder of such Claim and the Debtor or determined by the Court to be the applicable rate). To the extent there are any Allowed Class 5 Claims, Class 5 is Impaired under the Plan. Therefore, holders of Claims in Class 5 that are Allowed or temporarily Allowed for voting purposes are entitled to vote to accept or reject the Plan. Class 6 consists of the Rafalian Debtor Claim. Unless Winhall, the Debtor and the holder of the Rafalian Debtor Claim agree to a different treatment, then, on and after the Effective Date and upon entry of a Final Order Allowing the Rafalian Debtor Claim and declaring the interests of the Rafalian Debtor in the Santa Monica/Brockton Property Reserve (if any) under the Santa Monica/Brockton Properties First Stipulation and/or the Santa Monica/Brockton Properties Avoidance Action, the holder of the Allowed Rafalian Debtor Claim shall receive the proceeds of the Santa Monica/Brockton Properties Reserve on account of any such interest in the Santa Monica/Brockton Properties pursuant to the Santa Monica/Brockton Properties First Stipulation and/or and the Santa Monica/Brockton Properties Avoidance Action. Like in the prior iteration of the Plan, holders of Allowed Class 7 Claims shall receive their Pro Rata share of the Other Assets and of the Santa Monica/Brockton Properties Reserve after payment of all Allowed Administrative Expenses, Allowed Professional Fees, Allowed Priority Tax Claims, Allowed Claims in Classes 1, 2, 3, 4, and 5(b)(i) and any amounts owed to the Non-Debtor Owners pursuant to the Santa Monica/Brockton Properties First Stipulation, in full and final satisfaction, settlement, and release of, and in exchange for each Allowed General Unsecured Claim. All amounts necessary for the Plan Trustee to make payments or Distributions under the Plan will be paid from any remaining proceeds of the Exit Financing after the Effective Date and the Sale Proceeds as administered by the Plan Trustee and the Receiver Cash. A full-text copy of the First Amended Disclosure Statement dated June 17, 2024 is available at https://urlcurt.com/u?l=KWfQGI from PacerMonitor.com at no charge. Co-Counsel for Creditor Winhall 5: Roger G. Jones, Esq. Andrew J. Shaver, Esq. BRADLEY ARANT BOULT CUMMINGS LLP ONE 22 ONE, 1221 Broadway, Suite 2400 Nashville, TN 37203 Telephone: (615) 252-2323 Facsimile: (615) 252-6323 Co-Counsel for Creditor Winhall 5: Andrew S. Pauly, Esq. Richard G. Stoll, Esq. SHORELINE, A Law Corporation 1299 Ocean Avenue, Suite 400 Santa Monica, CA 90401-1007 Telephone: (310) 451-8001 Facsimile: (310) 395-5961 Ryan C. Squire, Esq. Jennifer R. Slater, Esq. GARRETT & TULLY, P.C. 225 S. Lake Ave., Suite 200 Pasadena, California 91101-4869 Telephone: (626) 577-9500 Facsimile: (626) 577-0813 About Freedom 26 LLC Freedom 26, LLC in Culver City, C, filed its voluntary petition for Chapter 11 protection (Bankr. C.D. Cal. Case No. 23-16953) on Oct. 23, 2023, listing $10 million to $50 million in assets and $1 million to $10 million in liabilities. Benham Rafalian, manager, signed the petition. Benham Rafalian later filed his own Chapter 11 petition (Bankr. C.D. Cal. Case No. 23-17417) on Nov. 8, 2023. Judge Deborah J. Saltzman oversees the cases. Freedom 26 tapped the Law Offices of Raymond H. Aver as legal counsel. FULTON FILMS: Unsecureds Owed $30K to Get 10% of Claims in Plan --------------------------------------------------------------- Fulton Films, LLC, submitted a First Amended Disclosure Statement for First Amended Plan of Liquidation dated June 17, 2024. The Debtor is a New York limited liability company, which owns the real property located at 1156 Fulton Street, Brooklyn, New York ("Property"). At the time the Property was purchased, there were existing real property tax liens acquired by NYCTL 1998-2/MTAG ("1998 Trust") and NYCTL 2019-A Trust MTAG ("2019 Trust") (where appropriate, the 1998 Trust and 2019 Trust will be collectively referred to as the "Trusts") from the City of New York, ranging from 1998 through 2019 ("Liens"), which totaled in excess of $12 million at the time. Additionally, there is a mortgage in favor of Parkway Mortgage, Inc. in the principal amount of $120,000 dated March 17, 1995 which appears of record, as same was assigned to Manufacturers and Traders Trust Company, as Trustee, on behalf of the Holders of the Contimortgage Home Equity Pass-Through Certificates, Series 1999-3 by Select Portfolio Servicing, Inc., F/KA Fairbanks Capital Corp. as Attorney in Fact c/o Select Portfolio Servicing ("Parkway Mortgage") by Assignment of Mortgage recorded on January 24, 2019. Upon information and belief, the Parkway Mortgage is an invalid mortgage. Additionally, any statute of limitations to enforce the Parkway Mortgage has expired. The Parkway Mortgage lien is in bona fide dispute and the Debtor seeks to transfer the Property free and clear of the Parkway Mortgage. On June 20, 2023, the Debtor commenced an adversary proceeding at Adv. Pro. No. 23-1051 (ESS) against the Trusts, the City of New York, Department of Finance and City of New York, Department of Environmental Protection, objecting to the extent and validity of liens of the City and any claims ("Adversary Proceeding"). The current deadline for the defendants to respond to the Adversary Complaint is October 7, 2024. Class 4 consists of the Allowed Unsecured Claims, estimated at less than $30,000, against the Debtor, which includes claims of the Department of Buildings, Department of Sanitation and Department of Health and Mental Hygiene and other unsecured creditors. Allowed Unsecured Claims, if any, will receive a 10% percent distribution on the Effective Date. This Class is unimpaired. Class 8 consists of all Equity Interests. On the Effective Date, all Equity Interests of Florian Senfter, the sole Equity Interest Holder, will be extinguished and the Debtor liquidated in full. Buyer will cause $1,250,000 to be deposited in escrow and Mr. Senfter, shall cause no less than $50,000 to be deposited in escrow with Debtor's counsel to allow timely payment of all sums required to be paid by the Debtor under this Plan on the Effective Date of the Plan. The source of funds are as follows: (a) $450,000 line of credit obtained through Mr. Senfter's personal home equity loan, which has been approved and is ready for funding; (b) $845,000 in financing, reasonably required to fund confirmation; and (c) approximately $30,000 in cash, reasonably required to fund confirmation. A full-text copy of the First Amended Disclosure Statement dated June 17, 2024 is available at https://urlcurt.com/u?l=QZv345 from PacerMonitor.com at no charge. Attorneys for Fulton Films: Anthony Sodono, III, Esq. Michele M. Dudas, Esq. Sari B. Placona, Esq. McMANIMON, SCOTLAND & BAUMANN, LLC 75 Livingston Avenue, Suite 201 Roseland, NJ 07068 Tel: (973) 622-1800 E-mail: asodono@msbnj.com mdudas@msbnj.com splacona@msbnj.com About Fulton Films Fulton Films, LLC, is a Brooklyn-based company engaged in activities related to real estate. It is the fee simple owner of a real property located at 1156 Fulton St., Brooklyn, N.Y., with an appraised value of $960,000. Fulton Films filed its voluntary petition for Chapter 11 protection (Bankr. E.D.N.Y. Case No. 23-40094) on Jan. 12, 2023, with $963,845 in assets and $12,991,779 in liabilities. Florian Senfter, sole member of Fulton Films, signed the petition. Judge Elizabeth S. Stong oversees the case. Anthony Sodono, III, Esq., McManimon Scotland & Baumann, LLC, serves as the Debtor's legal counsel. GAUCHO GROUP: Hires Gerhard Heusch to Lead Algodon Mansion Makeover ------------------------------------------------------------------- Gaucho Group Holdings, Inc. announced July 1, 2024, it has engaged architect Gerhard Heusch to lead new renovation projects at Algodon Mansion, which include strategic value enhancements such as a showroom and sales office for the Company's luxury vineyard real estate project, Algodon Wine Estates. These renovations also include the addition of a new 1,300 sqft Royal Suite, and a lobby upgrade with a new piano bar to enhance the guest experience. These improvements aim to capitalize on the increased business and tourism traffic coming into the country under President Javier Milei's business-friendly administration. Moreover, they position Algodon Mansion as a premier luxury hospitality destination as well as an ambassador and sales tool for Gaucho Holdings' $100 million luxury vineyard real estate project in San Rafael, Mendoza. Algodon Mansion in Buenos Aires is an all-suite luxury boutique hotel fashioned in Belle Epoque architecture. Exuding old-world Argentinean charm while providing state-of-the-art luxuries, Algodon Mansion includes 24-hour concierge service, a wine cellar, lobby bar, a covered outside patio and fireplace, and on the rooftop a luxurious pool and lounge bar. It is part of the real estate and hospitality portfolio of Gaucho Holdings (gauchoholdings.com), which includes luxury experiences, properties, and products that celebrate the vibrant and distinctive Argentinian lifestyle. To learn more about Algodon Mansion, visit www.algodonhotels.com. Heusch Architects, with offices in Los Angeles, Paris, and Buenos Aires, led the initial renovation on Algodon Mansion, prior to its grand opening in 2009. Gerhard Heusch, Principal of Heusch's Architects, commented, "I got involved in 2005 when Scott Mathis asked me to take a look at this crumbling beauty in Recoleta. The building was almost destroyed inside, but the harmonious and elegant proportions of the spaces and the Belle Epoque details were still there, as well as the beautiful facade, although they needed a lot of care and reconstruction. It was a labor of love to restore it and transform this stunning building, first built in 1912, into a luxurious mansion functioning as a hotel. Scott Mathis's vision was to convey to our guests a stay in an Argentinian Belle Epoque mansion -- prestigious and elegant but not pretentious." Scott Mathis, CEO and Founder of Gaucho Group Holdings, Inc., stated, "We are doubling down on our real estate assets and opportunities in Argentina with significant investments in Algodon Mansion and beyond. These key upgrades are expected to significantly enhance the real estate value of Algodon Mansion within Gaucho Holdings' portfolio. The planned renovations are in line with our strategy to invest in high-potential real estate assets, especially considering Argentina's current business-friendly policies under the Milei administration. We believe the time is ideal to buy Argentina real estate assets, and these renovations reflect our commitment to enhancing the value and appeal of our properties in this promising market." About Gaucho Group Headquartered in New York, NY, Gaucho Group Holdings, Inc. was incorporated on April 5, 1999. Through its wholly-owned subsidiaries, GGH invests in, develops and operates real estate projects in Argentina. GGH operates a hotel, golf and tennis resort, vineyard and producing winery in addition to developing residential lots located near the resort. In 2016, GGH formed a new subsidiary, Gaucho Group, Inc. and in 2018, established an e-commerce platform for the manufacture and sale of high-end fashion and accessories. In February 2022, the Company acquired 100% of Hollywood Burger Argentina, S.R.L., now Gaucho Development S.R.L., through InvestProperty Group, LLC and Algodon Wine Estates S.R.L., which is an Argentine real estate holding company. In addition to GD, the activities in Argentina are conducted through its operating entities: InvestProperty Group, LLC, Algodon Global Properties, LLC, The Algodon - Recoleta S.R.L, Algodon Properties II S.R.L., and Algodon Wine Estates S.R.L. Algodon distributes its wines in Europe under the name Algodon Wines (Europe). On June 14, 2021, the Company formed a wholly-owned Delaware limited liability company subsidiary, Gaucho Ventures I - Las Vegas, LLC, for purposes of holding the Company's interest in LVH Holdings LLC. New York, NY-based Marcum LLP, the Company's auditor since 2013, issued a "going concern" qualification in its report dated April 29, 2024, 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. GENIE INVESTMENTS: Plan Exclusivity Period Extended to August 18 ---------------------------------------------------------------- Judge Jason A. Burgess of the U.S. Bankruptcy Court for the Middle District of Florida extended Genie Investments NV, Inc.'s exclusive periods to file a chapter 11 plan of reorganization and obtain acceptance thereof to August 18 and October 18, 2024, respectively. As shared by Troubled Company Reporter, the Debtor was a defendant in multiple State and Federal Court cases which had alleged that the Debtor had defrauded approximately 100 creditors of nearly $15M in loans. The Debtor has vigorously disputed the claims of fraud by the creditors based the Debtor itself being a victim of fraud by it's wholesale lender. The Debtor explains that it has has made good faith progress toward reorganization by, among other things, making progress towards establishing a claims bar date, and engaging in fruitful, ongoing dialogue and document production with the Examiner. The Debtor is in the process of filing stay violations motions against several pre-petition creditors and a motion to disband the creditor's committee based on the breach of fiduciary duty to the estate and other creditors. Since filing this Chapter 11 Case, the Debtor believes that it has continued to pay substantially all of its undisputed, post petition expenses and invoices in the ordinary course of business or as otherwise provided by order of the Court. Genie Investments NV, Inc. is represented by: Bryan K. Mickler, Esq. Law Offices of Mickler & Mickler, LLP 5452 Arlington Expy. Jacksonville, FL 32211 Tel: (904) 725-0822 Fax: (904) 725-0855 Email: bkmickler@planlaw.com About Genie Investments NV Genie Investments NV Inc. filed a Chapter 11 bankruptcy petition (Bankr. M.D. Fla. Case No. 24-00496) on Feb. 21, 2024, disclosing under $1 million in both assets and liabilities. The Debtor tapped Law Offices of Mickler & Mickler, LLP, as counsel. GLUCOTRACK INC: Closes $100K Private Placement Financing -------------------------------------------------------- Glucotrack, Inc. reported in a Form 8-K filed with the Securities and Exchange Commission that on July 1, 2024, it entered and closed note and warrant purchase agreements with certain investors, providing for the private placement of unsecured promissory notes in the aggregate principal amount of $100,000 and warrants to purchase up to an aggregate of 300,000 shares of the Company's common stock, par value $0.001 per share. The Notes bear simple interest at the rate of three percent per annum and are due and payable in cash on the earlier of: (a) 12 months from the date of the Note; or (b) the date the Company raises third-party equity capital in an amount equal to or in excess of $1,000,000. The Company may prepay the Notes at any time prior to the Maturity Date without penalty. If an event of default occurs, the then-outstanding principal amount of the Notes plus any unpaid accrued interest will accelerate and become immediately payable in cash. Each Warrant has an exercise price of $4.95 per share. The Warrants are immediately exercisable and have a five-year term. The Purchase Agreement contains customary representations, warranties and agreements by the Company. About GlucoTrack Inc. Rutherford, N.J.-based GlucoTrack, Inc. is focused on the design, development, and commercialization of novel technologies for people with diabetes. The Company was founded with a mission to develop GlucoTrack, a noninvasive glucose monitoring device designed to help people with diabetes and pre-diabetics obtain glucose level readings without the pain, inconvenience, cost and difficulty of conventional (invasive) spot finger stick devices. Tel-Aviv, Israel-based Fahn Kanne & Co., Grant Thornton Israel, the Company's auditor since 2010, issued a "going concern" qualification in its report dated March 28, 2024, citing that the Company has incurred net losses and negative cash flows from its operations and comprehensive loss since its inception and as of December 31, 2023, there is an accumulated deficit of $109,853. These conditions, along with other matters, raise substantial doubt about the Company's ability to continue as a going concern. GOLF CARTS: L. Todd Budgen Named Subchapter V Trustee ----------------------------------------------------- The U.S. Trustee for Region 21 appointed L. Todd Budgen, Esq., a practicing attorney in Longwood, Fla., as Subchapter V trustee for Golf Carts On Line, Inc. Mr. Budgen will be paid an hourly fee of $400 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Budgen declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: L. Todd Budgen, Esq. P.O. Box 520546 Longwood, FL 32752 Tel: (407) 232-9118 Email: Todd@C11Trustee.com About Golf Carts On Line Golf Carts On Line, Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-03018) on June 16, 2024, with up to $50,000 in assets and up to $500,000 in liabilities. Judge Lori V. Vaughan presides over the case. Kenneth D. Herron, Jr. Esq., at Herron Hill Law Group, PLLC represents the Debtor as legal counsel. HEALTHLYNKED CORP: COO Discloses Ownership of 40,000 Common Shares ------------------------------------------------------------------ William Crupi, chief operating officer of HealthLynked Corp., filed a Form 3 Report with the U.S. Securities and Exchange Commission, disclosing direct beneficial ownership of 40,000 shares of common stock of the Company. Additionally, Mr. Crupi has direct beneficial ownership of (i) employee stock option to purchase 72,464 shares of the Company's common stock, exercisable until December 21, 2033, at a price of $0.069 per share; and (ii) employee stock option to purchase 300,000 shares of the Company's common stock, exercisable until June 25, 2034, at a price of $0.081 per share. A full-text of Mr. Crupi's SEC Report is available at: https://www.sec.gov/Archives/edgar/data/1680139/000121390024056717/xslF345X02/ownership.xml About HealthLynked Corp. Naples, Fla.-based HealthLynked Corp. was incorporated in the State of Nevada on August 4, 2014. It operates a cloud-based patient information network and record archiving system in the United States, and currently operates through three distinct divisions: the Health Services Division, the Digital Healthcare Division, and the Medical Distribution Division. As of March 31, 2024, the Company has $3,890,759 in total assets, $3,669,265 in total liabilities, and total stockholders' equity of $221,494. New York, NY-based RBSM LLP, the Company's auditor since 2014, issued a "going concern" qualification in its report dated April 1, 2024, citing that the Company has recurring losses from operations, limited cash flow, and an accumulated deficit. These conditions raise substantial doubt about the Company's ability to continue as a going concern. HENAO CONTEMPORARY: Aaron Cohen Named Subchapter V Trustee ---------------------------------------------------------- The U.S. Trustee for Region 21 appointed Aaron Cohen, Esq., a practicing attorney in Jacksonville, Fla., as Subchapter V trustee for Henao Contemporary Center, LLC. Mr. Cohen will be paid an hourly fee of $315 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Cohen declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Aaron R. Cohen, Esq. P.O. Box 4218 Jacksonville, FL 32201 Tel: (904) 389-7277 Email: aaron@arcohenlaw.com About Henao Contemporary Center Henao Contemporary Center, LLC filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-03013) on June 14, 2024, with up to $50,000 in assets and up to $100,000 in liabilities. Judge Tiffany P. Geyer presides over the case. Jeffrey Ainsworth, Esq., at Bransonlaw PLLC represents the Debtor as legal counsel. HNO INTERNATIONAL: Widens Net Loss to $565,033 in Fiscal Q2 ----------------------------------------------------------- HNO International, Inc. filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $565,033 for the three months ended April 30, 2024, compared to a net loss of $297,848 for the three months ended April 30, 2023. For the six months April 30, 2024, the Company reported a net loss of $1,087,817, compared to a net loss of $502,221 for the six months ended April 30, 2023. At April 30, 2024, the Company had an accumulated deficit of $42,697,762. HNO said, "We will be required to raise additional funds through public or private financing, additional collaborative relationships, or other arrangements until we are 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." As of April 30, 2024, the Company had $1,389,359 million in total assets, $2,310,227 in total liabilities, and $920,868 in total stockholders' deficit. A full-text copy of the Company's Form 10-Q is available at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1342916/000126246324000067/hnoi10q043024.htm About HNO International Headquartered in Murrieta, California, HNO International, Inc., a Nevada corporation, 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. 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 raises substantial doubt about its ability to continue as a going concern. On May 7, 2024, it dismissed BF Borgers CPA, PC as its independent accountant to audit the Company's financial statements, after the firm and its owner, Benjamin F. Borgers, were charged by the Securities and Exchange Commission with deliberate and systemic failures to comply with Public Company Accounting Oversight Board (PCAOB) standards in its audits and reviews incorporated in more than 1,500 SEC filings from January 2021 through June 2023; falsely representing to their clients that the firm's work would comply with PCAOB standards; fabricating audit documentation to make it appear that the firm's work did comply with PCAOB standards; and falsely stating in audit reports included in more than 500 public company SEC filings that the firm's audits complied with PCAOB standards. Borgers agreed to pay a $14 million civil penalty and agreed to permanent suspensions from appearing and practicing before the Commission as accountants, effective immediately. On the same date, the Company's Board of Directors approved the engagement of Barton CPA, an independent registered public accounting firm, as the Company's new independent accountant to audit the Company's financial statements and to perform reviews of interim financial statements. HORNBLOWER HOLDINGS: Seeks to Extend Plan Exclusivity to October 18 ------------------------------------------------------------------- Hornblower Holdings LLC and its Debtor Affiliates asked the U.S. Bankruptcy Court for the Southern District of Texas to extend their exclusivity periods to file a plan of reorganization and obtain acceptance thereof to October 18 and December 17, 2024, respectively. The Debtors claim that they have dedicated substantial time and resources since the Petition Date to addressing and consensually resolving any issues with these parties, such as reaching a settlement with the Creditors' Committee and finalizing the terms of the Plan. The size and complexity of these chapter 11 cases, along with the breadth and depth of financial and legal issues involved therein, warrant the requested extension of the Exclusive Periods. The Debtors explain that given the size and complexity of these chapter 11 cases, a relatively short amount of time has elapsed since the Petition Date. The Debtors are requesting the Exclusive Periods extension solely out of an abundance of caution to facilitate consummation of the Plan free of the distraction and delay a competing plan may cause, to the detriment of all stakeholders. The Debtors assert that they seek to maintain exclusivity so parties with competing interests do not impede the Debtors' efforts to effectuate a value-maximizing restructuring. Extending exclusivity benefits all parties in interest by preventing the drain on time and the resources of the Debtors' estates that will occur when multiple parties, with potentially diverging interests, pursue the consideration of their own respective plans. Moreover, all stakeholders in these chapter 11 cases benefit from continued stability and predictability that a centralized process provides, which can only occur while the Debtors remain the sole plan proponents. Additionally, even if the Court approves an extension of the Exclusive Periods, nothing prevents parties in interest from later arguing to the Court that cause supports termination of the Debtors' exclusivity, should such cause arise. Counsel to the Debtors: John F. Higgins, Esq. M. Shane Johnson, Esq. Megan Young-John, Esq. PORTER HEDGES LLP 1000 Main St., 36th Floor Houston, Texas 77002 Tel: (713) 226-6000 Fax: (713) 226-6248 E-mail: jhiggins@porterhedges.com sjohnson@porterhedges.com myoung-john@porterhedges.com - and - Paul M. Basta, Esq. Jacob A. Adlerstein, Esq. Kyle J. Kimpler, Esq. Sarah Harnett, Esq. Neda Davanipour, Esq. PAUL, WEISS, RIFKIND, WHARTON & GARRISON LLP 1285 Avenue of the Americas New York, New York 10019 Tel: (212) 373-3000 Fax: (212) 757-3990 E-mail: pbasta@paulweiss.com jadlerstein@paulweiss.com kkimpler@paulweiss.com sharnett@paulweiss.com ndavanipour@paulweiss.com About Hornblower Holdings Hornblower Holdings, LLC and its affiliates filed Chapter 11 petitions (Bankr. S.D. Texas Lead Case No. 24-90061) on Feb. 21, 2024. At the time of the filing, Hornblower reported $500 million to $1 billion in assets and $1 billion to $10 billion in liabilities. Judge Marvin Isgur oversees the cases. The Debtors tapped Porter Hedges, LLP and Paul, Weiss, Rifkind, Wharton & Garrison, LLP as bankruptcy counsels; Borden Ladner Gervais, LLP as Canadian counsel; Guggenheim Securities, LLC as investment banker; and Alvarez & Marsal North America, LLC as restructuring advisor. Omni Agent Solutions, Inc. is the Debtor's notice and claims agent and administrative advisor. INTERNATIONAL LAND: Bush & Associates Raises Going Concern Doubt ---------------------------------------------------------------- International Land Alliance 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 its auditor expressed substantial doubt about the Company's ability to continue as a going concern. Henderson, Nev.-based Bush & Associates CPA LLC, the Company's auditor since 2024, issued a "going concern" qualification in its report dated June 27, 2024, citing that the Company has suffered net losses from operations, which raises substantial doubt about its ability to continue as a going concern. The Company has faced significant liquidity shortages as shown in the accompanying consolidated financial statements. As of December 31, 2023, the Company's current liabilities exceeded its current assets by approximately $26.9 million. The Company has recorded a net loss of $2.1 million for the year ended December 31, 2023, and has an accumulated deficit of approximately $27.2 million as of December 31, 2023. Net cash used in operating activities for the year ended December 31, 2023, was approximately $2.2 million. The Company's ability to continue as a going concern is dependent on the Company's ability to generate revenues from its properties, raise capital or issue debt instruments. The Company is currently raising additional capital through debt and equity financing in order to continue the funding of its operations, which may have the effect of diluting the holdings of existing shareholders. Management anticipates that the Company's capital resources will significantly improve if its plots of land gain wider market recognition and acceptance resulting in increased plot sales. If the Company is not successful with its marketing efforts to increase sales and weak demand for purchase of plots continues, the Company will continue to experience a shortfall in cash, and it will be necessary to further reduce its operating expenses in a manner or obtain funds through equity or debt financing in sufficient amounts to avoid the need to curtail its future operations subsequent to December 31, 2022. The direct impact of these conditions is not fully known. There is also uncertainty pertaining to the transfer of title of the lands currently owned by companies controlled by our Chief Executive Officer. However, there can be no assurance that the Company would be able to secure additional funds if needed and that if such funds were available on commercially reasonable terms or in the necessary amounts, and whether the terms or conditions would be acceptable to the Company. In such case, the reduction in operating expenses might need to be substantial in order for the Company to generate positive cash flow to sustain the operations of the Company. A full-text copy of the Company's Form 10-K is available at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1657214/000149315224025481/form10-k.htm About International Land Alliance San Diego, Calif.-based International Land Alliance, Inc. was incorporated under the laws of the State of Wyoming on September 26, 2013. The Company is a residential land development company with target properties located in the Baja California, Northern region of Mexico and Southern California. The Company's principal activities are purchasing properties, obtaining zoning and other entitlements required to subdivide the properties into residential and commercial building plots, securing financing for the purchase of the plots, improving the properties infrastructure and amenities, and selling the plots to homebuyers, retirees, investors, and commercial developers. As of December 31, 2023, the Company had $30.4 million in total assets, $28.7 million in total liabilities, $603,500 in total temporary equity, and $1.1 million in total stockholders' equity. INTRUSION INC: Names Dion Hinchcliffe as Director to Fill Vacancy ----------------------------------------------------------------- Intrusion Inc. disclosed in a Form 8-K filed with the Securities and Exchange Commission that on June 26, 2024, the Board of Directors of the Company filled a vacant Board seat by appointing Dion Hinchcliffe to serve as a member of the Board of Directors effective as of the close of business on July 1, 2024, until the next annual meeting of stockholders, at which time Mr. Hinchcliffe has been nominated to stand for election. Mr. Hinchcliffe, age 54, is currently vice president of CIO Practice at The Futurum Group and an executive fellow at Dartmouth College's Tuck Center for Digital Strategies. Prior to joining the Futurum Group, Mr. Hinchcliffe was VP and Principal Analyst at Constellation Research from 2017 through May 2024 where he researched and advised clients on the issues of enterprise technology leadership, digital transformation, and stakeholder experience. Mr. Hinchcliffe is a veteran of enterprise IT and several Internet startups and has extensive practical experience with enterprise strategy and operational issues and is a widely followed commentator and industry analyst for ZDNet. Mr. Hinchcliffe is also a frequent keynote speaker and co-author of two books on intersection of technology and business including Web 2.0 Architectures from O'Reilly as well as the bestselling Social Business By Design (John Wiley & Son.) The Board considers Mr. Hinchcliffe to be an independent director under the Company's categorical standards of independence and applicable Nasdaq requirements. As a non-management member of the Board, Mr. Hinchcliffe will receive the compensation paid to non-management directors for service on the Board and its committees. Specifically, the cash component of non-management director compensation currently consists of (i) an annual retainer of $30,000, payable in quarterly installments of $7,500; and (ii) an additional annual fee ranging from $7,500 to $18,000 depending on Committee appointment. Equity awards are another element of non-management director compensation. Each non-management director currently receives annually, if and as approved by the Board, a restricted stock unit award. Under Intrusion's current compensation program for non-management directors, the annual restricted stock award is not to exceed the number of restricted shares obtained by dividing $70,000 by the closing price of a share of Common Stock on the date of grant. While the Board has the flexibility to determine at the time of each grant the vesting provisions for that grant, historically the stock option awards vest one year following the date of grant. As Mr. Hinchcliffe was elected within the overall Annual Meeting timeframe, the amount of his annual retainer and restricted stock award is consistent with the amounts to be paid to the other non-management directors for service on the Board and its committees. About Intrusion Headquartered in Plano, Texas, Intrusion Inc. offers businesses of all sizes and industries products and services that leverage the Company's exclusive threat intelligence database of over 8.5 billion IP addresses and domain names. After many years of gathering intelligence and providing its INTRUSION TraceCop and Savant solutions exclusively to government entities, the Company released its first commercial product in 2021, the INTRUSION Shield. INTRUSION Shield was designed to allow businesses to incorporate a Zero Trust, reputation-based security solution into their existing infrastructure to observe traffic flow and instantly block known malicious or unknown connections from both entering or exiting a network, making it an ideal solution for protecting from Zero-Day and ransomware attacks. Dallas, Texas-based Whitley Penn LLP, the Company's auditor since 2009, issued a "going concern" qualification in its report dated April 1, 2024, citing that the Company has suffered recurring losses from operations, negative cash flows from operations, and has a net working capital deficiency that raise substantial doubt about its ability to continue as a going concern. JNJ HOME: No Patient Complaints, 3rd PCO Report Says ---------------------------------------------------- Joseph Tomaino, the duly appointed patient care ombudsman, filed with the U.S. Bankruptcy Court for the Eastern District of New York his third report regarding the quality of patient care provided by JNJ Home Health Care, Inc. Since the last report, the PCO has had several calls to interview the healthcare provider and select staff. Care is provided in patient homes so there is no way to observe care delivery. The PCO stated that based on JNJ's report, business has been improving with the addition of a contract to provide in-home services to children. Mr. Tomaino asked if aides are provided with the supplies they need for provision of care where JNJ responded that the supplies are provided under reimbursement by Medicaid to the homes where the recipients of care reside. JNJ added that there have been difficulties when family members have been unwilling to make the supplies available to the caregivers. JNJ reported no issues meeting payroll. The PCO received no patient or family complaints during this reporting period. A copy of the ombudsman report is available for free at https://urlcurt.com/u?l=HNIFB4 from PacerMonitor.com. The ombudsman may be reached at: Joseph J. Tomaino Grassi Healthcare Advisors LLC 750 Third Ave New York, NY 10017 Telephone: (212) 223-5020 Email: jtomaino@grassihealthcareadvisors.com About JNJ Home Health Care JNJ Home Health Care, Inc. is a provider of home healthcare services in Brooklyn, N.Y. JNJ Home Health Care filed Chapter 11 petition (Bankr. E.D.N.Y. Case No. 23-41382) on April 24, 2023. In the petition signed by its chief executive officer, Caren D. Serieux-Bazelais, the Debtor disclosed $1,616,300 in assets and $3,550,540 in liabilities. Judge Jil Mazer-Marino oversees the case. The Debtor tapped the Law Office of James J. Rufo as bankruptcy counsel; the Law Office of Charles A. Higgs as special litigation counsel; and Hickey & Hickey Accounting Consultants as accountant. Joseph J. Tomaino, chief executive officer of Grassi Healthcare Advisors, LLC, is the patient care ombudsman appointed in the Debtor's case. JOSHUA TREE: Richard Furtek Named Subchapter V Trustee ------------------------------------------------------ The U.S. Trustee for Regions 3 and 9 appointed Richard Furtek of Furtek & Associates, LLC as Subchapter V trustee for Joshua Tree Learning Experience, Inc. Mr. Furtek will be paid an hourly fee of $325 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Furtek declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Richard E. Furtek Furtek & Associates, LLC Lindenwood Corporate Center 101 Lindenwood Drive, Suite 225 Malvern, PA 19355 Phone: (215) 768-8030 Email: rfurtek@furtekassociates.com About Joshua Tree Learning Experience Joshua Tree Learning Experience, Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Pa. Case No. 24-12069) on June 17, 2024, with as much as $50,000 in both assets and liabilities. Judge Patricia M. Mayer presides over the case. Maggie S. Soboleski, Esq., at Center City Law Offices, LLC represents the Debtor as bankruptcy counsel. LAN CONSTRUCTION: Lechner's Unsecureds to Get 7 Cents on Dollar --------------------------------------------------------------- LAN Construction LLC and Lechner's Inc. filed with the U.S. Bankruptcy Court for the Southern District of Indiana a Joint Plan of Reorganization for Small Business dated June 17, 2024. LAN is an Indiana limited liability company that was founded in 2007 by Luke A. Nordhoff, to repair residential foundation issues. LAN repairs foundations by installing push piers, carbon fiber straps, pilasters, tiebacks, and helicals. Lechner's is a corporation formed under the laws of the State of Indiana, with its principal place of business located at 5274 W SR 56, Jasper, Dubois County, Indiana 47546. Since 1988, Debtor has been in the excavation business, which provides site work, including digging pads for new construction and putting pipes in the ground for utilities. Lechner's does not have employees, rather it subcontracts LAN's employees and reimburses LAN for the labor. Lechner's primary assets are the commercial real property that is the principal place of business for both the Debtors and heavy equipment. The Plan contemplates that Lechner's will purchase certain tangible and intangible assets of LAN to allow Lechner's to provide the same services as LAN, namely, foundation repair. The remaining assets of LAN will be liquidated and paid primarily to its largest secured creditor, Hoosier Hills Credit Union. Lechner's will pay the liquidation value of the assets it purchases over 60 months via a promissory note to LAN. By consolidating similar but distinct service offerings, Lechner's will streamline its operations, reduce overhead, and increase revenue. In addition to tangible assets, Lechner's will also purchase LAN's goodwill, customer lists, intellectual property, and website. Lechner's will pay a total sum of $75,000 over five years to LAN for the assets. Lechner's will continue paying the monthly payments on the vehicles it acquires from LAN. The remaining assets belonging to LAN will be auctioned, with the net proceeds estimated to total approximately $10,000. LAN does not anticipate making a distribution to any unsecured creditor. The Debtors estimate that the liquidation value of all LAN's assets is $193,002.26 before the costs of sale. Those assets are secured by purchase money liens in the amount of $113,972.68, leaving a residual value of $79,029.58. Hoosier Hills Credit Union is secured by a lien on substantially all LAN's assets in the amount of $350,062.41, which leaves no equity to be distributed to unsecured creditors in a chapter 7. Any assets remaining after Lechner's purchase will be auctioned off and the sale proceeds will be distributed to Hoosier Hills Credit Union. The financial projections show that Lechner's will have projected disposable income for the five year period of $256,815.48. The final Plan payment is expected to be paid in the 60th month following the Effective Date of the Plan. This Plan of Reorganization proposes to pay creditors of Lechner's Inc. from future income and cash flow from operations. Non-priority unsecured creditors holding allowed claims against LAN will not receive a distribution under the Plan. Unsecured Claims against LAN total $166,558.26. Non-priority unsecured creditors holding allowed claims will receive distributions, which Lechner's projects to total $15,000, or 7 cents on the dollar if all claims are allowed as filed. This Plan also provides for the payment of administrative and unclassified priority claims. Unsecured Claims against Lechner's total $195,211.69. Class 13 consists of General Unsecured Claims. Each holder of an allowed Class 13 claim shall, in exchange for full and final satisfaction, settlement, and release of such Claim, receive its pro rata portion of the Class distributions described herein, based on the total amount of all Class 13 claims allowed or pending at that time. If any Class 13 claim has been disputed and has not been allowed at the time of any distribution, the Debtor shall pay the distribution that would have been paid on account of such disputed claim to the Subchapter V Trustee, to hold the funds in trust until such claim has been allowed by order of the Bankruptcy Court or agreement of the Debtor. If such claim is disallowed, the Trustee shall refund the funds in question to the Debtor to distribute to holders of allowed Class 13 claims as provided herein. This Class is impaired. Luke Nordhoff shall retain his shares of the Debtors. LAN shall be dissolved after its assets are administered and Lechner's shall continue as the Reorganized Debtor. The Debtors anticipate that all distributions to holders of Allowed Claims, will be funded from sale of certain of LAN's assets and from Lechner's future revenue and cash flow. A full-text copy of the Joint Plan dated June 17, 2024 is available at https://urlcurt.com/u?l=60uZbH from PacerMonitor.com at no charge. Counsel for the Debtors: William P. Harbison, Esq. Joseph H. Haddad, Esq. SEILLER WATERMAN LLC Meidinger Tower - 22nd Floor 462 S. Fourth Street Louisville, KY 40202 Telephone: (502) 584-7400 Facsimile: (502) 583-2100 E-mail: harbison@derbycitylaw.com E-mail: haddad@derbycitylaw.com About LAN Construction LLC LAN Construction LLC provides foundation and concrete solutions to customers in the Dubois County and surrounding area. LAN Construction, LLC and Lechner's Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Ind. Lead Case No. 24-70073) on Feb. 15, 2024. In the petition signed by Luke Nordhoff, president, LAN disclosed up to $500,000 in assets and up to $10 million in liabilities. Judge Andrea K. Mccord oversees the cases. William P. Harbison, Esq., at Seiller Waterman LLC, represents the Debtors as legal counsel. LIVEONE INC: Incurs $11.97 Million Net Loss in FY Ended March 31 ---------------------------------------------------------------- LiveOne, Inc. filed with the Securities and Exchange Commission its Annual Report on Form 10-K reporting a net loss attributable to the Company of $11.97 million on $118.44 million of revenue for the year ended March 31, 2024, compared to a net loss attributable to the Company of $10.02 million on $99.61 million of revenue for the year ended March 31, 2023. As of March 31, 2024, the Company had $63.86 million in total assets, $57.31 million in total liabilities, $4.96 million in mezzanine equity, and $1.60 million in equity. Los Angeles, CA-based Macias Gini & O'Connell LLP, the Company's auditor since 2022, issued a "going concern" qualification in its report dated July 1, 2024, citing that the Company has suffered recurring losses from operations, negative cash flows from operating activities and has a net capital deficiency. These matters raise substantial doubt about the Company's ability to continue as a going concern. LiveOne said, "Our long-term ability to continue as a going concern is dependent upon our ability to increase revenue, reduce costs, achieve a satisfactory level of profitable operations, and obtain additional sources of suitable and adequate financing. Our ability to continue as a going concern is also dependent its ability to further develop and execute on our business plan. We may also have to reduce certain overhead costs through the reduction of salaries and other means and settle liabilities through negotiation. There can be no assurance that management's attempts at any or all of these endeavors will be successful." A full-text copy of the Form 10-K is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1491419/000143774924021725/lvo20240331_10k.htm About LiveOne Headquartered in Los Angeles, California, LiveOne, Inc. (NASDAQ: LVO) (formerly known as LiveXLive Media, Inc.) is engaged in the acquisition, distribution and monetization of live music, Internet radio, podcasting and music-related streaming and video content. Through its comprehensive service offerings and innovative content platform, the Company provides music fans the ability to listen, watch, attend, engage and transact. Serving a global audience, the Company's mission is to bring the experience of live music and entertainment to consumers wherever music and entertainment is watched, listened to, discussed, deliberated or performed around the world. LIVINGSTON TOWNSHIP: Seeks to Extend Plan Exclusivity to August 5 ----------------------------------------------------------------- Livingston Township Fund One, LLC, asked the U.S. Bankruptcy Court for the Southern District of Mississippi to extend its exclusivity period to file a plan of reorganization to August 5, 2024. The Court has previously entered orders approving the sale of 3 parcels of property, free and clear of liens. The only remaining property to be sold is a 2-story building located at 1150 Old Cedars Lane, Building J, Flora, Mississippi. The Bank of Montgomery and Livingston have agreed that the automatic stay will lift on the remaining real estate on July 31, 2024, in the event that Livingston does not present a contract for the sale of said real estate for at least $1.6 million with no contingencies by that date. The Debtor believes that there is substantial equity in the property that will generate funds to contribute to the proposed distribution through the plan. The Debtor claims that the requested extension will allow it to file a plan based on actual facts as the remaining real estate's status will have been determined by the date the plan is due. Livingston Township is represented by: Thomas Carl Rollins, Jr., Esq. The Rollins Law Firm, PLLC P.O. Box 13767 Jackson, MS 39236 Telephone: (601) 500-5533 Email: tc@therollinsfirm.com About Livingston Township Fund One Livingston Township Fund One, LLC filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D. Miss. Case No. 23-02573) on Nov. 6, 2023, with $1 million to $10 million in both assets and liabilities. Craig Geno, Esq., at the Law Offices of Craig M. Geno, PLLC serves as Subchapter V trustee. Judge Jamie A. Wilson oversees the case. The Debtor tapped The Rollins Law Firm, PLLC, Steven H. Smith, PLLC and Eileen N. Shaffer, Esq., a practicing attorney in Jackson, Miss., as bankruptcy counsels; and Jernigan Copeland Attorneys, PLLC as special counsel. Phillips & Company is the Debtor's accountant. MARS INTERMEDIATE: S&P Alters Outlook to Negative, Affirms 'B' ICR ------------------------------------------------------------------ S&P Global Ratings revised the rating outlook on Los Angeles-based customer support and business process outsourcing provider Mars Intermediate Ltd. (VXI Global Solutions; VXI) to negative from stable and affirmed the 'B' issuer credit rating. The negative outlook reflects the risk that S&P Global Ratings-adjusted cash flow coverage ratios could remain below its downgrade trigger and leverage could rise further because of business underperformance. VXI's 2023 performance was weaker than forecast. Revenues slowed after key customer volumes deviated from expectations. Revenue declined 2.5% due to pullback from some of VXI's larger clients within its concentrated customer base and overall softer-than-expected demand. An increasingly cost-conscious customer base led to some volume deflections. Delays in ramping up additional business slowed VXI's revenue pipeline. Lower top-line growth, combined with some temporary overstaffing, and unfavorable changes in logo-mix compressing margins, all led to 2023 free operating cash flow (FOCF) to debt of 1.7%, which fell short of S&P's prior forecast of 7%-7.5%. S&P said, "Our revised base case assumes cash flow will remain challenged in 2024. VXI depends on a ramp-up of volumes in a challenging competitive environment. As is standard for the industry, contracts typically do not lock in long-term volume, leaving VXI's concentrated customer base further susceptible to volume volatility. If VXI ramps up volume to what we project, it would face significant upfront spending and meaningful working capital outflow of about $35 million this year. We note VXI has made efforts to improve its working capital management through expediting invoicing and tightening collections, though this has not yet fully materialized. Pairing our expectations of tapered performance with elevated outflow, we expect an FOCF deficit of about $4 million in 2024. "We believe VXI's challenges could subside and that the company will revert to healthy credit metrics by 2025. We recognize business risks could subside if VXI initiates volumes in its pipeline faster than anticipated or upcoming automation initiatives boost demand more than we anticipate. Should VXI ramp up revenues and improve margins, we expect 2025 FOCF to debt will revert to the mid-single-digit percents, which would be performing within the range required to maintain a 'B' rating. Cash flow improvements will continue to be important, with required amortization payments stepping up in 2025 and VXI's interest rate hedge set to expire in July 2026. "The negative outlook reflects our expectation that VXI's performance could remain soft this year, pressuring FOCF and credit metrics." MELT BAR: Patricia Fugee Named Subchapter V Trustee --------------------------------------------------- The U.S. Trustee for Regions 3 and 9 appointed Patricia Fugee of FisherBroyles, LLP as Subchapter V trustee for Melt Bar and Grilled, Inc. Ms. Fugee will be paid an hourly fee of $365 for her services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Ms. Fugee declared that she is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Patricia B. Fugee FisherBroyles, LLP 27100 Oakmead Drive #306 Perrysburg, OH 43551 Phone: (419) 874-6859 Email: Patricia.Fugee@FisherBroyles.com About Melt Bar and Grilled Melt Bar and Grilled, Inc. owns and operates four restaurants in Ohio. The Debtor filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. N.D. Ohio Case No. 24-50879) on June 14, 2024, with up to $1 million in assets and up to $10 million in liabilities. Matthew K. Fish, president, signed the petition. Judge Alan M. Koschik oversees the case. Frederic P. Schwieg, Esq., at Frederic P. Schwieg Attorney at Law, is the Debtor's bankruptcy counsel. NEP BROADCASTING: KKR Income Marks $7.4MM Loan at 18% Off --------------------------------------------------------- KKR Income Opportunities Fund has marked its $7,495,000 loan extended to NEP Broadcasting LLC to market at $6,116,000 or 82% of the outstanding amount, according to a disclosure contained in KKR Income's Amended Form N-CSR for the six-month period ended April 30, 2024, filed with the Securities and Exchange Commission. KKR Income is a participant in a Second Lien Term Loan (SOFR + 7%) to NEP Broadcasting LLC. The loan matures on October 19, 2026. KKR Income was organized on March 17, 2011 as a statutory trust under the laws of the State of Delaware. The Fund is a closed-end registered management investment company, which commenced operations on July 25, 2013. The Fund seeks to generate a high level of current income, with a secondary objective of capital appreciation. The Fund is diversified for purposes of the Investment Company Act of 1940, as amended. KKR Credit Advisors (US) LLC serves as the Fund’s investment adviser. The fiscal year ends October 31. KKR Income is led by Rudy Pimentel, President; and Thomas Murphy, Treasurer, Chief Accounting Officer & Chief Financial Officer. The Fund can be reach through: Rudy Pimentel KKR Income Opportunities Fund 555 California Street, 50th Floor San Francisco, CA 94104 Tel. No.: (415) 315-3620 Lori Hoffman KKR Credit Advisors (US) LLC 555 California Street, 50th Floor San Francisco, CA 94104 Tel. No.: (415) 315-3620 NEP Broadcasting, LLC provides broadcasting services. The Company offers outside broadcast, studio production, audio and lighting, host broadcast support, premium layout, augmented reality, live event video display, and media management services. NEP Broadcasting serves customers worldwide. NOVA LIFESTYLE: Granted Until Oct. 14 to Regain Nasdaq Compliance ----------------------------------------------------------------- Nova LifeStyle, Inc. reported in a Form 8-K filed with the Securities and Exchange Commission that on June 27, 2024, the Company received a notification letter from the NASDAQ Stock Market Listing Qualification Staff stating that Staff has determined to grant the Company an extension until Oct. 14, 2024, to regain compliance with the NASDAQ Listing Rules. As previously disclosed, on April 18, 2024, the Company received written notice from NASDAQ stating that the Company does not meet the requirement of maintaining a minimum of $2,500,000 in stockholders' equity for continued listing on the NASDAQ Capital Market, as set forth in NASDAQ Listing Rule 5550(b)(1), the Company also does not meet the alternative of market value of listed securities of $35 million under NASDAQ Listing Rule 5550(b)(2) or net income from continuing operations of $500,000 in the most recently completed fiscal year or in two of the last three most recently completed fiscal years under NASDAQ Listing Rule 5550(b)(3), and the Company is no longer in compliance with the NASDAQ Listing Rules. The NASDAQ notification letter provided the Company until June 6, 2024 to submit a plan to regain compliance. If the plan is accepted, NASDAQ can grant the Company an extension up to 180 calendar days from the date of NASDAQ letter to demonstrate compliance. The Company submitted its plan of compliance on May 28, 2024 and a supplemental letter to the plan of compliance on June 20, 2024. Based on the review of the letters submitted by the Company, Staff has determined to grant the Company an extension to regain compliance with the Rule and the Company must complete its initiatives and provide evidences for the compliance with the Rule as required by Nasdaq. The Company intends to fully comply with the exception granted by the Staff and to regain the compliance on or before Oct. 14, 2024. About Nova Lifestyle Headquartered in Commerce, Calif., Nova LifeStyle, Inc. is a distributor of contemporary styled residential and commercial furniture incorporated into a dynamic marketing and sales platform offering retail as well as online selection and global purchase fulfillment. The Company monitors popular trends and products to create design elements that are then integrated into our product lines that can be used as both stand-alone or whole-room and home furnishing solutions. Through its global network of retailers, e-commerce platforms, stagers and hospitality providers, Nova LifeStyle also sells (through an exclusive third-party manufacturing partner) a managed variety of high quality bedding foundation components. San Mateo, Calif.-based WWC, P.C., the Company's auditor since 2022, issued a "going concern" qualification in its report dated April 12, 2024, citing that the Company incurred a net loss for the years ended Dec. 31, 2023 and 2022, and the accumulated deficit increased from $36.71 million to $44.43 million from 2022 to 2023. These factors raise substantial doubt about the Company's ability to continue as a going concern. NUR HOME: U.S. Trustee Appoints Tamar Terzian as PCO ---------------------------------------------------- Peter Anderson, the U.S. Trustee for Region 16, appointed Tamar Terzian as patient care ombudsman for Nur Home Health Care Inc. The appointment was made pursuant to the order from the U.S. Bankruptcy Court for the Central District of California on June 6. Ms. Terzian disclosed in a court filing that she is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The ombudsman shall perform the duties required of the ombudsman pursuant to Section 333 of the Bankruptcy Code. The ombudsman may be reached at: Tamar Terzian Hanson Bridgett, LLP 777 S. Figueroa Street Suite 4200 Los Angeles, CA 90017 Tel: (323) 210-77747 Email: tterzian@hansonbridgett.com About Nur Home Health Care Nur Home Health Care, Inc sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Calif. Case No. 24-13951) on May 20, 2024, with up to $500,000 in assets and up to $1 million in liabilities. Zavedn Chglyan, chief executive officer, signed the petition. Judge Deborah J. Saltzman oversees the case. Michael Jay Berger, Esq., at the Law Offices of Michael Jay Berger, represents the Debtor as bankruptcy counsel. PAP OIL GROUP: Unsecureds to Get $2,300 per Month over 5 Years -------------------------------------------------------------- Pap Oil Group, Inc., filed with the U.S. Bankruptcy Court for the Southern District of Florida an Amended Plan of Reorganization under Subchapter V dated June 17, 2024. The Debtor does not generate any income of its own currently. The Debtor's operational expenses are paid directly by its shareholders. This Plan under chapter 11 of the Code proposes to pay creditors of Debtor from Cash on hand and operating income, unless otherwise stated. Non-priority unsecured creditors holding Allowed claims will receive pro rata distributions in annual payments. This Plan also provides for the payment of Administrative and Priority Claims. Class 1 consists of all the Allowed General Unsecured Claims of Debtor. The Debtor estimates the aggregate amount of Allowed Class 1 Claims totals not more than $109,735.56. Laguna & Associados holds a default final judgment in the amount of $109,735.56. The judgment relates back to alleged services rendered to the Debtor by Laguna & Associados. This claim will be allowed as general unsecured only. The Debtor estimates that if this case were converted to a Chapter 7 case, the holders of Class 1 Claims would not receive any distribution. If Debtor's Plan is confirmed, each holder of an Allowed general unsecured claim against Debtor receive 100% of its Allowed Claim over a period of 5 years. Commencing on the Initial Payment Date, the Debtor shall commence making equal monthly payments of $2,300.00. This amount shall include the payment of the principal of the judgment as well as all interest (pre-judgment and post-judgment) due on the debt. This amount is based on the current claims filed and scheduled. The Debtor may prepay any or all of the distributions with no prepayment penalty. Once the Debtor has paid the entirety of the Allowed Claims, the Debtor will then be eligible for its discharge and final decree, regardless if the payment is completed earlier than 5 years from the Effective Date. This Class is Impaired and may vote to accept or reject the Plan. Class 12 consists of the Equity Interests in the Debtor and in the assets of the estate. The Allowed Equity Interests in the Debtor are retained under the Plan. All equity holders of the Debtor which existed as of the Petition Date will continue to retain their same percentage ownership interests in the Reorganized Debtor. All payments as provided for in the Plan shall be funded by Debtor's principals as well as any funds received in relation to the Venezuelan Claims. A full-text copy of the Amended Plan of Reorganization dated June 17, 2024 is available at https://urlcurt.com/u?l=QiralC from PacerMonitor.com at no charge. Attorney for the Debtor: Nicholas G. Rossoletti, Esq. Bilu Law, PA 2760 W. Atlantic Blvd. Pompano Beach, FL 33069 Telephone: (954) 596-0669 Facsimile: (954) 427-1518 Email: nrossoletti@bilulaw.com About Pap Oil Group Pap Oil Group, Inc., was incorporated as a holding company to be operated by the Benavides family in the United States. The Debtor filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-11581) on February 20, 2024, with up to $50,000 in assets and up to $500,000 in liabilities. Judge Peter D. Russin oversees the case. Nicholas G. Rossoletti, Esq., represents the Debtor as legal counsel. PARKCLIFFE DEVELOPMENT: Leilani Pelletier Appointed as PCO ---------------------------------------------------------- Andrew Vara, the U.S. Trustee for Regions 3 and 9, appointed Leilani Pelletier as patient care ombudsman for Parkcliffe Development, LLC. The appointment was made pursuant to the order from the U.S. Bankruptcy Court for the Northern District of Ohio on June 4. The duties of a patient care ombudsman are enumerated in Section 333 of the Bankruptcy Code and Fed. R. of Bank. Proc 2015.1. These provisions provide as follows: * An ombudsman appointed under section (a) shall: -- monitor the quality of patient care provided to patients of Parkcliffe, to the extent necessary under the circumstances, including interviewing patients and physicians; -- not later than 60 days after the date of appointment, and not less frequently than at 60-day intervals thereafter, report to the court after notice to the parties in interest, at a hearing or in writing, regarding the quality of patient care provided to patients; -- if such ombudsman determines that the quality of patient care provided to patients is declining significantly or is otherwise being materially compromised, file with the court a motion or a written report, with notice to the parties in interest immediately upon making such determination. * An ombudsman appointed under section (a) shall maintain any information obtained by such ombudsman under this section that relates to patients (including information relating to patient records) as confidential information. Such ombudsman may not review confidential patient records unless the court approves such review in advance and imposes restrictions on such ombudsman to protect the confidentiality of such records. The ombudsman may be reached at: Leilani Pelletier Office of the State Long-Term Care Ombudsman 30 E Broad St., 22nd Floor Columbus, Ohio 43215 (614) 632-5122 About Parkcliffe Development Parkcliffe Development, LLC owns 10 real properties in Ohio, with a total value of $2.96 million. Parkcliffe filed its voluntary Chapter 11 petition (Bankr. N.D. Ohio Case No. 24-30814) on April 30, 2024, with $3,672,259 in assets and $6,244,978 in liabilities. Parkcliffe President Wayne H. Bucher signed the petition. Judge John P Gustafson presides over the case. Steven L. Diller, Esq., at Diller and Rice, LLC represents the Debtor as legal counsel. PATRICK J. KELLY: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: Patrick J. Kelly Family Trust 131 Salem Avenue Carbondale, PA 18407 Case No.: 24-01631 Business Description: The Debtor is a Single Asset Real Estate (as defined in 11 U.S.C. Section 101(51B)). Chapter 11 Petition Date: July 1, 2024 Court: United States Bankruptcy Court Middle District of Pennsylvania Judge: Hon. Mark J Conway Debtor's Counsel: Roger Mattes, Jr., Esq. MATTES & MATTES, P.C. 324 North Washington Avenue Scranton, PA 18503-1578 Tel: (570) 969-2222 Email: matteslaw@epix.net Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Patrick J. Kelly as trustee. 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/G7JJG7I/Patrick_J_Kelly_Family_Trust__pambke-24-01631__0001.0.pdf?mcid=tGE4TAMA PATRIOT LINEN: Unsecureds Will Get 15% of Claims over 5 Years ------------------------------------------------------------- Patriot Linen Services, LLC, filed with the U.S. Bankruptcy Court for the Central District of California an Original Disclosure Statement describing Chapter 11 Plan dated June 17, 2024. The Debtor operates a commercial laundry facility in Compton, California, for hotels that use linens. The Debtor's facility contains machinery to launder hotel linens from hotel rooms and from food and beverage operations. The Debtor's principal and shareholder is Merhdad Golshani. Mr. Golshani, with the assistance of Gary Vonn (who at one time held an interest in a prior entity that owned and operated the facility) managed the company prior to the bankruptcy filing. He will continue to do so after the bankruptcy. During the case, the Debtor's financial performance has moved from sharply losing money, to losing less money and now to a cash flow positive position. Over the next couple of months, the Debtor believes it can further reduce its costs of goods sold. One good sign for the Debtor is that its current bids reflect prices where the Debtor earn a net profit. Class 4 consists of General Unsecured Claims. Based upon unsecured claims of $2,328,384.37 as scheduled. The claims are paid at 15% over the 5-year plan. As reconciled, the percentage is 13.71%. Monthly payments begin in month 7. Monthly payments in years 1-2 are $2,577, year 3 are $6,442, year 4 are $9,019, and year 5 are $9,663. Total unsecured payments are $347,872. The failure to pay the stated payout percentage for any reason shall not constitute a default. The Debtor is paying a stated amount of money not a specific percentage. Often amended claims assert higher amounts, secured claims can be rendered unsecured and rejection or lessor claims may increase the claim amounts of this class. For any unsecured creditor whose claim includes a claim for attorneys' fees and costs or who may believe it is entitled to charge attorney’s fees and costs: The Bankruptcy Court must approve any claim for attorneys' or costs and/or any other charges other than principal and interest, incurred through the Effective Date and it must approve the reasonableness of such fees and/or any other charges with the motion seeking approval filed no later than 60 days following entry of an order confirming this Plan. Failure to seek such review shall constitute a waiver of all such fees and or other charges. Class 4 consists of Equity Interest Holder. Merhdad Golshani shall acquire the equity of the Reorganized Debtor. If the Court approves this plan, including the proposed temporary injunction, then Mr. Golshani shall contribute to the Debtor earmarked for the general unsecured creditors, $20,000 at months 12, 24, 36 and 48, $80,000 in total. The $20,000 shall then be paid pro rata to members of that class 30 days following receipt of the months in each of the 4 months. If the Court approves this Plan, including the proposed temporary injunction, and separate and apart from these $20,000 contributions, Mr. Golshani shall contribute $100,000 to the Debtor's plan with the funds to be deposited into counsel's client trust account four weeks prior to the confirmation hearing date for payment to professional fees following their allowance. The Plan will be funded by the Debtor's business operation. The Debtor anticipates having monies of $125,000 on hand at the Plan's Effective Date from ongoing operations plus $100,000 in a monetary contribution from Mr. Golshani 4 weeks prior to the confirmation hearing. A full-text copy of the Disclosure Statement dated June 17, 2024 is available at https://urlcurt.com/u?l=ZH1J3d from PacerMonitor.com at no charge. Attorneys for the Debtor: Steven R. Fox, Esq. The FoxLaw Corporation, Inc. 17835 Ventura Boulevard, Suite 306 Encino, CA 91316 Tel: (818) 774-3545 Fax: (818) 774-3707 Email: Srfox@foxlaw.com About Patriot Linen Services Patriot Linen Services LLC offers linen cleaning services in Compton, California. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Calif. Case No. 24-12114) on March 19, 2024, with $3,219,381 in assets and $2,343,094 in liabilities. Mehrad Golshani, the Debtor's member and manager, signed the petition. Judge Neil W. Bason presides over the case. David Tran, Esq., at Prosperous Law Group, and Steven R. Fox, Esq., at The Fox Law Corporation, represent the Debtor as bankruptcy co-counsel. Steven N. Kurtz, Esq., at Levinson, Arshonsky Kurtz & Komsky, LLP, represents the lender, Capital Credit Incorporated. Mark Sharf is the Sub-Chapter V Trustee. PINEAPPLE EXPRESS: Financial Strain Raises Going Concern Doubt -------------------------------------------------------------- Pineapple Express Cannabis Company disclosed in a Form 10-Q Report filed with the U.S. Securities and Exchange Commission for the quarterly period ended April 30, 2024, that substantial doubt exists about its ability to continue as a going concern. For the three months ended April 30, 2024, Pineapple Express reported a net loss of $3,616 on $1,964 of revenue, compared to a net income of $179,594 for the same period in 2023. The Company has no Cash and had accumulated deficit of $927,190 which raised substantial doubt about the Company's ability to continue as a going concern. Management anticipates that the Company will be dependent, for the near future, on additional investment capital to fund operating expenses. The Company intends to position itself so that it will be able to raise additional funds through the capital markets. There are no assurances that the Company will be successful in this or any of its endeavors or become financially viable and continue as a going concern. A full-text copy of the Company's Form 10-Q is available at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1710495/000149315224025203/form10-q.htm About Pineapple Express Cannabis Pineapple Express Cannabis Company is based in Los Angeles, California. The Company's wholly owned operating subsidiary, Ananas Growth Ventures, serves as an incubator, helping early-stage ventures and startups in the cannabis sector through funding, mentoring, and training. The Company is also engaged in legal cannabis retail through its 50% owned equity method investee, Pineapple Consolidated Inc. PCI runs Pineapple Express, a cannabis retailer and owns and manages retail cannabis ventures. PCI seeks to become a leading portfolio management company in the U.S. cannabis industry. With its headquarters in Los Angeles, Pineapple Express is rapidly increasing its footprint throughout California and is looking to scale into underdeveloped markets. As of April 30, 2024, the Company has $5,003,689 in total assets, $4,978,232 in total liabilities, and $25,457 in total stockholders' equity. PLAZA MARIACHI: Voluntary Chapter 11 Case Summary ------------------------------------------------- Debtor: Plaza Mariachi LLC 3955 Nolensville Pike Nashville, TN 37211 Case No.: 24-02441 Business Description: Plaza Mariachi is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). Chapter 11 Petition Date: July 1, 2024 Court: United States Bankruptcy Court Middle District of Tennessee Debtor's Counsel: Sean C. Wlodarczyk, Esq. EVANS, JONES & REYNOLDS, PC 401 Commerce Street Nashville, TN 37219 Tel: (315) 259-4685 Email: swlodarczyk@ejrlaw.com Estimated Assets: $10 million to $50 million Estimated Liabilities: $10 million to $50 million The petition was signed by Mahan Mark Janbakhsh, member/manager. The Debtor stated it has no unsecured creditors. https://www.pacermonitor.com/view/OV37USY/PLAZA_MARIACHI_LLC__tnmbke-24-02441__0003.0.pdf?mcid=tGE4TAMA A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/OMGHJEI/PLAZA_MARIACHI_LLC__tnmbke-24-02441__0001.0.pdf?mcid=tGE4TAMA PREMIER CAR WASH: Joseph Kershaw Spong Named Subchapter V Trustee ----------------------------------------------------------------- The Acting U.S. Trustee for Region 4 appointed Joseph Kershaw Spong as Subchapter V trustee for Premier Car Wash Easley, LLC. Mr. Spong will be paid an hourly fee of $350 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Melissa White, paralegal, and Rebecca Faulkenberry, legal assistant, charge $150 per hour and $125 per hour, respectively. Mr. Spong declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Joseph Kershaw Spong P.O. Box 11449 Columbia, SC 29211 Phone: (803) 929-1400 Email: kspong@robinsongray.com About Premier Car Wash Easley Premier Car Wash Easley, LLC owns and operates a car wash business in Easley S.C. Premier Car Wash Easley filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D. S.C. Case No. 24-02205) on June 20, 2024, with $100,000 to $500,000 in assets and $1 million to $10 million in liabilities. Ronald B. Jennings, Jr., member, signed the petition. Christine E. Brimm, Esq. at Barton Brimm, PA represents the Debtor as legal counsel. PROFUNDITY LLC: Asset Sale Proceeds to Fund Plan Payments --------------------------------------------------------- Profundity LLC and Naboo Royal Cruiser, LLC filed with the U.S. Bankruptcy Court for the Southern District of Florida a Joint Disclosure Statement in Support of their Joint Chapter 11 Plan of Liquidation dated June 17, 2024. The Debtors are each in the business of owning and leasing an Aircraft to commercial operators or dry leasing the Aircrafts to non-charter operators (the "Business"). Pre-petition, Debtors engaged Prime Jet on a non-exclusive basis to operate their Aircrafts pursuant to Prime Jet's air carrier operating certificate (the "Charter Agreement") and to provide certain management and maintenance services (the "Services Agreement"). Since the Petition Date, the Debtors and Prime Jet engaged in extensive settlement negotiations and reached a resolution of the Prime Jet claims (the "PJ Settlement"). The Debtors' sought approval of the PJ Settlement through the filing of the Debtors' Motion to Compromise Controversy with Prime Jet US, LLC and Others (the "PJ 9019 Motion"). On March 20, 2024, the Court granted the PJ 9019 Motion, with certain qualifications (the "PJ 9019 Order"). Under the PJ Settlement, the Debtors agreed to, among other things, cooperate in a sale process of the Aircrafts that would include a 90-day sale process with an independent broker. If the Aircrafts are not sold within the 90-day sale process, the Debtors and Prime Jet agreed to cooperate in the sale of the Aircrafts through an auction (the "Sale Process"). While the PJ 9019 Order approved the PJ Settlement, the PJ 9019 Order did not approve the employment of a particular broker or the terms of any particular sale process. Rather, the Court deferred ruling on the terms of the Settlement Agreement that related to the retention and compensation of the broker, the 90-day marketing of the Aircraft, and the sale process. The Court provided Prime Jet two business days to withdraw from the PJ Settlement given the qualifications if the PJ 9019 Order. Prime Jet did not timely withdraw from the PJ Settlement. Under the Plan, the Litigation Claims are being transferred to the Liquidating Trust for prosecution, liquidation and distribution in accordance with the Liquidating Trust Agreement. Therefore, as this is a liquidating Plan, the Bankruptcy Court's confirmation of the Plan will not be followed by unanticipated liquidation or the need for any further reorganization. Class 4 consists of all General Unsecured Claims against Naboo. Except to the extent that a Holder of an Allowed General Unsecured Class 4 Claim agrees to a less favorable treatment, in settlement and release of each Allowed General Unsecured Class 4 Claim, each Holder of an Allowed General Unsecured Class 4 Claim shall receive on account of such Allowed General Unsecured Class 4 Claim after payment of all Allowed Secured, Administrative Claims, Professional Fee Claims, U.S. Trustee Fees, Superpriority Claims and Priority Claims: * such Holder's Pro Rata share of the Cash available after the closing of the sale of the N450MB, which shall be paid after the closing of the sale of the N450MB or within 5 days of receiving court authority to make such payment, which shall be distributed only to the Holders of Allowed General Unsecured Class 4 Claims, and * a beneficial interest in the Liquidating Trust, which beneficial interest shall entitle such Holder of an Allowed General Unsecured Class 4 Claim to its Pro Rata share of Naboo's Litigation Proceeds (net of Liquidating Trust Operating Expenses), which shall be distributed by the Liquidating Trust on a Pro Rata basis only to the Holders of Allowed General Unsecured Claims in Class 4, until all Allowed General Unsecured Claims in Class 4 are paid in full or Naboo's Litigation Proceeds are exhausted, on a Distribution Date. Class 5 consists of all General Unsecured Claims against Profundity. Except to the extent that a Holder of an Allowed General Unsecured Class 5 Claim agrees to a less favorable treatment, in settlement and release of each Allowed General Unsecured Class 5 Claim, each Holder of an Allowed General Unsecured Class 5 Claim shall receive on account of such Allowed General Unsecured Class 5 Claim after payment of all Allowed Secured, Administrative Claims, Professional Fee Claims, U.S. Trustee Fees, Superpriority Claims and Priority Claims: * such Holder's Pro Rata share of the Cash available after the closing of the sale of the N144PK, which shall be paid after the closing of the sale of the N144PK or within 5 days of receiving court authority to make such payment, which shall be distributed only to the Holders of Allowed General Unsecured Class 5 Claims, and * a beneficial interest in the Liquidating Trust, which beneficial interest shall entitle such Holder of an Allowed General Unsecured Class 4 Claim to its Pro Rata share of Naboo's Litigation Proceeds (net of Liquidating Trust Operating Expenses), which shall be distributed by the Liquidating Trust on a Pro Rata basis only to the Holders of Allowed General Unsecured Claims in Class 5, until all Allowed General Unsecured Claims in Class 4 are paid in full or Naboo's Litigation Proceeds are exhausted, on a Distribution Date. Holders of Equity interests in Naboo in Class 7 will receive subordinated beneficial interests in the Liquidating Trust and will receive distributions of Naboo Litigation Proceeds after paying all Allowed Class 4 claims in full. Holders of Equity interests in Profundity in Class 7 will receive subordinated beneficial interests in the Liquidating Trust and will receive distributions of Profundity's Litigation Proceeds after paying all Allowed Class 5 claims in full. The Liquidating Trustee, will be selected by the Debtors in consultation with Holders of Allowed General Unsecured Claims and disclosure in a Plan supplement. At the Plan Confirmation Hearing, the Bankruptcy Court shall consider and, if appropriate, ratify the selection of the Liquidating Trustee. All compensation for the Liquidating Trustee shall be paid from the Liquidating Trust Assets in accordance with the Liquidating Trust Agreement. The Liquidating Trustee will commence serving upon execution of the Liquidating Trust Agreement on the Effective Date. The Liquidating Trust shall be funded from net recoveries resulting from the prosecution of any and all Litigation Claims. It is not anticipated that any Cash will be available to the Liquidating Trust on the Effective Date. The value, nature and extent of the Litigation Claims are not known at this time and additional discovery will likely be required. That said, Profundity asserts claims against Gulfgen in the Profundity AP in the approximate amount of $710,326.44. Naboo asserts claims against Gulfgen in the Naboo AP in the approximate amount of $244,629.32 Profundity also has claims against Vision Depot, LTD in the approximate amount of $600,000. Naboo has claims against Lin Hui in the approximate amount of $65,000. A full-text copy of the Amended Joint Disclosure Statement dated June 17, 2024 is available at https://urlcurt.com/u?l=N9ywu3 from PacerMonitor.com at no charge. Counsel to the Debtor: Brett D. Lieberman, Esq. Edelboim Lieberman Revah, PLLC 20200 W. Dixie Hwy, Suite 905 Miami, FL 33180 Tel: 305-768-9909 Email: brett@elrolaw.com About Profundity LLC Profundity, LLC is engaged in the business of commercial and industrial machinery and equipment rental and leasing. The company is based in Miami, Fla. Profundity and its affiliate Naboo Royal Cruiser, LLC sought Chapter 11 bankruptcy protection (Bankr. S.D. Fla. Case Nos. 23-16720 and 23-16725) on Aug. 23, 2023. Tantive Giv, LLC, another affiliate, filed Chapter 11 petition (Bankr. S.D. Fla. Case No. 23-16765) on Aug. 24, 2023. The cases are jointly administered under Case No. 23-16720 and overseen by Judge Corali Lopez-Castro. At the time of the filing, Profundity reported $3,813,041 in assets and $5,191,494 in liabilities. Brett D. Lieberman, Esq., at Edelboim Lieberman Revah, PLLC, is the Debtors' legal counsel. PROVIDER TRANSPORT: Ryan Richmond Named Subchapter V Trustee ------------------------------------------------------------ The Acting U.S. Trustee for Region 5 appointed Ryan Richmond as Subchapter V trustee for Provider Transport, LLC. Mr. Richmond will be paid an hourly fee of $350 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Richmond declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Ryan J. Richmond 450 Laurel Street, Suite 1450 Baton Rouge, LA 70801 Telephone: 225-412-3667 Facsimile: 225-286-3046 Email: ryan@snw.law About Provider Transport Provider Transport, LLC, a provider of trucking operations services, filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. W.D. La. Case No. 24-80354) on June 15, 2024. At the time of the filing, the Debtor reported $100,001 to $500,000 in assets and $500,001 to $1 million in liabilities. Judge Stephen D. Wheelis oversees the case. The Law Office of Thomas R. Willson represents the Debtor as bankruptcy counsel. QLESS INC: David Klauder Named Subchapter V Trustee --------------------------------------------------- The U.S. Trustee for Regions 3 and 9 appointed David Klauder, Esq., at Bielli & Klauder, LLC as Subchapter V trustee for QLess, Inc. Mr. Klauder will be paid an hourly fee of $425 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Klauder declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: David M. Klauder, Esq. Bielli & Klauder, LLC 1204 N. King Street Wilmington, DE 19801 Phone: (302) 803-4600 Fax: (302) 397-2557 Email: dklauder@bk-legal.com About QLess Inc. QLess, Inc. was founded in 2009, in Pasadena, Calif., as a software startup operating from the cloud serving as a queue management platform for customers to access over the internet, thus eliminating customer time spent waiting in line for service. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 24-11395) on June 19, 2024, with $5,455,608 in assets and $13,504,290 in liabilities. James Harvey, chief executive officer, signed the petition. Judge Brendan Linehan Shannon presides over the case. The Debtor tapped James E. O'Neil, Esq. at Pachulski Stang Ziehl & Jones, LLP as the Debtor's counsel, and Kurtzman Carson Consultants, LLC as claims, noticing and solicitation agent. QUALITY CARE: No Patient Complaints, 1st PCO Report Says -------------------------------------------------------- Joseph Tomaino, the duly appointed patient care ombudsman, filed with the U.S. Bankruptcy Court for the Eastern District of New York his first report regarding the quality of patient care provided by Quality Care Physical Therapy, P.C. Quality Care Physical Therapy operates two small outpatient practices in Brooklyn, and also provides services under contract to New York City Schools in their location. These services are provided by Quality Care Physical Therapy's business and not by employment. The PCO had several phone meetings with the healthcare provider. The PCO found that Quality Care Physical Therapy's practice is very small. The current roster of patients is reported to be no more than 12. A substantial volume of activity is provided under contract to New York City Schools. The PCO stated that the healthcare provider reports no payroll and supply issues, which impact its ability to function during the reorganization period. Since his appointment, the PCO has received no calls or emails with patient or employee complaints. A copy of the ombudsman report is available for free at https://urlcurt.com/u?l=XZyvGF from PacerMonitor.com. The ombudsman may be reached at: Joseph J. Tomaino Grassi Healthcare Advisors LLC 750 Third Ave New York, NY 10017 Telephone: (212) 223-5020 Email: jtomaino@grassihealthcareadvisors.com About Quality Care Physical Therapy Quality Care Physical Therapy, P.C. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.Y. Case No. 24-40865) on February 27, 2024, with up to $50,000 in assets and up to $500,000 in liabilities. Judge Nancy Hershey Lord presides over the case. Brian J. Hufnagel, Esq., at Morrison Tenenbaum, PLLC represents the Debtor as legal counsel. QUANTUM CORP: Grant Thornton Raises Going Concern Doubt ------------------------------------------------------- Quantum Corporation disclosed in a Form 10-K Report filed with the U.S. Securities and Exchange Commission for the fiscal year ended March 31, 2024, that its auditor expressed substantial doubt about the Company's ability to continue as a going concern. For the year ended March 31, 2024, the Company reported a net loss of $41.3 million on $311.6 million of total revenue, compared to a net loss of $18.4 million on $422.1 million of total revenue for the same period in 2023. Henderson, Nev.-based Grant Thornton LLP, the Company's auditor since 2023, issued a "going concern" qualification in its report dated June 28, 2024, citing that as of March 31, 2024, the Company was in default of certain debt covenants of its term debt and credit facility and obtained a waiver from its lenders. All defaults existing at March 31, 2024 were waived by the lenders through July 2024. The Company believes it is probable that it will be in violation certain debt covenants at the next testing date of July 2024. The Company's plan, contemplates the Company obtaining additional covenant waivers or refinancing the existing term debt and credit facility. Additionally, the Company is evaluating strategies to obtain the additional funding, including potential asset sales. In the event the Company is unable to obtain an extension of the waiver additional funding will be required to pay the amount due on the revolver and term loan. However, the Company may be unable to obtain an extension of the waiver or obtain additional funding. As such, there can be no assurance that the Company will be able to obtain additional liquidity when needed or under acceptable terms, if at all. The Company's ability to achieve this plan is uncertain and raises substantial doubt about its ability to continue as a going concern. A full-text copy of the Company's Form 10-K is available at: https://www.sec.gov/ix?doc=/Archives/edgar/data/709283/000070928324000014/qtm-20240331.htm About Quantum Corp. Based in San Jose, California, Quantum Corp. (NYSE:QTM) -- http://www.quantum.com-- provides technology and services that stores and manages video and video-like data delivering streaming for video and rich media applications, along with low cost, high density massive-scale data protection and archive systems. The Company helps customers capture, create and share digital data and preserve and protect it for decades. As of March 31, 2024, the Company had $187.6 million in total assets, $309.1 million in total liabilities, and $121.5 million in total stockholders' deficit. R & A ENTERPRISES: Unsecureds to be Paid in Full in Plan -------------------------------------------------------- R & A Enterprises, LLC filed with the U.S. Bankruptcy Court for the Eastern District of California a Small Business Plan of Reorganization under Subchapter V. The Debtor is a limited liability company. The Debtor built and opened a state-of-the-art car wash in Yreka, California. Operations began in 2022. The Debtor's financial projections show that the Debtor will have projected disposable income of $1,873,489. The final Plan payment is expected to be paid on September 15, 2027, which is anticipated to be 36 months after the effective date. Class 3 consists of non-priority unsecured creditors. All allowed non-priority unsecured creditors will be paid in full. The insider Class 3 claim will accept interest only. This Class is impaired. Class 4 consists of equity security holders of the Debtor. The two equity security holders will retain their interest in the Debtor. They shall remain as the managers of the Debtor. All creditors will be paid in full. Distributions will be monthly for Class 2. Class 2 to be paid in full including contract interest. Estimated general unsecured $537,263.65 per filed schedules. Attorney for the Debtor: Stephen Reynolds, Esq. Reynolds Law Corporation 424 Second Street, Suite A Davis, CA 95616 Tel: (530) 297-5030 Fax: (530) 297-5077 Email: sreynolds@lr-law.net About R & A Enterprises, LLC R & A Enterprises, LLC owns and operates a carwash business. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Cal. Case No. 24-22531) on June 10, 2024. In the petition signed by John J. Richter, managing member, the Debtor disclosed $3,832,784 in assets and $4,173,596 in liabilities. Judge Ronald H. Sargis oversees the case. Stephen Reynolds, Esq., at REYNOLDS LAW CORPORATION, represents the Debtor as legal counsel. REDFISH PROPERTY: Voluntary Chapter 11 Case Summary --------------------------------------------------- Debtor: Redfish Property Holdings LLC 15914 Heatherdale Dr Houston, TX 77059 Case No.: 24-33115 Chapter 11 Petition Date: July 1, 2024 Court: United States Bankruptcy Court Southern District of Texas Judge: Hon. Jeffrey P Norman Debtor's Counsel: Reese Baker, Esq. BAKER & ASSOCIATES 950 Echo Ln Ste 300 Houston TX 77024-2824 Email: courtdocs@bakerassociates.net Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Linda E. Swarzman, sole member. The Debtor failed to include in the petition a list of its 20 largest unsecured creditors. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/FRKL2GY/Redfish_Property_Holdings_LLC__txsbke-24-33115__0001.0.pdf?mcid=tGE4TAMA SCIONHEALTH: KKR Income Marks $1.7MM Loan at 58% Off ---------------------------------------------------- KKR Income Opportunities Fund has marked its $1,708,000 loan extended to ScionHealth to market at $714,000 or 42% of the outstanding amount, according to a disclosure contained in KKR Income's Amended Form N-CSR for the six-month period ended April 30, 2024, filed with the Securities and Exchange Commission. KKR Income is a participant in a First Lien Term Loan B (SOFR + 5.25%) to ScionHealth. The loan matures on December 23, 2028. KKR Income was organized on March 17, 2011 as a statutory trust under the laws of the State of Delaware. The Fund is a closed-end registered management investment company, which commenced operations on July 25, 2013. The Fund seeks to generate a high level of current income, with a secondary objective of capital appreciation. The Fund is diversified for purposes of the Investment Company Act of 1940, as amended. KKR Credit Advisors (US) LLC serves as the Fund’s investment adviser. The fiscal year ends October 31. KKR Income is led by Rudy Pimentel, President; and Thomas Murphy, Treasurer, Chief Accounting Officer & Chief Financial Officer. The Fund can be reach through: Rudy Pimentel KKR Income Opportunities Fund 555 California Street, 50th Floor San Francisco, CA 94104 Tel. No.: (415) 315-3620 - and - Lori Hoffman KKR Credit Advisors (US) LLC 555 California Street, 50th Floor San Francisco, CA 94104 Tel. No.: (415) 315-3620 ScionHealth is a national healthcare system of 94 hospital campuses (76 specialty hospitals and 18 community hospital campuses and associated health systems) and seven senior living communities that delivers outstanding care by supporting those who care most. SHARING SERVICES: Incurs $6.71-Mil. Net Loss in FY Ended March 31 ----------------------------------------------------------------- Sharing Services Global Corporation filed with the Securities and Exchange Commission its Annual Report on Form 10-K reporting a net loss of $6.71 million on $10.88 million of net sales for the year ended March 31, 2024, compared to a net loss of $37.69 million on $16.10 million of net sales for the year ended March 31, 2023. As of March 31, 2024, the Company had $6.63 million in total assets, $9.41 million in total liabilities, and a total stockholders' deficit of $2.77 million. Jericho, New York-based Grassi & Co., CPAs, P.C., the Company's auditor since 2023, issued a "going concern" qualification in its reprot dated July 1, 2024, citing that the Company (i) has incurred losses and negative cash flows from operations for consecutive years, (ii) has an accumulated deficit and negative equity, which raise substantial doubt about its ability to continue as a going concern. The Company had a deficiency in its working capital of approximately $4.2 million as of March 31, 2024, and working capital of approximately $33.9 million as of March 31, 2023. As of March 31, 2024, and 2023, cash and cash equivalents were $0.9 million and $3.0 million, respectively. "Based upon the current level of operations and anticipated investments necessary to grow our business, while we believe that existing cash balances and anticipated funds from operations may be sufficient to meet our working capital requirements over the next 12 months, we will need to obtain additional financing through the issuance of equity securities and convertible promissory notes," said Sharing Services in the Report. A full-text copy of the Form 10-K is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1644488/000149315224025787/form10-k.htm About Sharing Services Headquartered in Plano, Texas, Sharing Services Global Corporation markets and distributes its health and wellness products primarily in the U.S and Canada, and delivers its member-based travel services, primarily in the U.S., using a direct selling business model. The Company markets its health and wellness products through its proprietary website: www.thehappyco.com; and its member-based travel services using www.mytravelventures.com. Currently, the Company is in the process of revamping its subscription-based travel services and plans to relaunch it in November 2024. SIENTRA INC: Court Confirms Joint Chapter 11 Plan ------------------------------------------------- Project Sage Oldco, Inc. (formerly known as Sientra, Inc) disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that on June 18, 2024, the U.S. Bankruptcy Court for the District of Delaware entered an order confirming the Second Amended Combined Disclosure Statement and Joint Plan of Project Sage Oldco, Inc. and its Affiliated Debtors. As previously disclosed, on February 12, 2024, Project Sage and certain of its direct and indirect subsidiaries filed voluntary petitions to commence proceedings under chapter 11 of title 11 of the United States Code in the United States Bankruptcy Court for the District of Delaware. The Chapter 11 Cases are being jointly administered under the caption In re Project Sage M Holdings Oldco, Inc. et al., Case No. 24-10245. On March 28, 2024, the Company entered into an Asset Purchase Agreement with Nuance Intermediary, LLC. Pursuant to the Nuance APA, Nuance acquired the assets related to the Company's Biocorneum products business. Additionally, on April 4, 2024, the Company entered into an Asset Purchase Agreement with Tiger Aesthetics Medical, LLC. Pursuant to the Tiger APA, Tiger acquired substantially all of the Company's assets, exclusive of the Biocorneum products business. The Amended Combined Plan and Disclosure Statement authorized, among other things, the Company to wind down the Company entities following consummation of the Sale Transactions. The Amended Combined Plan and Disclosure Statement also reflects the Committee Settlement, which, among other things, reserves $525,000 for the General Unsecured Claims Cash Pool for distribution to Holders of Allowed General Unsecured Claims. As a result of the Amened Combined Plan and Disclosure Statement going effective, all of the Company's equity interests, consisting of outstanding shares of common stock, were cancelled, released, extinguished, and discharged and will be of no further force or effect as of the Effective Date without consideration and have no value. No shares of the Company's common stock will be reserved for future issuance in respect of claims and interests filed and allowed under the Amended Combined Plan and Disclosure Statement or pursuant to the exercise of any rights, options, or other obligations of the Company to issue its common stock. The Company intends to file a Form 15 with the Securities and Exchange Commission deregistering the Company's common stock pursuant to Rule 12g-4(a)(1) under the Securities Exchange Act of 1934. Upon filing the Form 15, the Company intends to immediately cease filing any further periodic or current reports under the Exchange Act About Sientra Inc. Sientra Inc. is a surgical aesthetics company in Irvine, Calif. Sientra and its affiliates filed Chapter 11 petitions (Bankr. D. Del. Lead Case No. 24-10245) on Feb. 12, 2024. Ronald Menezes, president and chief executive officer, signed the petitions. As of Sept. 30, 2023, Sientra reported $139,933,000 in assets and $171,978,000 in liabilities. Judge John T. Dorsey oversees the cases. The Debtors tapped Kirkland & Ellis and Pachulski Stang Ziehl & Jones, LLP as legal counsels; Berkeley Research Group, LLP as restructuring advisor; and Miller Buckfire and unit Stifel as investment banker. Epiq Corporate Restructuring, LLC is the claims and noticing agent. The U.S. Trustee for Region 3 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. SIFCO INDUSTRIES: Appoints George Scherff as CEO ------------------------------------------------ The Board of Directors of SIFCO Industries, Inc. announced the appointment of George Scherff as the Company's chief executive officer, effective July 8, 2024. Mr. Scherff replaces Peter Knapper, who served as president and CEO since 2016 and announced his intention to retire earlier this year. "George Scherff has decades of successful experience leading middle-market organizations that have been in periods of growth and transition, which will serve us well as we transition into a new era for SIFCO," said Alayne Reitman, Chair of SIFCO's Board of Directors. "We thank Pete for his service to the Company. Pete saw us through uncertain times in our industry, including the global pandemic and the supply chain challenges that followed, and he leaves us well-positioned to move forward with confidence. We wish him all the best in retirement." Prior to joining SIFCO, Mr. Scherff served as CEO for Thermal Systems Manufacturing, Paradigm Packaging, Lund International, ABC Truck Body, and Hartzell Manufacturing following its merger with Continental Metal Specialties. He has a bachelor's degree from The Ohio State University and a master's degree in mechanical engineering from the University of Toledo. "I am excited to join SIFCO as the Company furthers its long-term goals and embraces opportunities in our industries," Mr. Scherff said. "I am particularly looking forward to working alongside the strong leadership team. Their keen strategic insights will prove invaluable as we move into the next phase of the Company's growth." Commencing on July 8, 2024, Mr. Scherff's annual base salary will be set at $300,000, and he will be eligible for an annual incentive cash bonus with a target amount of 35% of his base salary in accordance with the performance incentive plan of the Company. Mr. Scherff will be eligible to participate in the Company's 401(k) plan and such other welfare benefit plans in which other Company employees are eligible to participate. Mr. Scherff will enter into a customary Non-Disclosure, Non-Solicitation and Non-Competition Agreement with the Company. About SIFCO Industries Headquartered in Cleveland, Ohio, SIFCO Industries, Inc. -- www.sifco.com -- produces forged components for (i) turbine engines that power commercial, business and regional aircraft as well as military aircraft and armored military vehicles; (ii) airframe applications for a variety of aircraft; (iii) industrial gas and steam turbine engines for power generation units; and (iv) other commercial applications. Cleveland, Ohio-based RSM US LLP, the Company's auditor since 2023, issued a "going concern" qualification in its report dated Dec. 29, 2023, citing that the Company has debt maturing in October 2024 and an alternate financing arrangement has yet to be executed. This raises substantial doubt about the Company's ability to continue as a going concern. "The Company has debt maturing in October 2024. As a result of this condition, there is substantial doubt about the Company's ability to continue as a going concern. The Company continues to evaluate available financial alternatives, including obtaining acceptable alternative financing. The Company cannot provide assurances that it will be successful in restructuring the existing debt obligations, obtaining capital or entering into a strategic alternative transaction which provides sufficient funding for the refinancing of its outstanding indebtedness prior to the maturity date of its obligations under the Credit Agreement," said SIFCO in its Quarterly Report for the period ended March 31, 2024. SIRVA WORLDWIDE: KKR Income Marks $1.1MM Loan at 49% Off -------------------------------------------------------- KKR Income Opportunities Fund has marked its $1,193,000 loan extended to SIRVA Worldwide Inc to market at $614,000 or 51% of the outstanding amount, according to a disclosure contained in KKR Income's Amended Form N-CSR for the six-month period ended April 30, 2024, filed with the Securities and Exchange Commission. KKR Income is a participant in a Second Lien Term Loan to SIRVA Worldwide Inc. The loan matures on August 3, 2026. KKR Income classified the Loan as a Non-income producing security. KKR Income was organized on March 17, 2011 as a statutory trust under the laws of the State of Delaware. The Fund is a closed-end registered management investment company, which commenced operations on July 25, 2013. The Fund seeks to generate a high level of current income, with a secondary objective of capital appreciation. The Fund is diversified for purposes of the Investment Company Act of 1940, as amended. KKR Credit Advisors (US) LLC serves as the Fund’s investment adviser. The fiscal year ends October 31. KKR Income is led by Rudy Pimentel, President; and Thomas Murphy, Treasurer, Chief Accounting Officer & Chief Financial Officer. The Fund can be reach through: Rudy Pimentel KKR Income Opportunities Fund 555 California Street, 50th Floor San Francisco, CA 94104 Tel. No.: (415) 315-3620 Lori Hoffman KKR Credit Advisors (US) LLC 555 California Street, 50th Floor San Francisco, CA 94104 Tel. No.: (415) 315-3620 SIRVA is a leading global moving and relocation services provider offering solutions for relocation programs of any size, frequency and complexity. SIRVA WORLDWIDE: KKR Income Marks $1.7MM Loan at 28% Off -------------------------------------------------------- KKR Income Opportunities Fund has marked its $1,754,000 loan extended to SIRVA Worldwide Inc to market at $1,269,000 or 77% of the outstanding amount, according to a disclosure contained in KKR Income's Amended Form N-CSR for the six-month period ended April 30, 2024, filed with the Securities and Exchange Commission. KKR Income is a participant in a First Lien Term Loan (SOFR + 5.50%) to SIRVA Worldwide Inc. The loan matures on August 4, 2025. KKR Income was organized on March 17, 2011 as a statutory trust under the laws of the State of Delaware. The Fund is a closed-end registered management investment company, which commenced operations on July 25, 2013. The Fund seeks to generate a high level of current income, with a secondary objective of capital appreciation. The Fund is diversified for purposes of the Investment Company Act of 1940, as amended. KKR Credit Advisors (US) LLC serves as the Fund’s investment adviser. The fiscal year ends October 31. KKR Income is led by Rudy Pimentel, President; and Thomas Murphy, Treasurer, Chief Accounting Officer & Chief Financial Officer. The Fund can be reach through: Rudy Pimentel KKR Income Opportunities Fund 555 California Street, 50th Floor San Francisco, CA 94104 Tel. No.: (415) 315-3620 - and - Lori Hoffman KKR Credit Advisors (US) LLC 555 California Street, 50th Floor San Francisco, CA 94104 Tel. No.: (415) 315-3620 SIRVA is a leading global moving and relocation services provider offering solutions for relocation programs of any size, frequency and complexity. SIX FLAGS: S&P Upgrades ICR to 'BB' on Merger Closing ----------------------------------------------------- S&P Global Ratings raised its issuer credit rating on Six Flags Entertainment Corp. to 'BB' from 'B+'. S&P also raised its issue-level rating on the outstanding consolidated debt, reflecting the issuer credit rating upgrade. S&P said, "We removed all ratings from CreditWatch, where we placed them with positive implications on Nov. 3, 2023. We subsequently withdrew our issuer credit rating on Cedar Fair L.P. The new combined company will assume all of Six Flag and Cedar Fair's debt obligations. "The stable outlook reflects our expectation that Six Flags Entertainment Corp. will reduce and sustain leverage below 4x in the next 12 months, including the potential for synergies." The merger of Six Flags Entertainment Corp. and Cedar Fair L.P. has closed. The new combined entity will now operate under the name Six Flags Entertainment Corp. S&P said, "The upgrade to 'BB' reflects our view that the newly combined company has stronger creditworthiness. On July 1, 2024, the company announced it closed its all-stock merger of equals with Cedar Fair. We believe the combined entity can support higher leverage than Six Flags on a stand-alone basis given its meaningfully larger scale and improved geographic diversity. Furthermore, the company expects to realize around $120 million in cost synergies in the next two years and $80 million of incremental EBITDA uplift from improved guest experience within three years. We believe these cost synergies are attainable, which will result in the combined company's S&P Global Ratings-adjusted leverage declining to the high-3x area in 2025, from the high-4x area at the end of this year. "We believe higher season pass sales, a recovery in group bookings, and new park attractions opening in 2024 and 2025 will improve park attendance. We also expect per capita spending to grow by 1%-2% in 2024 and 2025--in line with our expectations for consumer spending--offset by recovery of lower-priced sales channels and continued headwinds stemming from Six Flags' membership program." In the first quarter of 2024, attendance at Six Flags' parks increased by 6%, primarily due to a favorable impact from the early Easter holiday, partially offset by continued weather disruptions at its parks. Total guest spending per capita decreased 8%, largely due to lower revenue from memberships beyond its initial 12-month commitment period, which it calls 13-plus. Attendance at Cedar Fair's parks increased by 10% in the first quarter despite a strategic decision to reduce the number of operating days in the quarter. This was because of higher season pass sales, favorable impacts from a calendar shift, and improved weather at Knott's Berry Farm. This was partially offset by an 8% decrease in in-park per capita spending due to a planned decrease in season pass pricing and a higher mix of season pass visitation; however, there was improved in-park per capita spending at other parks with limited operations in the quarter. The merger significantly increases Six Flags' scale and enhances geographic diversity. Six Flags will benefit from increased scale following its merger with Cedar Fair, approximately doubling its EBITDA base and owning a total of 42 parks and nine resort properties in North America. The merger also reduces geographic concentration, because Six Flags' stand-alone asset base is concentrated in the South and Cedar Fair's portfolio is concentrated in the Midwest. This reduces the risk of local weather disruptions or other adverse events. However, the company's combined revenue and EBITDA is still relatively smaller compared to some of its peers in the out-of-home entertainment sector. However, the company remains exposed to high seasonality and consumer discretionary spending. Our rating also incorporates the company's exposure to seasonality. The majority of the company's revenue and EBITDA is generated in the second and third quarter throughout the summer. Demand for regional theme parks is also exposed to cyclical discretionary spending. The recent surge in per capita spending at theme parks may begin to slow if consumers' willingness to spend on travel and entertainment in 2024 is hindered by reduced accumulated savings and higher unemployment. Income growth has significantly lagged spending growth since mid-2023, so households have been increasingly reliant on credit and savings. Excess savings are likely depleted for all but the highest-income households, and delinquency rates on credit cards and auto loans have risen beyond pre-pandemic levels. S&P said, "We believe consumers will rein in their spending more and more as time goes on. As a result, we expect a slowdown in U.S. GDP growth in the second half of 2024 and into 2025." S&P said, "Partially offsetting the risk factors is Six Flags' portfolio of drive-to assets, which we believe will experience less operating volatility in a downturn and periods of reduced consumer discretionary spending than destination travel because theme parks are easier to access and are a relatively low-cost form of entertainment. In addition, because of the considerable barriers to entry to theme park development, including high capital costs and stringent regulations, it is unlikely that competitor parks will be developed in the markets in which Six Flags operates. Nevertheless, Six Flags compete with more broadly with other out-of-home entertainment options, including live events operators of larger size and greater financial resources. To remain competitive, the company needs to reinvest in its parks with new rides and attractions to increase attendance. "Six Flags' financial policy decisions, including shareholder returns, pose some downside risks, though we expect management will be prudent. We expect the company will remain focused on integrating the merger with Cedar Fair and continue investing in its business. We also expect management will adhere to its publicly articulated policy of reducing net leverage to about 3x prior to allocating additional capital to shareholders, which the company expects will occur within two years after closing. Cedar Fair's management team, two of which will assume the CEO and CFO role of the combined company, has historically committed to a 3x-4x long-term leverage target. "Six Flags' board of directors declared a special dividend of $1.53 per share to Six Flags shareholders who hold their shares through the closing of the merger. Dividends and share repurchases were a significant part of the company's capital-allocation strategy prior to the pandemic. We have not assumed any additional dividend payments for the forecast period. However, if the company increases dividends to a greater extent or repurchases stock (we forecast no share repurchases in 2024 and 2025), we expect cash flow and net leverage could be weaker than we forecast for the next few years. "The stable outlook reflects our expectation that Six Flags Entertainment Corp. will reduce and sustain leverage below 4.0x by the end of 2025, including the potential for synergies. "We could lower our rating if we expect the company's leverage will increase and remain above 4.5x. This would likely be caused by a prolonged economic downturn causing consumer spending to decline and operating performance at Six Flags to deteriorate, or a shift toward a more aggressive financial policy inclusive of significant leveraging M&A activity, development spend, or debt-funded share repurchases. "Although unlikely, we could raise our rating if the company broadens its scale of operations and diversifies its business such that it reduces seasonality and operating volatility. We would also need to be confident that Six Flags maintained a disciplined financial policy regarding acquisitions, shareholder returns, and development spending, such that leverage is sustained below 3.5x." SNAP ONE: S&P Withdraws 'B' ICR on Acquisition by Resideo --------------------------------------------------------- S&P Global Ratings removed all of its ratings on Snap One Holding Corp. from CreditWatch, where S&P placed them with positive implications on April 23, 2024. Subsequently, S&P withdrew all its ratings on Snap One. On June 14, 2024, Resideo Technologies Inc. (BB+/Negative/--) completed the acquisition of Snap One. As part of the transaction, all of Snap One's existing debt was repaid. Resideo will integrate Snap One into its ADI Global Distribution segment. At the time of the withdrawal, S&P's issuer credit rating on Snap One was 'B'. SOLFIRE CONTRACT: Disposable Income to Fund Plan Payments --------------------------------------------------------- Solfire Contract Manufacturing, Inc., filed with the U.S. Bankruptcy Court for the Northern District of Indiana a Plan of Reorganization dated June 17, 2024. The Debtor is an ISO9001 minority women owned company that was an employee spin off from a Swiss owned company in August 2008. The Debtor is a subcontractor and manufacturer of light industrial components for all industries which include automotive, appliance, industrial, marine and electronic sectors. The sales and growth projections throughout 2024 and 2025 seem promising, as new business is projected to increase 25% in 2024, and another 15% in 2025 placing Solfire on a positive path to recovery. Class 7 consists of Unsecured Claims. The Allowed Claims of this Class shall be paid from the Net Projected Disposable Income of the Debtor. The payments to this Class shall be made to the Disbursing Agent who shall make distribution to the Allowed Claims of this Class on a pro rata basis. The payments from the Net Projected Disposable Income shall be made by the Disbursing Agent as soon as practicable upon the receipt of such funds from the Debtor after full payment of Classes 1 and 6. The allowed unsecured claims total $968,061.00. Class 8 consists of Equity Interest Holders. Upon Confirmation of the Plan, the prepetition equity security interests in the Debtor shall terminate. The equity security (Membership) interest in the newly organized Debtor shall thereupon be as follows: Esther Solis (85%); Othoniel Solis (5%); Lawrence Koziol (5%); Maria D. Oceguera. In advance of Plan Confirmation, the Debtor may commence payments to a confirmation deposit account ("Confirmation Deposit Account") which shall be utilized in funding of Plan payments. Within 30 days after Confirmation of the Plan, the Debtor shall begin making the Projected Disposable Income to the Disbursing Agent monthly. Any Projected Disposable Income payment funds remaining after full payment of Classes 1, 2 and 3shall be distributed to Class 4 in accordance with the Plan. Accordingly, the Debtor anticipates and projects its total Projected Disposable Income would be $25,000.00. A full-text copy of the Plan of Reorganization dated June 17, 2024 is available at https://urlcurt.com/u?l=xwNe6k from PacerMonitor.com at no charge. Attorney for the Debtor: Wesley N. Steury, Esq. BURT, BLEE, DIXON, SUTTON & BLOOM, LLP 200 East Main Street, Suite 1000 Fort Wayne, IN 46802 Tel: (260) 426-1300 Fax: (260) 422-3750 Email: wsteury@burtblee.com About Solfire Contract Manufacturing Solfire is a manufacturer of industrial components and assemblies with locations in Fort Wayne, IN and Aguascalientes Mexico. Solfire Contract Manufacturing, Inc. filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ind. Case No. 24-10271) on March 18, 2024, listing up to $50,000 in assets and $1 million to $10 million in liabilities. The petition was signed by Othoniel Solis as chief operating officer. Wesley N. Steury, Esq. at Burt, Blee, Dixon, Sutton & Bloom LLP represents the Debtor as counsel. SONOMA PHARMACEUTICALS: Amends Equity Distribution Deal With Maxim ------------------------------------------------------------------ As previously disclosed, on December 15, 2023, Sonoma Pharmaceuticals, Inc. entered into an Equity Distribution Agreement with Maxim Group LLC, pursuant to which the Company may offer and sell, from time to time, through Maxim, as sales agent or principal, shares of its common stock, $0.0001 par value per share. On March 8, 2024, the Company entered into an amendment to the Agreement. Sales of shares of common stock under the Agreement, as amended by Amendment No. 1, will be made pursuant to the registration statement on Form S-3 (File No. 333-275311), which was declared effective by the U.S. Securities and Exchange Commission on November 20, 2023, the prospects included therein, and a related prospectus supplement filed with the SEC on June 27, 2024. Full text copies of the Agreement and Amendment No. 1, attached on Form 8-K are available at https://tinyurl.com/4vrdmn9c About Sonoma Pharmaceuticals Sonoma Pharmaceuticals, Inc. (NASDAQ: SNOA) -- http://www.sonomapharma.com/-- is a global healthcare company developing and producing stabilized hypochlorous acid, or HOCl, products for a wide range of applications, including wound care, eye care, oral care, dermatological conditions, podiatry, animal health care and non-toxic disinfectants. The Company's products reduce infections, itch, pain, scarring, and harmful inflammatory responses in a safe and effective manner. In-vitro and clinical studies of HOCl show it to have impressive antipruritic, antimicrobial, antiviral, and anti-inflammatory properties. The Company's stabilized HOCl immediately relieves itch and pain, kills pathogens and breaks down biofilm, does not sting or irritate the skin, and and oxygenates the cells in the area treated, assisting the body in its natural healing process. The Company sells its products either directly or via partners in 55 countries worldwide. As of March 31, 2024, the Company had $14.74 million in total assets, $8.60 million in total liabilities, and $6.14 million in total stockholders' equity. Tampa, Florida-based Frazier & Deeter, LLC, the Company's auditor since 2021, issued a "going concern" qualification in its report dated June 17, 2024, citing that the Company has incurred significant losses and negative operating cash flows and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about its ability to continue as a going concern. SOUTH HILLS: U.S. Trustee Appoints Margaret Barajas as PCO ---------------------------------------------------------- Andrew Vara, the U.S. Trustee for Regions 3 and 9, appointed Margaret Barajas as patient care ombudsman for South Hills Operations, LLC and its affiliates. The appointment was made pursuant to the order from the U.S. Bankruptcy Court for the Western District of Pennsylvania on May 22. Section 333 of the Bankruptcy Code provides that Ms. Barajas, as the patient care ombudsman, shall: * Monitor the quality of care provided to patients of the companies, to the extent necessary under the circumstances, including, to the extent necessary, interviewing patients, physicians, and other appropriate interested parties; * In the event that the patient care ombudsman determines that the quality of care provided to patients are declining significantly or are otherwise being materially compromised, file with the Court a motion or a written report with notice to the parties in interest immediately upon making such determination; and * As required by Section 333(b)(2) of the Bankruptcy Code, not later than 60 days after the date of appointment, and not less frequently than at 60-day intervals thereafter, report to the Court after notice to the parties in interest, at a hearing or in writing, regarding the quality of patient care provided to patients. The ombudsman may be reached at: Margaret Barajas PA Long-Term Care Ombudsman | Ombudsman Office Pennsylvania Department of Aging 555 Walnut St. 5th Floor Harrisburg, PA 17101 Phone: (717) 783-7096 | Fax: (717) 772-3382 Email: mbarajas@pa.gov About South Hills Operations South Hills Operations, LLC and its affiliates operate 13 skilled nursing facilities in Pennsylvania. While they do not have identical ownership, there is substantial common ownership among the various debtor entities, and they are affiliates of one another. The Debtors filed Chapter 11 petitions (Bankr. W.D. Pa. Lead Case No. 24-21217) on May 17, 2024, with $1 million to $10 million in assets and $10 million to $50 million in liabilities. Judge Carlota M. Bohm oversees the cases. The Debtors tapped Whiteford Taylor & Presto and Bass, Berry & Sims, PLC as legal counsels; Ankura Consulting, LLC as restructuring advisor; and Blueprint Healthcare Real Estate Advisors, LLC and Cummings and Co. Realtors, LLC as financial advisors. The U.S. Trustee for Region 3 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. The committee is represented by Bernstein-Burkley, P.C. SPIRIT AEROSYSTEMS: S&P Places 'B' ICR on CreditWatch Positive -------------------------------------------------------------- S&P Global Ratings placed all of its ratings on Spirit AeroSystems Inc. on CreditWatch with positive implications, including the 'B' issuer credit rating and issue-level ratings inclusive of 'BB-' on the company's senior secured first-lien notes, 'B-' on senior secured second-lien notes, and 'CCC+' on unsecured notes. S&P expects to resolve its CreditWatch positive placement upon close of the acquisition, which is expected in mid to late 2025. Spirit AeroSystems has agreed to terms to an acquisition by the Boeing Co. The deal remains subject to regulatory approval. S&P expects Spirit AeroSystems Inc.'s credit profile to benefit from the acquisition. S&P said, "We placed our ratings on Spirit AeroSystems and its debt on CreditWatch with positive implications. We expect Spirit's operations to strongly benefit from Boeing's support following the close of the acquisition. "The CreditWatch positive placement reflects the potential for a multiple-notch upgrade of Spirit following the acquisition by Boeing. This reflects our view that Spirit's operations will benefit from significant support Boeing will provide. With Boeing's support, the company believes production will be more streamlined and efficient, allowing for an easier ramp up in production levels, especially on the MAX platform." Headquartered in Wichita, Kan., Spirit AeroSystems (NYSE: SPR; $6.1 billion in revenues for 2023) is an independent aircraft parts designer and manufacturer of commercial aerostructures such as fuselages, nacelles, struts and pylons, wing structures, and flight control surfaces. The company maintains 11 manufacturing facilities, six within the U.S. and one each in Scotland, France, Malaysia, Northern Ireland, and Malaysia. It operates in three principal segments: Commercial (81%), Defense and Space (13%), and Aftermarket (6%). Boeing and Airbus are the two largest customers. ST. CHRISTOPHER'S: Sex Abuse Claimants Defend Bid to Form Committee ------------------------------------------------------------------- An ad hoc committee of sex abuse claimants defended its bid to appoint an official committee that will represent unsecured creditors in the Chapter 11 cases of St. Christopher's, Inc. and The McQuade Foundation. Ilan Scharf, Esq., the ad hoc committee's attorney, said the group has shown "cause" why an official unsecured creditors' committee should be appointed. "One additional fact [the court] should consider is the importance to the survivors of having a voice in the reorganization process and the treatment of their claims as well as the claims of the other general unsecured creditors," the attorney said. "This is not a function that the trustee can perform." Mr. Scharf is responding to the objections from the Subchapter V trustee and from the welfare organizations' attorney to the committee appointment. In their objections, both argued that the ad hoc committee failed to show "cause" by a "preponderance of the evidence;" the appointment would be "duplicative" of the Subchapter V trustee's duties; and that a committee for sex abuse claimants would come at the expense of other general unsecured creditors. "The [welfare organizations'] and trustee's simplistic and conclusory argument that a committee cannot be appointed because its duties would be duplicative of the trustee's duties equally fails," Mr. Scharf said. "This position, if accepted, would mean that a committee can never be appointed in a Subchapter V case, which would render Section 1102(a)(3) meaningless." The attorney also argued that an official committee for sex abuse claimants would increase efficiency in the bankruptcy cases and would help limit professional fees contrary to claims that it would be an unnecessary waste of estate resources. About St. Christopher's St. Christopher's, Inc. is a residential treatment center providing services to children with special needs. It empowers children and youth with special needs with the social emotional coping skills and strengths they need -- and the healthcare, mental health and social support services they require -- to enter adulthood confident and equipped to meet life's challenges and opportunities. St. Christopher's and The McQuade Foundation filed petitions under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 24-22373) on April 29, 2024. Heidi Sorvino, Esq., at White and Williams, LLP serves as Subchapter V trustee. At the time of the filing, St. Christopher's reported $10 million to $50 million in assets and $1 million to $10 million in liabilities while McQuade reported $1 million to $10 million in both assets and liabilities. Judge Sean H. Lane presides over the cases. Janice B. Grubin, Esq., at Barclay Damon, LLP represents the Debtors as legal counsel. SYEDE ENTERPRISES: Case Summary & One Unsecured Creditor -------------------------------------------------------- Debtor: Syede Enterprises, Inc. fka Syed Enterprises, Inc. 5714 Comal Park Court Houston TX 77059 Case No.: 24-33114 Business Description: Syede Enterprises is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). The Debtor owns real property in Bayton, Texas valued at $5.57 million. Chapter 11 Petition Date: July 1, 2024 Court: United States Bankruptcy Court Southern District of Texas Judge: Hon. Eduardo V Rodriguez Debtor's Counsel: Samuel L. Milledge, Esq. MILLEDGE LAW GROUP, P.C. 1235 North Loop West, Ste. 725 Houston TX 77008 Tel: (713) 812-1409 Fax: (713) 812-1418 Email: milledge@milledgelawfirm.com Total Assets: $5,572,398 Total Liabilities: $1,434,215 The petition was signed by Ghyasuddin Syed as president. The Debtor listed Milledge Law Group, P.C., located at 1235 North Loop West. Ste. 725, Houston, Texas 77008 as its sole unsecured creditor holding a claim of $12,000 for attorney fees. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/FXZFVHQ/SYEDE_ENTERPRISES_INC__txsbke-24-33114__0001.0.pdf?mcid=tGE4TAMA TAGRISK LLC: Plan Exclusivity Period Extended to December 16 ------------------------------------------------------------ Judge Jeffery W. Cavender of the U.S. Bankruptcy Court for the Northern District of Georgia extended Tagrisk, LLC's exclusive periods to file a plan of reorganization and obtain acceptance thereof to December 16 and December 30, 2024, respectively. As shared by Troubled Company Reporter, the Debtor has worked diligently to maintain continuity in the everyday operation of its business, while simultaneously working to preserve and build the value of its assets since the commencement of the Case. Debtor has engaged special counsel to pursue an appeal in the Washington Court of Appeals, and oral argument is currently set for May 31. The outcome of the appeal, and/or any resolution of such proceeding, will impact the terms of any Chapter 11 plan proposed by the Debtor. On or about February 19, 2021, a large default judgment (the "Default Judgment") was entered against the Debtor in a lawsuit filed in the state court in Washington (the "Washington Suit"). The Debtor filed its notice of appeal on March 14, 2023, and that appeal is pending in the Washington Court of Appeals, No. 85096-2 (the "Appeal"). Tagrisk, LLC is represented by: J. Robert Williamson, Esq. SCROGGINS & WILLIAMSON, P.C. 4401 Northside Parkway, Suite 450 Atlanta, GA 30327 Tel: (404) 893-3880 Email: aray@swlawfirm.com About Tagrisk LLC Tagrisk is an insurance agency in Huntington Beach, California. Tagrisk, LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 23-55024) on August 21, 2023, listing $500,000 to $1 million in assets and $10 million to $50 million in liabilities. The petition was signed by Larry Anaya as executive vice president. The Debtor tapped J. Robert Williamson, Esq., at Scroggins & Williamson, PC as bankruptcy counsel and Lisa Herman, Esq., at Herman Jones LLP as special counsel. TERRAFORM LABS LIMITED: Case Summary & One Unsecured Creditor ------------------------------------------------------------- Debtor: Terraform Labs Limited 1 Wallich Street #37-01 Guoco Tower Singapore 078881 Case No.: 24-11481 Business Description: Terraform Labs Limited's parent is Terraform Labs Pte. Ltd., a software development company. Its Parent's primary business purpose is to develop and support (i) software used to create and run the current Terra blockchain network, which was started in May 2022, and (ii) an entire suite of tools, protocols, and applications that operate on the Terra Blockchain, making transactions on the network easier, faster, and more user-friendly. Chapter 11 Petition Date: July 1, 2024 Court: United States Bankruptcy Court District of Delaware Debtor's Local Counsel: Zachary I. Shapiro, Esq. RICHARDS, LAYTON & FINGER, P.A. One Rodney Square, 920 North King Street Wilmington, Delaware 19801 Tel: (302) 651-7700 Email: shapiro@rlf.com Debtor's Attorneys: Ronit Berkovich, Esq. WEIL, GOTSHAL & MANGES LLP 767 Fifth Avenue New York, New York 10153 Tel: (212) 310-8000 Email: ronit.berkovich@weil.com Debtor's Special Litigation Counsel: DENTONS US LLP 1221 Sixth Ave, New York, NY 10020 Debtor's Special Foreign Counsel: WONGPARTNERSHIP LLP 12 Marina Boulevard Level 28 Marina Bay Financial Centre Tower 3 Singapore 018982 Debtor's Financial Advisor: ALVAREZ & MARSAL NORTH AMERICA, LLC 600 Madison Ave New York, NY 10022 Debtor's Claims Agent: EPIQ CORPORATE RESTRUCTURING, LLC 777 Third Avenue New York, New York 10017 Estimated Assets: $100 million to $500 million Estimated Liabilities: $0 to $50,000 The petition was signed by Chris Amani, Head of Company Operations of Terraform Labs Pte. Ltd., Director of Terraform Labs Limited. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/DJAAMXI/Terraform_Labs_Limited__debke-24-11481__0001.0.pdf?mcid=tGE4TAMA Debtor's Sole Unsecured Creditor: Entity: Murphy, Paul 67 Fort Street George Town Grand Cayman, KY 1-1007 Cayman Islands Nature of Claim: Directorship Fee Claim Amount: $25,000 THRASIO LLC: Moody's Assigns 'Caa2' CFR Following Bankr. Emergence ------------------------------------------------------------------ Moody's Ratings assigned a Caa2 Corporate Family Rating and a Caa2-PD Probability of Default Rating to Thrasio, LLC. Concurrently Moody's assigned a B1 rating to the company's $90 million first lien first out term loan (FOTL) and a Caa3 rating to the $276 million first lien second out term loan (SOTL). The outlook is negative. On June 18, 2024, Thrasio completed its recapitalization process and emerged from Chapter 11. Through this process, Thrasio reduced its debt by approximately $415 million from pre-bankruptcy levels and eliminated a sizable amount of preferred stock. The new debt structure consists of a $90 million first out term loan and $276 million second out term loan that were issued through the conversion of debtor-in-possession (DIP) facilities upon exit from bankruptcy. Thrasio is holding proceeds from the first out DIP term loan as cash on the balance sheet to provide liquidity while the company implements strategies to bolster revenue growth and improve the cost structure in an effort to generate positive EBITDA (based on the company's definition) by 2025. Thrasio does not have a revolving credit facility. Thrasio's bankruptcy was precipitated by several factors including the company's aggressive expansion that included a rapid pace of acquisitions, and accumulation of an unsustainably large debt level. Thrasio also experienced operational challenges including shifts in demand for the company's products, supply chain disruptions, and integration challenges for items such as demand planning and technology. These factors left Thrasio with an outsized inventory position and negative earnings. RATINGS RATIONALE Thrasio's Caa2 CFR reflects Moody's view that ongoing efforts to generate positive EBITDA present operating and execution challenges because the company needs to reduce overhead, streamline the number of logistics providers, rationalize the product base, and improve systems and inventory planning. Because Thrasio does not have a revolver, the company is dependent on its approximate $60 million cash balance upon emergence, inventory depletion and pay-in-kind (PIK) interest for liquidity. Moody's believe cash resources could be exhausted over the next several years if profitability does not meaningfully improve because the first out term loan will begin to transition to cash interest and a base level of inventory investment is necessary to support operations. Revenue and earnings continue to decline and executing the necessary operational turnaround in an environment where consumer spending is pressured by high inflation will also present challenges. Thrasio has a sizable portfolio of roughly 200 branded consumer products built through a series of acquisitions that are currently sold largely through Amazon. The products serve niche consumer needs within large competitive categories and individually have small scale within their market segments. The company seeks to grow brands through marketing and channel expansion with an increasing emphasis to broaden into other e-commerce and retail channels in addition to Amazon. Thrasio outsources manufacturing, physical warehousing, and distribution with its internal capabilities focused on data-driven pricing, marketing and inventory replenishment/management. Sustaining growth and maintaining market share for individual brands and the portfolio more broadly is challenging in the face of significant competition including from large well-capitalized companies. In addition, driving competitive innovation across the portfolio that is necessary for growth and market share stability requires continual investment in product development where the company's capabilities are not as strong and this leads to acquisitions. Effective demand planning and inventory management is also critical to generating sustainable profits and this is challenging given the focus on a sizable portfolio of niche products with small scale. The company's turnaround efforts hinge meaningfully on multiple operational restructuring initiatives, some of which have been implemented and others yet to be fully executed. These operating improvements will take several years to fully implement and good execution is necessary to stabilize operations. Restructuring initiatives include reducing the workforce, optimizing supplier relationships, managing inventory surplus, divesting from non-core brands, and employing more efficient pricing and marketing strategies. However, the execution of these initiatives carries a high degree of risk in a competitive marketplace. There also remains uncertainty surrounding the timeline of these strategic changes. Thrasio's ratings are supported by a sizable revenue base and product portfolio diversification. The company operates in a variety of product categories with the largest focused on home & kitchen, bedding, outdoor, pet and personal care. Thrasio is also focused on distribution in the growing e-commerce channel. Thrasio'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. ESG factors including governance (G-5) risk considerations are material to the rating action. Governance risks include the company's aggressive financial strategy and risk management, evidenced by frequent debt-funded acquisitions, the recent Chapter 11 bankruptcy in February 2024 that led to a restructuring where the company still has a meaningful amount of debt while operating with negative EBITDA. The company also has a poor profitability track record. Moody's expect Thrasio to maintain weak liquidity over the next 12 months. The company exited bankruptcy with approximately $60 million of balance sheet cash as of June 18, 2024 and no revolver. Moody's expect that Thrasio will have negative EBITDA but could generate positive free cash flow of approximately $30 million over the next 12 months as a whole due to inventory rationalization and the agreement to PIK interest during the first year post emergence. Because free cash flow is likely to be volatile and shift between positive and negative depending on the level of inventory reduction in a particular month, Moody's expect Thrasio to have limited headroom within the $30 million minimum liquidity covenant. The term loans will convert to cash pay in year two subject to a $50 million liquidity threshold. In year three post emergence and thereafter, interest on the FOTL will be cash pay while cash interest on the SOTL remains subject to the $50 million liquidity threshold. Liquidity will deteriorate if the company is unable to shift to positive EBITDA because there is a limit to the amount inventory can be reduced without negatively affecting order fulfillment, and the first out term loan converts to cash pay. Thrasio's $90 million first lien first out term loan is rated B1, four notches above the Caa2 CFR. This reflects the first out term loan's senior position in the capital structure in regard to payment priority versus the second out term loan. The $276 million first lien second out term loan is rated Caa3. The facilities have the same collateral lien position, but the first out term loan has payment priority relative to the second out term loan. When factoring in payment priority, the stronger collateral coverage for the first out term loan enhances recovery in the event of a default. The new credit facilities include the following: Incremental pari passu debt capacity up to $25 million subject to the maturity being no earlier than the then existing latest maturity date. The credit agreement prohibits the designation of unrestricted subsidiaries, preventing collateral "leakage" to such subsidiaries. The credit agreement prohibits any investment, disposition, restricted payment or any asset sale of any material intellectual property or material collateral to non-loan parties. The credit agreement provides some limitations on up-tiering transactions, requiring affected lender consent for amendments that subordinate the debt and liens unless such lenders can ratably participate in such priming debt. The credit agreement requires affected lender consent for any amendments that authorize the issuance of additional debt for the primary purpose of influencing voting thresholds. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The negative rating outlook reflects the execution risk to quickly and successfully implement an operational turnaround and generate positive EBITDA amid a promotional environment where consumer spending is being weakened by the cumulative effects of high inflation. The negative outlook also reflects that such a turnaround is necessary to generate positive free cash flow once inventory depletion slows and the term loans transition to cash pay subject to a liquidity threshold. Ratings could be upgraded if the company is able to generate revenue growth and improve its earnings such that EBITDA is sufficiently positive to generate consistent positive free cash flow. The company would also need to maintain adequate liquidity. Ratings could be downgraded if factors such as challenges executing the planned restructuring initiatives, market share losses, pricing pressure or cost increases continue to reduce revenue or prevent the company from generating positive EBITDA. A deterioration of liquidity due to a reduction in the cash balance or negative free cash flow could also lead to a downgrade. The principal methodology used in these ratings was Consumer Packaged Goods published in June 2022. Thrasio, LLC, founded in 2018 and headquartered in Walpole, MA, is an operator of private third-party Amazon brands with a diverse catalog of products across home, cleaning, outdoor, and other categories. The company's portfolio was built through multiple acquisitions of brands and their underlying businesses that often consisted of limited or singular products. The company estimates its current catalog includes about 200 brands. Thrasio generated approximately $890 million of revenue in 2023. TWIN CITIES: Steven Nosek Named Subchapter V Trustee ---------------------------------------------------- The Acting U.S. Trustee for Region 12 appointed Steven Nosek as Subchapter V trustee for Twin Cities Health Services, Inc. Mr. Nosek will be paid an hourly fee of $300 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Nosek declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Steven B. Nosek 10285 Yellow Circle Drive Hopkins, MN 55343 Email: snosek@noseklawfirm.com About Twin Cities Health Services Twin Cities Health Services, Inc. specializes in helping individuals struggling with mental illness or substance abuse. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Minn. Case No. 24-41577) on June 17, 2024, with $100,000 to $500,000 in assets and $1 million to $10 million in liabilities. Guled Mohamoud, chief executive officer, signed the petition. Judge Kesha L. Tanabe presides over the case. Steven R. Kinsella, Esq., at Fredrickson & Byron, P.A. represents the Debtor as legal counsel. WHEEL PROS: KKR Income Marks $692,000 Loan at 23% Off ----------------------------------------------------- KKR Income Opportunities Fund has marked its $692,000 loan extended to Wheel Pros Inc to market at $534,000 or 77% of the outstanding amount, according to a disclosure contained in KKR Income's Amended Form N-CSR for the six-month period ended April 30, 2024, filed with the Securities and Exchange Commission. KKR Income is a participant in a First Lien Term Loan September 2023 (NewCo) (SOFR + 4.50%) to Wheel Pros Inc. The loan matures on May 11, 2028. KKR Income was organized on March 17, 2011 as a statutory trust under the laws of the State of Delaware. The Fund is a closed-end registered management investment company, which commenced operations on July 25, 2013. The Fund seeks to generate a high level of current income, with a secondary objective of capital appreciation. The Fund is diversified for purposes of the Investment Company Act of 1940, as amended. KKR Credit Advisors (US) LLC serves as the Fund’s investment adviser. The fiscal year ends October 31. KKR Income is led by Rudy Pimentel, President; and Thomas Murphy, Treasurer, Chief Accounting Officer & Chief Financial Officer. The Fund can be reach through: Rudy Pimentel KKR Income Opportunities Fund 555 California Street, 50th Floor San Francisco, CA 94104 Tel. No.: (415) 315-3620 - and - Lori Hoffman KKR Credit Advisors (US) LLC 555 California Street, 50th Floor San Francisco, CA 94104 Tel. No.: (415) 315-3620 Wheel Pros, Inc. manufactures auto parts. The Company designs and distributes new wheel, tire, and suspension products for all types of vehicles. Wheel Pros serves customers worldwide. ZW DATA: ARK Pro CPA & Co Raises Going Concern Doubt ---------------------------------------------------- ZW Data Action Technologies 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 its auditor expressed substantial doubt about the Company's ability to continue as a going concern. Hong Kong, China-based ARK Pro CPA & Co, the Company's auditor since 2023, issued a "going concern" qualification in its report dated June 28, 2024, citing that the Company has accumulated deficit from recurring net losses and significant net operating cash outflow for the year ended December 31, 2023. All these factors raise substantial doubt about its ability to continue as a going concern. For the years ended December 31, 2023 and 2022, the Company incurred a loss from operations of US$6.01 million and US$11.12 million, respectively. Net operating cash outflow for the years ended December 31, 2023 and 2022 was US$2.01 million and US$3.19 million, respectively. As of December 31, 2023, the Company had cash and cash equivalents of US$0.82 million and working capital of US$4.11 million. The Company experienced increased revenues, incurred a gross loss, and did not generate a positive net cash flow from its existing core business, i.e., Internet advertising and related data service business for the year ended December 31, 2023. The increase in revenue was primarily attributable to the recovery of the general economy from the lifting of COVID-19 related restrictions. This in turn improved the advertising investment budgets and advertising service demands of our SME clients when compared to 2022. However, its business and results of operations are still materially and adversely effected by the challenging macroeconomic environment in the PRC which adversely affected the SMEs owners' confidence to further expand their businesses, and thus adversely affected the SMEs owners' demands on the Company's online advertising and marketing services and our ability to negotiate favorable operating margins. As a result, the Company has been relying on proceeds generated from prior financing activities for its liquidity in fiscal 2023. In 2024, the Chinese Government implemented various stimulus programs to boost the Chinese economy through improving industrial output, increasing consumer spending and supporting the property sector. Although there remain uncertainties as to the future macroeconomic environment in the PRC, the Company anticipates a slow recovery of performance and improvement of cash flow status of its core business beginning in the second half of 2024. In order to improve operation performance, the Company continues to introduce its new SaaS services to customers. The Company's SaaS services are provided based on technologies of its self-developed Blockchain Integrated Framework platform. The subscriptions of the Company's BIF platform would enable its clients to utilize the BIF platform as an enterprise management software to record, share and storage operating data on-chain, and/or to generate unique designed Non-fungible Token for their IPs and certificates. Although the economic downturn in the PRC adversely affected the Company's promotion of the new SaaS services, and revenues from the new SaaS services business and its profitability have not met the Company's expectations, it is still expected to bring the Company positive cash flow and help to improve liquidity, as these services are provided based on technologies of the Company's self-developed software platform, which does not need any further material cash outflow to other third-party service providers. In addition, to further improve its liquidity, the Company plans to negotiate with its major suppliers for more favorable payment terms, collect short-term loan principals provided to unrelated parties and the related interest income, when they become due, reduce its operating costs through optimizing the personnel structure among different offices, and reduce its office leasing spaces, if needed. The Company also intends to obtain revolving credit facilities to supplement its short-term working capital, as needed, from the commercial banks in the PRC. The Company has not experienced any difficulties in obtaining such credit facility before. The Company believes that its current cash and cash equivalents, its anticipated new cash flows from operations and from investing and financing activities, and other liquidity improving measures will ensure the Company has sufficient cash to meet its obligations as they become due with the next 12 months. A full-text copy of the Company's Form 10-K is available at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1376321/000117184324003699/cnet20231231_10k.htm About ZW Data Action Technologies Beijing, China-based ZW Data Action Technologies Inc., established in 2003, is an ecological enterprise, which provides digital services to sales and marketing channels through blockchain, big data, and precision marketing. ZW Data Action is committed to empowering SMEs to achieve more efficient and accurate operations and management, resulting in additional value for clients. As of December 31, 2023, the Company has US$11.2 million in total assets, $5 million in total liabilities, and $6.3 million in total equity. [] Corporate Restructurings to Accelerate Over Next Two Years ------------------------------------------------------------- The volume of new corporate restructuring mandates is set to continue rising over the next two years as distressed companies grapple with geopolitical uncertainty, tightening interest rates, and new regulatory challenges, according to new research commissioned by CSC, the world's leading provider of global business administration and compliance solutions. CSC's study, Global Restructuring Trends in 2024: Navigating the Opportunities and Challenges, reveals that the overwhelming majority (83%) of sector professionals expect to see the volume of restructuring mandates grow significantly or modestly over the next two years, with a quarter (25%) predicting a significant increase. CSC commissioned research among 150 independent senior executives in the global financial services, legal, private credit, and private debt sectors to shed new light on what's driving the rise in global restructurings, as well as challenges facing the industry, and key regional differences. "The acceleration in global restructurings builds on the rise we've seen over the past 12-24 months. In the U.K., for example, there were more than 25,000 registered company insolvencies in 2023, the most for 30 years," says Michelle Dreyer, managing director of CSC's Global Restructuring Practice. "We're seeing a number of companies that took on a considerable amount of debt during COVID and are now seeing that debt come due. But as rates are now so much higher, they can't just go to their lender or a different lender and refinance," Dreyer adds. "Some restructurings are actually companies that probably should have filed in 2020, but because they were so bolstered by the cheap money in the market, they've been able to hold out until now. We're now seeing the aftermath of all that inexpensive money." Two-thirds (65%) of industry experts said the biggest challenge to restructuring distressed companies was overcoming regulatory hurdles, which at times favors liquidation rather than rehabilitation. Other key challenges are inexperienced management teams (cited by 55% of respondents), which are unaccustomed to the transition from normal company operations to a very different and complex bankruptcy environment. Some 40% of respondents highlighted rising interest rates as a major driver in the restructuring market. "Many individuals in management have little or no experience in dealing with the challenges of a systemic downturn," adds Dreyer. "Management teams often have a difficult time transitioning from normal company operations to what is needed in a bankruptcy proceeding, meaning that the support of experienced providers who can move quickly to assist them becomes hugely valuable." CSC's study identified North America and Europe as the two regions witnessing the most significant volumes of restructuring activity. Over 40% of those surveyed selected these geographies, with their mature regulatory frameworks making them attractive to companies from beyond their own borders. "Regulatory changes can also have a positive impact on restructuring and make certain jurisdictions more attractive, resulting in the high use of COMI shifts," says Dreyer. "Only a very small minority said they use just one independent external vendor during restructuring processes, highlighting the difficulty of finding a one-stop-shop during what are exceptional times for management teams. At CSC, we provide expertise from highly experienced professionals across a variety of products and a truly joined-up, global cross-border service." To receive a copy of CSC's Global Restructuring 2024 report, please contact Camilla Wyatt or Saffron Wainwright at cscteam@citigatedewerogerson.com. CSC, in partnership with Pure Profile, surveyed 150 senior executives in the financial services, legal, private credit, and private debt sectors globally to gauge views on the state of the global restructuring industry. Respondents were equally split between North America, APAC, U.K., and Europe. About CSC CSC -- http://www.cscglobal.com-- is the trusted partner of choice for more than 90% of the Fortune 500(R), more than 90% of the 100 Best Global Brands (Interbrand(R)), and more than 70% of the PEI 300. It is the world's leading provider of global business administration and compliance solutions, specialized administration services to alternative asset managers across a range of fund strategies, transactions involving capital markets participants in both public and private markets, domain name system management and digital brand and fraud protection, and corporate tax software solutions. Founded in 1899 and headquartered in Wilmington, Delaware, USA, CSC prides itself on being privately held and professionally managed for more than 125 years. CSC has office locations and capabilities in more than 140 jurisdictions across Europe, the Americas, Asia Pacific, and the Middle East. [] Davis Polk Elects Six New Partners ------------------------------------- Davis Polk said Aaron Ferner, Zachary Frimet, David Kennedy, Brett McMahon, Michael Senders and Aliza Slansky have been elected partners of the firm, effective July 1, 2024. Aaron Ferner is a member of Davis Polk's Finance practice in London. Corporates, sponsors and financial institutions turn to Mr. Ferner to handle a wide range of transactions, including leveraged and investment-grade acquisition financings, corporate loans, derivatives and debt restructurings. He also has extensive experience advising on the financing of UK public acquisitions. Zachary Frimet is a member of Davis Polk's Finance practice in New York. Mr. Frimet represents private credit funds, alternative lenders and other credit providers in complex finance transactions, including direct, club and syndicated financings, recurring revenue transactions, second-lien and subordinated loans and first-out/last-out unitranche facilities. He has significant experience with nontraditional equity investments for private credit investors, including debt-like preferred equity as third-party financing, equity co-investments, warrants and equity kickers. Mr. Frimet has extensive experience representing credit investors in the negotiation of complex intercreditor arrangements, and in connection with workouts, restructurings, bankruptcies and other special situations transactions. David Kennedy is a member of Davis Polk's Finance practice in New York. Mr. Kennedy advises direct lenders, financial institutions and corporate borrowers on a wide variety of financing transactions, including complex leveraged buyouts and acquisition financings, private debt, asset-based lending and securitizations, debt restructuring transactions, and NAV and back-leverage facilities. Brett McMahon is a member of Davis Polk's Civil Litigation practice in New York. Mr. McMahon represents clients in a broad range of civil matters in court and arbitration proceedings nationwide, including high-stakes commercial and complex contractual disputes, actions against major law firms for legal malpractice and related claims, and litigation involving business divorces and other internal disputes among partners, joint venturers, and limited liability company members. Although Brett's practice spans all industries, he has particular experience representing clients in the legal, media, telecommunications, real estate and cryptoasset spaces. In addition to his defense work, he frequently represents individuals and companies on the plaintiff side, including in litigating their claims through trial. Michael Senders is a member of Davis Polk's Mergers & Acquisitions practice in New York. Mr. Senders advises U.S. and international clients on a broad range of domestic and cross-border public and private company mergers and acquisitions, investments, carve-outs, joint ventures and other general corporate matters. His work spans a number of industries, including sports, consumer products and retail, financial services, fintech, media and telecom. He also advises private equity firms and their portfolio companies on a variety of transactions, including acquisitions and dispositions of investments, leveraged buyouts and co-investment arrangements. Aliza Slansky is a member of Davis Polk's Tax practice in New York. Mr. Slansky provides tax advice to clients on a broad range of transactions, including derivatives and structured finance, mergers and acquisitions, initial public offerings and other capital markets transactions, joint ventures, and other major transactions. About Davis Polk Davis Polk & Wardwell LLP (including its associated entities) -- http://www.davispolk.com-- is an elite global law firm with world-class practices across the board. Clients know they can rely on us for their most challenging legal and business matters. From offices in the world's key financial centers and political capitals, our more than 1,000 lawyers collaborate seamlessly to deliver exceptional service, sophisticated advice and creative, practical solutions. ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. On Thursdays, the TCR delivers a list of recently filed Chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. The Sunday TCR delivers securitization rating news from the week then-ending. TCR subscribers have free access to our on-line news archive. Point your Web browser to http://TCRresources.bankrupt.com/and use the e-mail address to which your TCR is delivered to login. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Philadelphia, Pa., USA. Randy Antoni, Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Joel Anthony G. Lopez, Psyche A. Castillon, Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors. Copyright 2024. All rights reserved. ISSN: 1520-9474. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR subscription rate is $975 for 6 months delivered via e-mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are $25 each. For subscription information, contact Peter A. Chapman at 215-945-7000. *** End of Transmission ***