/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/250121.mbx T R O U B L E D C O M P A N Y R E P O R T E R Tuesday, January 21, 2025, Vol. 29, No. 20 Headlines 138 LUDLOW: Secured Party Sets Jan. 23 Auction in New York 1550 BEDFORD: Case Summary & 20 Largest Unsecured Creditors 17 LOCUST: Sale Proceeds, or Rents, to Fund Plan Payments 22ND CENTURY: Resets Conversion Price in JGB Securities Deal 2U INC: ARK Investment Disposes of Equity Stake 9/0 TRANSPORT: Commences Subchapter V Bankruptcy Proceeding ACPRODUCTS HOLDINGS: $1.40BB Bank Debt Trades at 23% Discount AIMBRIDGE ACQUISITION: S&P Cuts ICR to 'D' on Planned Payments AIXIN LIFE: KCCW Resigns as Principal Accountant AKOUSTIS TECH: Court Approves Sell-Down & Trading Protocols ALGORHYTHM HOLDINGS: Shareholders OK Reverse Stock Split ALLIANCE MESA: Gets Three-Month Extension to Use Cash Collateral AMARYLLIS THERAPY: Unsecureds Will Get 17.99% over 5 Years AMERITRANS EXPRESS: Updates Unsecured Claims Pay Details AMWINS GROUP: Moody's Affirms B1 CFR Amid Refinancing Announcement ANASTASIA PARENT: $650MM Bank Debt Trades at 19% Discount APPLES TREE: Dennis Perrey Named Subchapter V Trustee APPLIED DNA: Files Amendment No. 1 to Prospectus APPTECH PAYMENTS: A. Lord Owns 150K Shares APPTECH PAYMENTS: T. Kozlowski Owns 368K Shares APS HOLDINGS: Gets Interim OK to Use Cash Collateral Until Feb. 6 ASBURY AUTOMOTIVE: Fitch Affirms 'BB' LongTerm IDR, Outlook Stable ASCEND PERFORMANCE: $1.09BB Bank Debt Trades at 23% Discount ASHFORD HOSPITALITY: Board Declares Dividends Payable on April 2025 ASHFORD HOSPITALITY: Releases Prelim 4Q 2024 Results ASHLEY SELMAN: Seeks Chapter 11 Bankruptcy Protection ATLAS PURCHASER: $154.4MM Bank Debt Trades at 96% Discount AVALON GLOBOCARE: Lu Swaps 9K Series A Preferred for 5K Series D AVENIR WELLNESS: Ionic Ventures Holds 9.5% Equity Stake AVENTIV TECHNOLOGIES: $1.04BB Bank Debt Trades at 35% Discount AVENTIV TECHNOLOGIES: $288MM Bank Debt Trades at 95% Discount AVISON YOUNG: $61.1MM Bank Debt Trades at 37% Discount BANKERS LIFE: Deadline to File Claims Nov. 26, 2026 BARRACUDA NETWORKS: $455MM Bank Debt Trades at 22% Discount BARTLEY INVESTMENTS: Court OKs West Rogers Property Sale to Wisco 7 BARTLEY INVESTMENTS: West Ballast Property Sale to Wisco 7 OK'd BENK GROUP: Mark Weisbart of Hayward Named Subchapter V Trustee BIOLINERX LTD: Intracoastal Capital Holds 4.99% Equity Stake BIOXCEL THERAPEUTICS: Files Registration Statement BLUE BIOFUELS: George Dennis Bolton Owns 3.6MM Shares BLUE RIBBON: $368MM Bank Debt Trades at 24% Discount BOBEL ELECTRIC: Seeks to Hire Forbes Law LLC as Attorney BOVAN ENTERPRISES: Case Summary & 20 Largest Unsecured Creditors C&D TECHNOLOGIES: Moody's Rates New $377MM 1st Lien Term Loan 'B2' CALPINE CORP: Fitch Puts 'B+' IDR on Watch Positive CANOO INC: Ceases Operations Amid Chapter 7 Bankruptcy Filing CANPACK GROUP: Fitch Alters Outlook on BB- LongTerm IDR to Positive CATHETER PRECISION: Files Registration Statement for $20MM Offering CEL-SCI CORP: Posts $26.9MM Net Loss for FY Ended Sept. 2024 CEMTREX INC: Files Amendment No. 1 to Registration Statement CLEAN ENERGY: Receives Non-Compliance Notice From Nasdaq COLORADO BANKERS: Deadline to File Claims Nov. 26, 2026 CONNEXA SPORTS: Files Registration Statement for $300MM Offering CONSERVICE MIDCO: S&P Assigns 'B-' Rating on First-Lien Term Loan CONTAINER STORE: Taps A&G Realty Partners as Consultant and Advisor CONTAINER STORE: Taps Chad E. Coben of FTI Consulting as CRO CONTAINER STORE: Taps Houlihan Lokey Capital as Investment Banker CONTAINER STORE: Taps Hunton Andrews Kurth LLP as Co-Counsel CONTAINER STORE: Taps Latham & Watkins LLP as Bankruptcy Counsel CORNERSTONE ONDEMAND: $770MM Bank Debt Trades at 19% Discount COSMOS HEALTH: Files Amendment No. 2 to Registration Statement CPV SHORE: S&P Assigns Prelim 'B+' Rating on New Term Loans B/C CRYPTO COMPANY: Increases Promissory Note with AJB Capital to $81K CYTOSORBENTS CORP: Oversubscribed Rights Offering Generated $6.25MM DARK FORCES: Salvatore LaMonica Named Subchapter V Trustee DCERT BUYER: $515MM Bank Debt Trades at 20% Discount DELCATH SYSTEMS: Reports Prelim 4Q, FY 2024 Financial Results DIAMOND COMIC: Bankruptcy Court Approves $41M DIP Financing DINE-MITE HOSPITALITY: Seeks to Tap RHM Law LLP as General Counsel DMD FLORIDA: Gets Interim OK to Use Cash Collateral Until Jan. 31 DURECT CORP: Not in Compliance with Nasdaq Minimum Bid Price DVC3 LLC: Gets Interim OK to Use SBA's Cash Collateral EARTH ALIVE: Plans to Complete Sale Process Under BIA Proceedings EARTH SCIENCE: Jeff Cazeau Owns 50,605 Shares EATSTREET INC: Taps Baker Tilly Advisory Group as Accountant ECUO FOODS: Voluntary Chapter 11 Case Summary EKSO BIONICS: Expects Record Revenues for 4Q of 2024 ELIZABETH SUZANN: Court OKs Continued Use of Cash Collateral EMPIRE TODAY: $595MM Bank Debt Trades at 41% Discount EMX ROYALTY: Ends Year with $27MM Cash, $35MM in Long Term Debt ETG FIRE: Seeks to Hire Burghardt Mediation Works as Mediator ETHEMA HEALTH: Majority Stockholders Approve Articles Amendment EVOFEM BIOSCIENCES: Fails to Comply with OTC Minimum Bid Price FIREFLY NEUROSCIENCE: Jon Olsen Resigns from Board, Removed as CEO FIREPAK INC: Court Extends Use of Cash Collateral Until Feb. 28 FOOTHILL AND TOWNE: Seeks Chapter 11 Bankruptcy in California FOOTHILL AND TOWNE: Voluntary Chapter 11 Case Summary FORMING MACHINING: Moody's Withdraws 'Ca' Corporate Family Rating GLOBAL FOOD: EUR245MM Bank Debt Trades at 18% Discount GOTO GROUP: $958.9MM Bank Debt Trades at 51% Discount GRAND VIEW HOSPITAL: S&P Affirms 'B+' Rating on Revenue Bonds GREENWAVE TECHNOLOGY: Sells 7.54MM Shares to Investors for $4-Mil. GRUBHUB HOLDINGS: Moody's Affirms 'B3' CFR, Outlook Remains Stable H-FOOD HOLDINGS: Comm. Taps Berkeley Research as Financial Advisor H-FOOD HOLDINGS: Comm. Taps McDermott Will & Emery as Texas Counsel H-FOOD HOLDINGS: Committee Taps Lowenstein Sandler LLP as Counsel HILDING ANDERS: EUR300MM Bank Debt Trades at 72% Discount HONG FAN: Secured Party Sets Feb. 20 Public Auction HONOLULU SPINE: Committee Taps Rush Moore LLP as Attorney HOUSTON TRUCK: Seeks to Hire Santana and Associates as Accountant HOW TO BUILD: Court OKs Continued Use of Cash Collateral I-ON DIGITAL: Establishes Series E Convertible Preferred Stock IMOLA ACQUISITION: S&P Corrects Issuer Credit Rating to 'BB' INGENOVIS HEALTH: $85MM Bank Debt Trades at 42% Discount INRI LANDSCAPE: Gets Interim OK to Use Cash Collateral INTERNATIONAL LAND: Files Registration Statement IVANTI SOFTWARE: $1.75BB Bank Debt Trades at 28% Discount IVANTI SOFTWARE: $465MM Bank Debt Trades at 28% Discount IVANTI SOFTWARE: $545MM Bank Debt Trades at 58% Discount JACK CREEK: Seeks Bankruptcy Protection in Montana JACKSON COURT: Christopher Hayes Named Subchapter V Trustee JOANN INC: Future of Virginia Stores at Risk After 2nd Ch.11 JRL ENERGY: U.S. Trustee Unable to Appoint Committee KEMMER LLC: Dennis Perrey Named Subchapter V Trustee KNIGHT HEALTH: $450MM Bank Debt Trades at 40% Discount KOHL'S CORP: Moody's Cuts CFR to Ba3 & Alters Outlook to Negative LABRUZZO WOODLANDS: Claims to be Paid From Income LASERSHIP INC: $953MM Bank Debt Trades at 28% Discount LEFEVER MATTSON: Taps SSL Law Firm LLP as Real Estate Counsel LEHIGH VALLEY: Moody's Affirms 'Ba1' Revenue Bond Rating LOGIX INTERMEDIATE: S&P Withdraws 'CCC-' Issuer Credit Rating LONERO ENGINEERING: Taps Schafer and Weiner as Bankruptcy Counsel LOUISIANA DELTA: Taps Oil and Gas Asset Clearinghouse as Auctioneer MALIA REALTY: Hires Rountree Leitman Klein & Geer as Attorney MARATHON DEVELOPMENT: Case Summary & 11 Unsecured Creditors MARS INTERMEDIATE: S&P Downgrades ICR to 'B-', Outlook Negative MAWSON INFRASTRUCTURE: Responds to Involuntary Chapter 11 Petition MIDCENTRAL CONSTRUCTION: Janice Seyedin Named Subchapter V Trustee MIDWEST MOBILE: Hires Evans & Mullinix P.A. as Attorney MINIMALLY INVASIVE: Claims to be Paid From Income & Sale Proceeds MOBIVITY HOLDINGS: Bruce Terker Holds 12.32% Equity Stake MONTEREY CAPITOLA: Seeks to Hire Joan Chipser as Legal Counsel MP PRODUCTIONS: Seeks Bankruptcy Protection in Arkansas MPH ACQUISITION: $1.33BB Bank Debt Trades at 19% Discount MURRIETA HOLDINGS: Seeks Chapter 11 Bankruptcy Protection NAKED JUICE: $1.82BB Bank Debt Trades at 27% Discount NAKED JUICE: $450MM Bank Debt Trades at 64% Discount NAYA BIOSCIENCE: Prices $9.5 Million Public Offering NEUROONE MEDICAL: Faces Nasdaq Delisting Over Low Stock Price NEW DIRECTION: Seeks to Tap Joyce Lindauer as Bankruptcy Counsel NEWPORT VENTURES: Court Extends Use of Cash Collateral to Jan. 31 NORTHERN LIGHT: Moody's Alters Outlook on 'Ba3' Rating to Negative NORTHSTARR BUILDERS: Hires George E. Jacobs as Legal Counsel NOVABAY PHARMACEUTICALS: Poplar Point Holds 7.7% Equity Stake OLYMPIA INVESTMENTS: Taps Olympia Investments as Broker OPTIV PARENT: $650MM Bank Debt Trades at 19% Discount OYA RENEWABLES: Seeks to Hire Ordinary Course Professionals PEACHY ATHLETIC: Court OKs Continued Use of Cash Collateral PEEK LLC: Seeks to Hire Walton Law Group as Bankruptcy Counsel PH BEAUTY: S&P Ups ICR to 'B-' on Proposed Maturity Extensions POWER CITY: Seeks to Use Cash Collateral PREDICTIVE ONCOLOGY: 3 of 4 Proposals Approved at Annual Meeting PRETIUM PKG: $1.25BB Bank Debt Trades at 22% Discount PRETIUM PKG: $350MM Bank Debt Trades at 68% Discount R & R INDUSTRIES: Case Summary & 20 Largest Unsecured Creditors RELIABLE GENERAL: Seeks to Hire Calaiaro Valencik as Legal Counsel SASSY MEDCHILL: Unsecureds Will Get 4.61% of Claims over 3 Years SAY YES OF BIRMINGHAM: John Caraway Named Subchapter V Trustee SCIENTIFIC ENERGY: Centurion ZD Resigns as Independent Accountant SCORPIUS HOLDINGS: To Implement 1-for-20 Reverse Stock Split SEETAL LLC: Case Summary & Six Unsecured Creditors SERVE TECH: Gina Klump Named Subchapter V Trustee SHELTERING ARMS: Hires Steven D. Pertuz LLC as Bankruptcy Counsel SHILOH HOMECARE: Case Summary & 11 Unsecured Creditors SHILOH HOMECARE: Seeks Bankruptcy Protection in Pennsylvania SIGYN THERAPEUTICS: Board Appoints Michael Ryan as Director SILVER AIRWAYS: Gets OK to Hire Verita Global as Claims Agent SINCLAIR TELEVISION: $740MM Bank Debt Trades at 15% Discount SINCLAIR TELEVISION: $750MM Bank Debt Trades at 16% Discount SKY ROCK: Scott Seidel Named Subchapter V Trustee SKYWISE LOUNGE: Seeks to Hire Alla Kachan as Legal Counsel SORENTO ON YESLER: U.S. Trustee Unable to Appoint Committee SOUTHERN POINT: Christopher Meredith Named Subchapter V Trustee SPECTRUM GROUP: $507MM Bank Debt Trades at 14% Discount STEWARD HEALTH: Seeks to Hire Latham & Watkins LLP as Co-Counsel TECTUM ROOFING: Gets Approval to Hire Given CPA LLC as Accountant TERVIS TUMBLER: Gets OK to Use Cash Collateral Until Feb. 11 TRINSEO PLC: S&P Lowers ICR to 'SD' on Distressed Exchange TUPPERWARE BRANDS: Creditors to Get Proceeds From Liquidation UNITED AIRLINES: Moody's Alters Outlook on 'Ba2' CFR to Positive UPSTREAM NEWCO: $140MM Bank Debt Trades at 24% Discount VERITEC INC: Incurs $390K Net Loss in First Quarter VH NUTRITION: Seeks to Tap Beall & Burkhardt as Bankruptcy Counsel VIASAT INC: Fitch Lowers LongTerm IDR to 'B', Outlook Stable VIGILANT HEALTH: Michael Abelow Named Subchapter V Trustee VROOM INC: Represented by Latham & Watkins in Recapitalization VUZIX CORP: ARK Investment Holds 3.77% Equity Stake WATER'S EDGE: Taps Brown Rudnick LLP as Special Corporate Counsel WE BE BOOK'N: Commences Subchapter V Bankruptcy Proceeding WH INTERMEDIATE: Moody's Alters Outlook on 'B2' CFR to Stable WH INTERMEDIATE: S&P Assigns 'B' Rating on First-Lien Term Loan WHISKEY RANCH: Seeks Chapter 11 Bankruptcy Protection in Washington WHOLESALE CAR: Mark Shapiro Named Subchapter V Trustee WHOLESALE CAR: Seeks to Use $11,150 in Cash Collateral WILLIAM LAY DDS: Case Summary & 10 Unsecured Creditors YERBAE BRANDS: To Be Acquired by Safety Shot YOUSSEF CORP: Hires Deos Law PC as Bankruptcy Counsel YOUSSEF CORP: Seeks to Hire Reynolds Law as Co-Counsel [^] Large Companies with Insolvent Balance Sheet ********* 138 LUDLOW: Secured Party Sets Jan. 23 Auction in New York ---------------------------------------------------------- Amherst Capital Management LLC, on behalf of ACAM 2019-FL1 Ltd, an exempted company incorporated in the Cayman Islands with limited liability ("secured party"), offers for sale at a uniform commercial code sale to be held on Jan. 23, 2025, at 2:00 p.m. ET at the offices of Ellis George LLP located at 152 W. 57th Street, 28th Floor, New York, New York 10019, and also being simulcast by videoconference to permit remote participation by interested bidders not physically present at the location of the public auction, 100% of the equity membership interests of DS 138 Ludlow LLC ("borrower") delivered by 138 Ludlow Mezz LLC ("pledgor") to and for the benefit of the Secured Party, along with such other property the pledgor related to the interests more fully described in Section 2 of the pledged and security agreement dated as of Jan. 13, 2022 available for review at https://138ludlowstreetUCCsale.com upon execution of a confidentiality and non-disclosure agreement. The public auction was originally scheduled on Dec. 18, 2024. Borrower owns, leases, and controls a commercial property located at 138 Ludlow Street, New York, New York 10002 ("property"). ACM CRE Fund I-L LLP ("originating lender") made a loan pursuant to that certain loan agreement dated as of Jan. 13, 2022 by and between borrower and originating lender, as amended by that first amendment to loan agreement dated as of Jan. 15, 2024, and any and all of the other documents evidencing, modifying, governing and securing the loan or entered into in connection with the loan including without limitation, that certain guaranty of recourse obligations dated as of Jan. 13, 2022 made by Michael K. Shah ("guarantor") in favor of originating lender, that certain completion guaranty dated as of Jan. 13, 2022 made by guarantor in favor of originating lender, that certain debt service and expenses guaranty dated as of Jan. 13, 2022, made by guarantor in favor of originating lender and that certain pledge agreement, by which pledgor pledged the collateral to originating lender, and granted to originating lender a first priority security interests in and to the collateral. Originating lender's interest in the loan and the loan documents was assigned to secured party as of Feb. 2, 2022. Security Party is offering the collateral for sale in connection with the foreclosure of the pledge of such collateral. The property owned by pledgor is and will remain subject to certain mortgage, liens and other more senior obligations and liabilities of borrower recorded against the property, which is available for review at https://138ludlowstreetUCCsale.com upon execution of a confidentiality and non-disclosure agreement. The sale of the collateral will be subject to all applicable third party consents and regulatory approvals, if any. All bids must be for cash, and the successful bidder must be prepared to deliver immediately available good funds within 10 New York business days after the sale and otherwise comply with the bidding requirements contain in the terms of sale. Further information concerning the collateral, the requirements for obtaining information, the requirements for bidding on the collateral, and the terms of sale can be obtained by contacting JLL Capital markets, Ms. Brett Rosenberg, Tel: 212-812-5926, Email: Brett.Rosenberg@jll.com 1550 BEDFORD: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: 1550 Bedford Ave LLC 199 Lee Avenue, #693 Brooklyn, NY 11211 Business Description: 1550 Bedford Ave is a single asset real estate, as defined in 11 U.S.C. Section 101(51B). The Debtor is the fee owner of the property located at 1550 Bedford Avenue with a current estimated value of $14 million. Chapter 11 Petition Date: December 31, 2024 Court: United States Bankruptcy Court Eastern District of New York Case No.: 24-45433 Judge: Hon. Elizabeth S Stong Debtor's Counsel: Isaac Nutovic, Esq. LAW OFFICES OF ISAAC NUTOVIC 261 Madison Avenue, 26th Floor, NY NY 10016 New York NY 10016 Te: 917-922-7963 Email: inutovic@nutovic.com Total Assets: $14,000,000 Total Liabilities: $3,240,904 The petition was signed by Yoel Goldman as managing member. A full-text copy of the petition is available for free on PacerMonitor at: https://www.pacermonitor.com/view/3PEJBRQ/1550_Bedford_Ave_LLC__nyebke-24-45433__0005.0.pdf?mcid=tGE4TAMA List of Debtor's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount 1. Queens GC Goods/Services $253,162 5218 19 Brooklyn NY 1120 2. Apartment Developers LLC Goods/Services $222,148 735 Bedford Ave Brooklyn NY 11205 3. 1 Seal Usa LLC Goods/Services $192,170 544 Park Ave #431 Brooklyn NY 11205 4. Ra Engineering LLP Goods/Services $96,755 512 7th Ave 6th floor NY, NY 10018 5. 20/20 Inspections Inc. Goods/Services $91,176 3716 Fort Hamilton Parkway, Suite 100 Brooklyn, NY 11218 6. Quality Facility Solutions Goods/Services $88,552 199 Lee Avenue, Suite #297 Brooklyn, NY 11211 7. Brooklyn Steel Services Goods/Services $80,250 65 13th St. Brooklyn, NY 11215 8. Con Edison Goods/Services $71,902 9. ECO USA LLC Goods/Services $67,910 100A Broadway - Suite 188 Brooklyn NY 11249 10. Big Apple Testing Goods/Services $46,425 9 Brooklyn Ave. New Hyde Park, NY 11040 11. Moses Katz & Associates Goods/Services $32,980 389 Wiloughby Ave #101 Brooklyn NY 11205 12. Alumil Supply LLC Goods/Services $30,337 100A Broadway #155 Brooklyn NY 11249 13. NYC Electrical Contracting Inc. Goods/Services $27,060 185 Spencer Street Brooklyn, NY 11205 14. Guma Corp. Goods/Services $17,317 240 Water Street Brooklyn, NY 11201 15. ODA Architectural Goods/Services $16,666 250 Park Avenue South Third Floor New York, NY 10003 16. Blank Rome Goods/Services $13,519 1271 Avenue of American NY, NY 10020 17. Elite Expediting Goods/Services $13,500 1155 47th Street Brooklyn NY 11219 18. Rent A Unit Goods/Services $12,432 543 Bedford Ave., Suite #243 Brooklyn, NY 11211 19. Connect Direct Goods/Services $10,870 Communications Inc. 27 Bluefield DR. Unit 201 Spring Valley, NY 10977 20. Ben Rottenstein Associates Inc. Goods/Services $10,000 147 Prince Street Brooklyn, NY 11201 17 LOCUST: Sale Proceeds, or Rents, to Fund Plan Payments --------------------------------------------------------- 17 Locust LLC filed with the U.S. Bankruptcy Court for the Eastern District of New York a Chapter 11 Plan dated January 15, 2025. On the Effective Date, the terms of this Plan bind all holders of all Claims against the Debtor, whether or not such holders accept this Plan. Class 3 consists of Allowed General Unsecured Claims. Upon and as reasonably practicable after the Effective Date, and subsequent to the sale of the Property, and after the date upon which all objections to Class 3 General Unsecured Claims have been resolved or adjudicated by the Bankruptcy Court, from and to the extent of available funds (which shall include recovered proceeds from any litigation (including the Affirmative Claims) prosecuted by the Debtor), each holder of an Allowed Class 3 Claim shall receive payment on account of its Allowed General Unsecured Claim in the amount of its pro rata share of available funds, after payment in full of the secured (to the extent of the value of the collateral) Allowed Class 1 Claims, Allowed Class 2 Claims, Allowed Administrative Expense Claims, and Allowed Priority Tax Claims (if any), and subject to any Court approved carve out and/or section 506(c) determination, and any reserves for post-confirmation professional fees, except as otherwise agreed with the holder of such Claims. Class 3 Claims are impaired, and therefore holders of Class 3 Claims are entitled to vote to accept or reject the Plan. The Class 4 Interest consists of the membership interest of the Debtor held by Acres and Heirs Development Corp. On the Effective Date, the foregoing member shall retain its Class 4 Interest under the Plan. The Class 4 Interest will receive Distributions under the Plan based upon available funds, and only in the event that all senior classes of Allowed Claims have been paid in full. The Class 4 Interest is unimpaired, and therefore the Class 4 Interest is not entitled to vote on the Plan and is deemed to have accepted the Plan. The Debtor's goal is to effectuate a refinance of the Citadel loan to allow the contemplated renovations to be completed and then either a rental for value or a sale of the Property in an orderly manner which maximizes value. The Debtor will consider the current real estate market trends in Suffolk County in its effort to maximize the value of the Property. The Plan contemplates such a sale, and from the sale proceeds or the rents will pay to the maximum extent the creditors of the Debtor's estate in accordance. A full-text copy of the Chapter 11 Plan dated January 15, 2025 is available at https://urlcurt.com/u?l=9cSWWW from PacerMonitor.com at no charge. About 17 Locust LLC 17 Locust LLC is primarily engaged in renting and leasing real estate properties. 17 Locust LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.Y. Case No. 24-73988) on Oct. 17, 2024. In the petition filed by Gloria C. Potter, president of Acres & Heirs Dev. Corp., as Member, the Debtor reports estimated assets up to $50,000 and estimated liabilities between $1 million and $10 million. The Honorable Bankruptcy Judge Louis A. Scarcella handles the case. The Debtor is represented by: Joseph S. Maniscalco, Esq. LAMONICA HERBST & MANISCALCO, LLP 3305 Jerusalem Avenue, Suite 201 Wantagh, NY 11793 Tel: 516-826-6500 Email: jsm@lhmlawfirm.com 22ND CENTURY: Resets Conversion Price in JGB Securities Deal ------------------------------------------------------------ On October 9, 2024, 22nd Century Group, Inc., entered into that certain Letter Agreement to modify the terms of the Securities Purchase Agrement dated March 3, 2023 and debentures, as amended, with JGB Partners, LP, JGB Capital, LP, and JGB Capital Offshore Ltd. and JGB Collateral, LLC, as collateral agent for the Holders. Under the terms of the Letter Agreement, as approved by the stockholders at the December 6, 2024 special meeting of stockholders, the Company was granted approval to reset the Conversion Price currently in effect, at the discrection of the Board of Directors and on a one time basis, to an amount equal to the average of the daily VWAPs for each of the five (5) consecutive Nasdaq trading days immediately preceding the date on which the Conversion Price shall be reset. On January 13, 2025, the Board of Directors approved the reset of the Conversion Price down to $6.04 per share. About 22nd Century Group Mocksville, N.C.-based 22nd Century Group, Inc. is a tobacco products company specializing in the sales and distribution of its proprietary reduced nicotine tobacco products, which have been authorized as Modified Risk Tobacco Products by the FDA. The company also provides contract manufacturing services for conventional combustible tobacco products for third-party brands. 22nd Century Group disclosed in its Quarterly Report for the three months ended September 30, 2024 that it has incurred significant losses and negative cash flows from operations since inception and expects to incur additional losses until such time that it can generate significant revenue and profit in its tobacco business. The Company had negative cash flow from operations of $9,947 and $50,184 for the nine months ended September 30, 2024 and 2023, respectively, and an accumulated deficit of $389,315 and $378,707 as of September 30, 2024 and December 31, 2023, respectively. As of September 30, 2024, the Company had cash and cash equivalents of $5,341. Given the Company's projected operating requirements and its existing cash and cash equivalents, there is substantial doubt about the Company's ability to continue as a going concern through one year following the date (November 12, 2024) that the Quarterly Report was issued. For the year ended December 31, 2023, the company reported a net loss of $140.8 million, compared to a net loss of $59.8 million in 2022. As of September 30, 2024, 22nd Century Group had $26.2 million in total assets, $22.7 million in total liabilities, and $3.5 million in total shareholders' equity. 2U INC: ARK Investment Disposes of Equity Stake ----------------------------------------------- ARK Investment Management LLC disclosed in a Schedule 13G filing with the U.S. Securities and Exchange Commission that as of September 30, 2024, it has disposed of its equity ownership of 2U, Inc. common stock. About 2U, Inc. Headquartered in Lanham, Maryland, 2U is an online education platform company. The Company's mission is to expand access to high-quality education and unlock human potential. As a trusted partner to top-ranked nonprofit universities and other leading organizations, the Company delivers technology and services that enable its clients to bring their educational offerings online at scale. 2U Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 24-11279) on July 25, 2024. In its petition, the Debtor reports estimated assets and liabilities between $1 billion and $10 billion each. The Debtor is represented by George A. Davis, Esq. at Latham & Watkins LLP. 9/0 TRANSPORT: Commences Subchapter V Bankruptcy Proceeding ----------------------------------------------------------- On January 17, 2025, 9/0 Transport & Sales Inc. filed Chapter 11 protection in the U.S. Bankruptcy Court for the Southern District of Texas. According to court filing, the Debtor reports between $1 million and $10 million in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. About 9/0 Transport & Sales Inc. 9/0 Transport & Sales Inc. headquartered in Three Rivers, Texas, operates a construction materials transport and services business. The company provides bulk aggregate sales and delivery, heavy equipment hauling, and land clearing services throughout Live Oak County and surrounding areas. 9/0 Transport & Sales Inc. sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 25-20016) on January 17, 2025. In its petition, the Debtor reports estimated assets and liabilities between $1 million and $10 million. Honorable Bankruptcy Judge Marvin Isgur handles the case. The Debtor is represented by: Robert C. Lane, Esq. The Lane Law Firm 6200 Savoy Dr Ste 1150 Houston, TX 77036-3369 Phone: 713-595-8200 Fax: 713-595-8201 ACPRODUCTS HOLDINGS: $1.40BB Bank Debt Trades at 23% Discount ------------------------------------------------------------- Participations in a syndicated loan under which ACProducts Holdings Inc is a borrower were trading in the secondary market around 77.1 cents-on-the-dollar during the week ended Friday, January 17, 2025, according to Bloomberg's Evaluated Pricing service data. The $1.40 billion Term loan facility is scheduled to mature on May 17, 2028. About $1.35 billion of the loan has been drawn and outstanding. ACProducts, Inc., headquartered in The Colony, Texas, is a national manufacturer and distributor of kitchen and bathroom cabinetry. American Industrial Partners, through its affiliates, is the primary owner of ACProducts, having acquired it in 2012. AIMBRIDGE ACQUISITION: S&P Cuts ICR to 'D' on Planned Payments -------------------------------------------------------------- S&P Global Ratings lowered both its issuer credit rating on Aimbridge Acquisition Co. Inc. and its issue-level rating on its first-lien term loan to 'D' from 'CCC'. Aimbridge Acquisition Co. Inc. announced it has entered into a restructuring support agreement (RSA) with its lenders that will convert $1.1 billion of its $1.3 billion in outstanding debt to equity. The transaction is expected to close in the first quarter of 2025. S&P said, "We expect Aimbridge to forego payments on its first-lien term loan and revolving credit facility. As part of the RSA, which has the support of a substantial majority of the company’s lenders, Aimbridge’s lenders have agreed to use commercially reasonable efforts (to the extent the out-of-court conditions are met per the terms of the RSA) to extend the maturity of the revolver and extend the date on which interest and amortization payments are due under first-and second-lien credit agreements, which will result in foregone interest and principal payments. "While this may not result in a technical default, we view the foregone interest and principal payments as tantamount to default under our criteria because lenders will not receive payments due as originally agreed upon under the credit agreement. In addition, we view lenders’ agreement to exchange $1.1 billion of debt to equity as a distressed exchange and tantamount to default. Under the executed RSA, which has the support of over 80% of first-lien lenders and 100% of second-lien lenders, Aimbridge will convert over $1.1 billion of its existing $1.3 billion of debt to equity. In addition, first-lien lenders will become majority owners of Aimbridge following the transaction, holding approximately 97% of the company’s equity, and second-lien lenders will own the remaining equity. Also, as part of the transaction, first-lien lenders will provide $100 million of new equity financing to bolster liquidity through the transaction and support operations through first half of the year. We expect any remaining debt will be refinanced with new facilities, and the company has indicated that total outstanding debt will not exceed $210 million." AIXIN LIFE: KCCW Resigns as Principal Accountant ------------------------------------------------ On January 7, 2025, AiXin Life International, Inc., was informed by KCCW Accountancy Corp. of its decision to resign from its position as the Company's independent registered principal accounting firm, effective January 7, 2025, according to the Form 8-K filing with the U.S. Securities and Exchange Commission. KCCW has been the Company's independent registered principal accounting firm since November 19, 2019 and issued a report on the Company's financial statements for the years ended December 31, 2023 and 2022, which did not contain an adverse opinion or a disclaimer of opinion, nor was it qualified or modified as to audit scope or accounting principles, except to indicate that there was substantial doubt about the Company's ability to continue as a going concern. During the years ended December 31, 2023 and 2022 and the subsequent interim periods through January 7, 2025 (i) the Company has not had any disagreements with KCCW on any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure, which disagreements, if not resolved to KCCW's satisfaction, would have caused it to make reference thereto in its reports on the Company's financial statements for such periods, and (ii) there were no reportable events. About AiXin Life International Sichuan Province, China-based AiXin Life International, Inc. is a Colorado holding company and conducts substantially all of its operations through its operating companies established in the People's Republic of China, or the PRC. The Company focuses on providing health and wellness products to the growing middle class in China. It currently develops, manufactures, markets, and sells premium-quality healthcare, nutritional products, and wellness supplements, including herbs and greens, traditional Chinese remedies, functional products such as weight management products, probiotics, foods, and drinks. The Company also provides advertising and marketing services to clients who engage us to market and distribute their products. Diamond Bar, California-based KCCW Accountancy Corp., the Company's auditor since 2019, issued a "going concern" qualification in its report dated April 5, 2024, citing that the Company incurred recurring losses from operations and has an accumulated deficit, which raises substantial doubt about its ability to continue as a going concern. AKOUSTIS TECH: Court Approves Sell-Down & Trading Protocols ----------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware entered a final order establishing (a) a record date for notice and sell-down procedures and (b) notice and hearing procedures that must be satisfied before certain transfers of, or certain claims of worthlessness for federal or state tax purposes with respect to, equity securities in Akoustis Technologies Inc. and its debtor-affiliates or of any beneficial interest therein, are deemed effective; The Court noted, any purchase, sale, or other transfer of, or certain claims of worthlessness with respect to, equity securities in Akoustis, or of any Beneficial Ownership therein, on or after the Petition Date in violation of the procedures set forth herein will be null and void ab initio as an act in violation of the automatic stay under section 362 of the Bankruptcy Code. Pursuant to the final order, claimholders and potential purchasers of claims against the Debtors are hereby notified that claimholders that acquire claims after the record date in an amount that would exceed 4.75% of the stock of the reorganized Debtors under any plan of reorganization may be subject to a required sell-down of any claims purchased after the record date. All persons or entities that acquired debt claims against the Debtors after the recored date and currently hold or come to hold such claims in such amount that the persons or entities holding such claims would be entitled to receive more than 4.75% of the equity of the reorganized Debtors under the Debtors' plan of reorganization will be required to identify themselves to the Debtors after the Court's approval of a corresponding motion. About Akoustis Technologies Akoustis Technologies, Inc. -- http://www.akoustis.com/-- is a high-tech BAW RF filter solutions company that is pioneering next-generation materials science and MEMS wafer manufacturing to address the market requirements for improved RF filters -- targeting higher bandwidth, higher operating frequencies and higher output power compared to legacy polycrystalline BAW technology. The Company utilizes its proprietary and patented XBAW(R) manufacturing process to produce bulk acoustic wave RF filters for mobile and other wireless markets, which facilitate signal acquisition and accelerate band performance between the antenna and digital back end. Superior performance is driven by the significant advances of poly-crystal, single-crystal, and other high purity piezoelectric materials and the resonator-filter process technology which enables optimal trade-offs between critical power, frequency and bandwidth performance specifications. Akoustis owns and operates a 125,000-square-foot commercial wafer-manufacturing facility located in Canandaigua, N.Y., which includes a class 100 / class 1000 cleanroom facility -- tooled for 150-mm diameter wafers -- for the design, development, fabrication and packaging of RF filters, MEMS and other semiconductor devices. Akoustis is headquartered in the Piedmont technology corridor near Charlotte, North Carolina. Akoustis and three affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 24-12796) on Dec. 16, 2024. The Debtor disclosed $53,371,000 in total assets against $122,586,000 in total debt as of Sept. 30, 2024. The Hon. Laurie Selber Silverstein is the case judge. K&L Gates LLP is serving as legal counsel, Raymond James & Associates, Inc. is serving as investment banker, Getzler Henrich & Associates LLC is serving as financial advisor, and C Street Advisory Group is serving as strategic communications advisor. Landis Rath & Cobb LLP is the local counsel. Stretto is the claims agent and has launched the page https://cases.stretto.com/Akoustis. The U.S. Trustee for Region 3 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. ALGORHYTHM HOLDINGS: Shareholders OK Reverse Stock Split -------------------------------------------------------- On January 13, 2025, Algorhythm Holdings, Inc., held its Annual Meeting of Stockholders. A total of 9,029,136 shares of common stock representing 63.5% of the aggregate shares outstanding and eligible to vote and constituting a quorum were represented in person or by valid proxies at the annual meeting. All six director nominees were each elected as directors of the Company to serve until the Company's 2025 annual meeting of stockholders. The new directors are: (1) Gary Atkinson (2) Bernardo Melo (3) Harvey Judkowitz (4) Joseph Kling (5) Mathieu Peloquin (6) Jay B. Foreman The stockholders approved the amendment to the Company's certificate of incorporation, as amnded, to increase the number of shares of authorized common stock from 100,000,000 to 800,000,000. The stockholders approved a proposal to authorize the board of directors to effect a reverse stock split of the outstanding shares of the Company's common stock within one (1) year of January 13, 2025, at a specific ratio within a range of one-for-ten (1-for-10) to a maximum of a one-for-two hundred fifty (1-for-250) split, with the specific ratio to be fixed within this range by the board of directors in its sole discretion, without further stockholder approval. The stockholders approved the amendment to the Company's 2022 Equity Incentive Plan to amend the automatic increase "evergreen" clause within the plan to increase the number of shares available under the plan in future years. The stockholders ratified the appointment of Marcum LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2024. The stockholders approved a proposal to authorize, for purposes of complying with Nasdaq listing rule 5635(d), the issuance of Warrants, shares of Common Stock underlying the Warrants and certain provisions of the Warrants, issued in connection with an offering and sale of securities of the Company that was consummated on December 6, 2024. The stockholders approved one or more adjournments of the Annual Meeting, if necessary or appropriate, to solicit additional proxies in favor of the Reverse Stock Split Proposal, the Authorized Share Increase Proposal, 2022 Plan Amendment Proposal or the Issuance Proposal if there are not sufficient votes at the Annual Meeting to approve and adopt the Reverse Stock Split Proposal, the Authorized Share Increase Proposal, the 2022 Plan Amendment Proposal or the Issuance Proposal. About Algorhythm Holdings Algorhythm Holdings, Inc., fka The Singing Machine Company, Inc. -- http://www.singingmachine.com/-- is a holding company for an AI enabled software logistics business operated through its SemiCab Holding subsidiary and a home karaoke consumer products company that designs and distributes karaoke products globally to retailers and ecommerce partners through the Singing Machine subsidiary. Headquartered in Fort Lauderdale, Fla., the Company had $12,367,000 in total assets, $13,239,000 in total liabilities, and $872,000 in total stockholders' deficit as of June 30, 2024. The Company had cash on hand of approximately $1,245,000 as of June 30, 2024, which is not sufficient to fund the Company's planned operations through one year after the date the consolidated financial statements are issued. The Company has a recent history of recurring operating losses and decreases in working capital. The Company said these factors create substantial doubt about the Company's ability to continue as a going concern for at least one year after the date that the Company's audited consolidated financial statements are issued. ALLIANCE MESA: Gets Three-Month Extension to Use Cash Collateral ---------------------------------------------------------------- Alliance Mesa Cardio, LLC obtained a court order granting the company a three-month extension to use cash collateral to pay its operating expenses. The company's authority to use cash collateral terminated on Dec. 31 last year pursuant to the final order issued by the U.S. Bankruptcy Court for the Northern District of Illinois, Eastern Division. The latest order signed by Judge Janet Baer on Jan. 13 granted the company authority to access cash collateral until the close of business on March 31, subject to the terms and conditions set forth in her final order and the company's 90-day budget. The budget shows total projected expenses of $32,700.48 for January, $5,857.48 for February and $5,857.48 for March. All terms of the final order not otherwise modified by the Jan. 13 will continue to govern the use of cash collateral and adequate protection for the use of the collateral. About Alliance Mesa Cardio Alliance Mesa Cardio, LLC is a single asset real estate debtor (as defined in 11 U.S.C. Section 101(51B)). Alliance Mesa Cardio sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ill. Case No. 24-08848) on June 15, 2024, with $1 million to $10 million in both assets and liabilities. Ben Reinberg, sole member of Alliance Mesa Cardio Manager, LLC, signed the petition. Judge Janet S. Baer oversees the case. The Debtor is represented by: David A Warfield, Esq. Thompson Coburn, LLP 312-552-6079 dwarfield@thompsoncoburn.com AMARYLLIS THERAPY: Unsecureds Will Get 17.99% over 5 Years ---------------------------------------------------------- Amaryllis Therapy Network, Inc., filed with the U.S. Bankruptcy Court for the District of Colorado a First Amended Chapter 11 Plan of Reorganization for a Small Business under Subchapter V dated January 14, 2025. The Debtor is a Colorado corporation which owns and operates a pediatric occupational therapy practice located at 4704 Harlan Street, Suite 200, Denver, Colorado 80212. Ms. Cynthia Clark is the Debtor's President and a Director. Ms. Clark owns 80% of the outstanding equity of the Debtor, while her spouse, Ms. Geraldine Stirlacci, owns the remaining 20% of the equity. The shut downs during the COVID-19 Pandemic caused significant upheaval in the Debtor's operating revenues. So much so, the Debtor turned to other sources of funding including the Paycheck Protection Program offered by the SBA which was forgiven. The Debtor also turned to Ms. Clark and her spouse, using their credit to make cash advances to the Debtor. The Debtor also turned to companies such as Forward Financing to obtain alternative financing generally known as "Merchant Cash Advance" ("MCA") debts. Although nominally characterized as a "purchase agreement," these MCA agreements purport to grant such creditors security interests in the Debtor's accounts receivable and inventory. Based upon the amounts advanced verses the amounts to be repaid, the Debtor asserts such MCA debt exceeds Colorado's usury laws. Nonetheless, many of the Debtor's creditors either threatened and/or commenced legal action pre-petition to collect the debts owed. As the Debtor struggled to return to full, normal operations, the Debtor lacked the resources to satisfy such debts. The Debtor then filed for bankruptcy relief to avoid any drastic consequences. Class 8 consists of those unsecured creditors of the Debtor who hold Allowed Claims that were either scheduled by the Debtor as undisputed. The Debtor estimates the total amount of unsecured claims, including deficiency claims of secured creditors, at $293,568.76. Class 8 is impaired. Class 8 shall receive an annual pro-rata distribution from the Debtor's deposits into the Creditor Fund equal to a variable percentage of the Debtor's Gross Revenues generated over a five-year period commencing on the first day of the first full month following the Effective Date of the Plan and continuing for an additional five years thereafter ("Repayment Term"). The variable percentage of Gross Revenues paid to Class 8 creditors shall be equal to: * 0.5% of the Gross Revenues during the first year of the Repayment Term; * 0.34% of the Gross Revenues during the second year of the Repayment Term; * 0.78% of the Gross Revenues during the third year of the Repayment Term; * 1.11% of the Gross Revenues during the fourth year of the Repayment Term; and, * 1.50% of the Gross Revenues during the fifth year of the Repayment Term. The first distribution to Class 8 creditors shall be made on the first anniversary of the Effective Date of the Plan, and on each successive anniversary thereof during the Repayment Term. Based on the estimated distributions and undisputed claims, Class 8 Claimants are anticipated to receive approximately 17.99% of their allowed claims within Repayment Term. In any event, Class 8 creditors shall not receive more than the amount of their Allowed Claims. Class 10 includes the Membership Interests in the Debtor held by Ms. Clark and/or Ms. Stirlacci. Class 10 is Not Impaired by this Plan. Class 10 shall retain their membership interests as they existed on the Petition Date as of the Effective Date. The Debtor shall amend its Articles of Incorporation and/or its Bylaws and take such other corporate action as may be necessary to comply with the Plan. The Debtor anticipates revenues and income sufficient to pay the ongoing operating expenses during the Plan and payments to creditors under the Plan. A full-text copy of the First Amended Plan dated January 14, 2025 is available at https://urlcurt.com/u?l=Yveilc from PacerMonitor.com at no charge. Amaryllis Therapy Network, Inc., is represented by: K. Jamie Buechler, Esq. Michael C. Lamb, Esq. BUECHLER LAW OFFICE, LLC 999 18th Street, Suite 1230-S Denver, CO 80202 Tel: (720) 381-0045 Fax: (720) 381-0382 Email: jamie@kjblawoffice.com mcl@kjblawoffice.com About Amaryllis Therapy Network Amaryllis Therapy Network, Inc., filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Colo. Case No. 24-13442) on June 20, 2024, listing $100,001 to $500,000 in assets and $500,001 to $1 million in liabilities. Kelsey Jamie Buechler, Esq., at Buechler Law Office, LLC, is the Debtor's counsel. AMERITRANS EXPRESS: Updates Unsecured Claims Pay Details -------------------------------------------------------- Ameritrans Express, LLC, submitted a Second Amended Disclosure Statement describing Plan of Reorganization dated January 14, 2025. Ameritrans' main source of business revenue prior to its Chapter 11 bankruptcy filing was from numerous government contracts with the United States Postal Service ("USPS") for delivery of mail to various locations throughout the country. During the course of the bankruptcy case, Ameritrans has generated monthly revenue of approximately $5,000.00 per month and has monthly expenses of approximately the same amount, including the payment of salaries for two employees, one of whom is the owner of the Debtor, Frederick Amankwaa, whose salary is discretionary, as well as legal fees for the litigation of the USPS claim. The Debtor proposes to fund its Plan of Reorganization by contributing the proceeds from its claims against the USPS, Paychex and Employee Retention Credit into the Plan. It is projected that this amount will be sufficient to make the proposed payments contained in this Plan of Reorganization. On May 24, 2023, the USPS denied all but thirteen claims. With respect to the thirteen claims not denied, the USPS awarded $1,948,241.55. In response to USPS's motion to dismiss and to expedite proceedings, Debtor filed a second claim before the Postal Board which included increased amounts from recalculation of the hours/mileage performed on the 125 contracts included in the original contract as well as the newly discovered claims from 31 additional contracts that were not included in the original claims filed. On October 31, 2024, the contracting officer awarded Debtor $63,745.06 from its second claim filing which now includes 156 contracts. Debtor has yet to receive these funds and is unsure if it will be able to do so without compromising some portion of its claim. Nevertheless, now that a determination has been made by the contracting officer on this second claim, it is ripe for appeal and can be consolidated with the original claim so that all claims may move forward expeditiously. At this time, Ameritrans has 156 independent claims arising from 156 contracts in a total amount exceeding $26 million. On December 23, 2024, Debtor entered into a funding term sheet with Legalist, Inc., a company that specializes in litigation funding. The term sheet provides Debtor with funding to take the case all the way to trial. On December 24, 2024, Ameritrans filed a Motion to Approve Litigation Term Sheet with Legalist which provides a funding commitment from Legalist in the amount of $250,000.00 to meet the necessary attorney's fees and costs required to prosecute Debtor's bankruptcy case and its claim against the United States Postal Service ("USPS") to conclusion. The Debtor proposes to fund its Plan largely utilizing the proceeds of the USPS claim either resulting from settlement of its claim or any award at trial. The total alleged claim is $26 million, however the amount that Debtor will ultimately recover from the claim is unknown. Prior to the filing of this case, on January 31, 2023 and April 27, 2023, the Department of Labor seized funds owed to Ameritrans pursuant to its government contracts with the USPS in the total amount of $1,310,691.71. On June 29, 2023, after Ameritrans was given a partial award of $1,948,241.55 from the USPS on their $26 million claim, the Department of Labor seized these funds as well. On June 25, 2024, the Court authorized the Department of Labor to pay the funds they were holding to wage creditors pursuant to a settlement agreement between the Debtor and the Department of Labor and per the terms of the Service Contract Act and Fair Labor Standards Act. Class 4 of the Plan consists of all allowed non-priority unsecured claims. Any funds received by claimants from the Department of Labor (WHD) shall be credited toward such claimant's Allowed Claim in this case. Credit for payments to any claimant from the Department of Labor shall be credited first toward any priority claim of the claimant and next toward any non-priority portion of the claim. Such Allowed Claim shall be reduced by any amount paid by WHD and the remaining amount shall be paid just as any other Allowed Claim in this class. Class 4 claims shall be paid from proceeds stemming from the USPS claim, any employee retention credit obtained by the Debtor and any proceeds of the Paychex claim that are remaining after payment in full of Class 1 Administrative Claims, Class 2 Priority Claims and Class 3 Secured Claims. Class 4 claims shall receive payment at the time such proceeds are received from the USPS, IRS or Paychex provided Class 1, Class 2 and Class 3 claims are paid in full at that time. Payment of Class 4 claims as described herein shall occur on or before September 30, 2026. This class of claims is impaired. Class 5 of the Plan consists of the 100% equity interest of Frederick Amankwaa in the Debtor. The Debtor shall retain any proceeds from the USPS claim, any employee retention credit obtained by the Debtor and any proceeds of the Paychex claim that are remaining after payment of the Class 1 administrative claims, Class 2 priority claims, Class 3 secured claims and Class 4 unsecured claims. Mr. Amankwaa shall not retain his 100% equity interest in the Debtor unless all creditors in this case are paid 100% of their Allowed Claims. If creditors are paid 100% of their Allowed Claims he shall retain his equity interest. The Debtor's Plan depends upon the success of its claim against the USPS in its pending litigation before the United States Postal Service Board of Contract Appeals. Pending litigation includes the USPS claim before the United States Postal Service Board of Contract Appeals. In addition, Debtor's claim against Paychex is currently in arbitration. Further, the Plan contemplates that the Plan Administrator may commence any causes of action as necessary to liquidate any assets of the Debtor. A full-text copy of the Second Amended Disclosure Statement dated January 14, 2025 is available at https://urlcurt.com/u?l=bRpsQ3 from PacerMonitor.com at no charge. Ameritrans Express LLC is represented by: VIVONA PANDURANGI, PLC Jonathan B. Vivona, Esq. 601 King Street, Suite 400 Alexandria, VA 22314 Tel: (703) 739-1353 Email: jvivona@vpbklaw.com About Ameritrans Express Ameritrans Express LLC is part of the general freight trucking industry. Ameritrans Express LLC sought relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Va. Case No. 23-11055) on June 29, 2023. In the petition filed by Frederick Amankwaa, as owner, the Debtor estimated assets between $10 million and $50 million and liabilities between $1 million and $10 million. Judge Brian F. Kenney oversees the case. The Debtor is represented by Jonathan B. Vivona, Esq. at VIVONA PANDURANGI, PLC. AMWINS GROUP: Moody's Affirms B1 CFR Amid Refinancing Announcement ------------------------------------------------------------------ Moody's Ratings has affirmed the B1 corporate family rating and B1-PD probability of default rating of Amwins Group, Inc. (Amwins) following the company's refinancing announcement. Moody's also affirmed Amwins' existing Ba3 backed senior secured credit facility ratings, Ba3 backed senior secured note rating and B3 backed senior unsecured note rating. Moody's assigned Ba3 ratings to Amwins' proposed new $4.135 billion seven-year backed senior secured term loan and new $600 million five-year backed senior secured revolving credit facility. Amwins intends to use proceeds from the new term loan, alongside $500 million of other unsecured debt, to refinance its existing term loan, fund a distribution to shareholders, and add cash to balance sheet for general corporate purposes. The rating outlook for Amwins is stable. RATINGS RATIONALE The affirmation of Amwins' ratings reflects its market position as the largest US property and casualty (P&C) wholesale insurance broker; its diversification across clients, retail producers, insurance carriers and product lines; and its healthy EBITDA margins. The company has achieved solid organic growth and consistent profitability supported by technology investments, high employee retention and an opportunistic acquisition strategy. These strengths are offset by the company's significant debt burden, integration risk associated with acquisitions, and potential liabilities arising from errors and omissions, a risk inherent in professional services. Amwins also has a record of borrowing substantial sums from time to time to help fund payments to shareholders. Amwins generated revenue of $2.2 billion through the first nine months of 2024, up 14.8% versus the same period in 2023. The company achieved strong organic growth driven by heightened demand for specialty insurance products, an ongoing shift of business from the standard market into the excess and surplus lines market, and price increases in various P&C insurance lines. The company has maintained strong EBITDA margins in the mid-to-low 30s (per Moody's calculations) and healthy cash from operations. Giving effect to the proposed transaction, Moody's estimate that Amwins will have a pro forma debt-to-EBITDA ratio of around 6x, and (EBITDA - capex) interest coverage of 2.5x-3x. The company's free cash flow metrics fluctuate with its strong operating cash flow, moderate capex, and periodic large payments to shareholders. While the issuance of debt to fund shareholder dividends is credit negative, Moody's expect that Amwins' will maintain financial leverage in the range of 5x-6x (per Moody's calculations), as it has done historically. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Factors that could lead to an upgrade of Amwins' ratings include: (i) continued profitable growth, (ii) debt-to-EBITDA ratio below 4.5x, (iii) (EBITDA - capex) coverage of interest exceeding 3.5x, (iv) free-cash-flow-to-debt ratio exceeding 8%. Factors that could lead to a downgrade of Amwins' ratings include: (i) debt-to-EBITDA ratio above 6x, (ii) (EBITDA - capex) coverage of interest below 2.5x, (iii) material decline in operating cash flow. The principal methodology used in these ratings was Insurance Brokers and Service Companies published in February 2024. Based in Charlotte, North Carolina, Amwins is a leading wholesale distributor of specialty insurance products and services. The company generated revenue of $2.9 billion for the 12 months through September 2024. ANASTASIA PARENT: $650MM Bank Debt Trades at 19% Discount --------------------------------------------------------- Participations in a syndicated loan under which Anastasia Parent LLC is a borrower were trading in the secondary market around 80.9 cents-on-the-dollar during the week ended Friday, January 17, 2025, according to Bloomberg's Evaluated Pricing service data. The $650 million Term loan facility is scheduled to mature on August 11, 2025. The amount is fully drawn and outstanding. Anastasia Parent, LLC is the parent company of Anastasia Beverly Hills, Inc., a prestige cosmetics brand that focuses on eyebrow shaping products. APPLES TREE: Dennis Perrey Named Subchapter V Trustee ----------------------------------------------------- The U.S. Trustee for Region 10 appointed Dennis Perrey as Subchapter V trustee for Apples Tree Top Liquors, LLC. Mr. Perrey will be paid an hourly fee of $375 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Perrey declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Dennis J. Perrey P.O. Box 451 Chandler, IN 47610-0451 812.630.5823 Email: dennis.perrey@yahoo.com About Apples Tree Top Liquors Apples Tree Top Liquors, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Ind. Case No. 25-90025) on January 14, 2025, with $100,001 to $500,000 in both assets and liabilities. Judge Andrea K. Mccord presides over the case. Michael W. McClain, Esq., at Mcclain Law Group, PLLC represents the Debtor as bankruptcy counsel. APPLIED DNA: Files Amendment No. 1 to Prospectus ------------------------------------------------ Applied DNA Sciences, Inc., filed with the U.S. Securities and Exchange Commission Amendment No. 1 to Form S-1 relating to the resale of up to an aggregate of 41,640,625 shares of common stock, par value $0.001 per share, which the selling stockholders may acquire upon the exercise of outstanding warrants, consisting of (i) 20,312,500 Series C Warrants, (ii) 20,312,500 Series D Warrants, and (iii) 1,015,625 Placement Agent Warrants. A full-text copy of Amendment No. 1 is available at https://urlcurt.com/u?l=jp5sjc About Applied DNA Sciences Applied DNA Sciences -- adnas.com -- is a biotechnology company developing technologies to produce and detect deoxyribonucleic acid ("DNA"). Using the polymerase chain reaction ("PCR") to enable both the production and detection of DNA, the Company currently operates in three primary business markets: (i) the enzymatic manufacture of synthetic DNA for use in the production of nucleic acid-based therapeutics and the development and sale of a proprietary RNA polymerase ("RNAP") for use in the production of mRNA therapeutics; (ii) the detection of DNA and RNA in molecular diagnostics and genetic testing services; and (iii) the manufacture and detection of DNA for industrial supply chain security services. APPTECH PAYMENTS: A. Lord Owns 150K Shares ------------------------------------------ Albert L. Lord director of AppTech Payments Corp., disclosed in a Form 3 filing with the U.S. Securities and Exchange Commission that as of December 13, 2024, he beneficially owns 150,000 shares of the Company's common stock. Mr. Lord also disclosed that he indirectly owns 1,800,000 of the Company's common stock that were issued to AFIOS Partners 6 and AFIOS Partners 7. Mr. Lord has voting control of AFIOS Partners 6. Mr. Lord claims beneficial ownership of such shares and warrants. About AppTech Payments Corp. Headquartered in Carlsbad, California, AppTech Payments Corp. -- www.apptechcorp.com -- provides digital financial services for financial institutions, corporations, small and midsized enterprises, and consumers through the Company's scalable cloud-based platform architecture and infrastructure, coupled with its Specialty Payments development and delivery model. AppTech maintains exclusive licensing and partnership agreements in addition to a full suite of patented technology capabilities. San Diego, California-based DBBMcKennon, the Company's auditor since 2014, issued a "going concern" qualification in its report dated April 1, 2024, citing that the Company has limited revenues and has suffered recurring losses from operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. APPTECH PAYMENTS: T. Kozlowski Owns 368K Shares ----------------------------------------------- Thomas J. Kozlowski, Jr., director of AppTech Payments Corp., disclosed in a Form 3 filing with the U.S. Securities and Exchange Commission that as of December 13, 2024, he beneficially owns 368,864 shares of the Company's common stock. Mr. Kozlowski also disclosed that he has warrants to purchase up to 780,310 shares of the Company's common stock. About AppTech Payments Corp. Headquartered in Carlsbad, California, AppTech Payments Corp. -- www.apptechcorp.com -- provides digital financial services for financial institutions, corporations, small and midsized enterprises, and consumers through the Company's scalable cloud-based platform architecture and infrastructure, coupled with its Specialty Payments development and delivery model. AppTech maintains exclusive licensing and partnership agreements in addition to a full suite of patented technology capabilities. San Diego, California-based DBBMcKennon, the Company's auditor since 2014, issued a "going concern" qualification in its report dated April 1, 2024, citing that the Company has limited revenues and has suffered recurring losses from operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. APS HOLDINGS: Gets Interim OK to Use Cash Collateral Until Feb. 6 ----------------------------------------------------------------- APS Holdings of FL, Inc. received interim approval from the U.S. Bankruptcy Court for the Middle District of Florida, Tampa Division, to use cash collateral until Feb. 6. The company requires the use of cash collateral for payroll, insurance, payment of utilities, care, maintenance, and preservation of the company's assets, and costs of administration in the Chapter 11 case. TVT Business Funding, LLC, also known as TVT Capital Source, LLC asserts a debt in connection with three merchant cash advance loans in the respective amounts of approximately $65,104, $154,198, and $225,000. The MCA lender purported to perfect its security interest in the MCA loans by filing a UCC-1 financing statement with the Florida Secured Transactions Registry. Jeld-Wen Windows & Doors asserts a debt in the approximate amount of $240,693. Jeld-Wen asserts a security interest in all inventory supplied by Jeld-Wen and the company's accounts receivable generated thereby. Jeld-Wen purported to perfect its security interest by filing a UCC-1 financing statement with the Florida Secured Transactions Registry. About APS Holdings of FL Inc. APS Holdings of FL Inc. operating as APS Windows & Doors and formerly known as Architectural Product Sales, Inc., is a Tampa-based corporation. APS Holdings of FL Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 25-00145) on January 10, 2025. In its petition, the Debtor reports estimated assets and liabilities between $1 million and $10 million each. Honorable Bankruptcy Judge Roberta A. Colton handles the case. Edward J. Peterson at Johnson, Pope, Bokor, Ruppel & Burns, LLP, represents the Debtor as counsel. ASBURY AUTOMOTIVE: Fitch Affirms 'BB' LongTerm IDR, Outlook Stable ------------------------------------------------------------------ Fitch Ratings has affirmed Asbury Automotive Group, Inc.'s Long-Term Issuer Default Rating (IDR) at 'BB'. The Rating Outlook is Stable. Asbury's rating reflects its top five position in the new and used auto dealership industry, with projected revenue of almost $17 billion and EBITDA in the mid-$900 million range in 2024 and 2025. The rating is supported by good cash flow and balanced gross profit mix across segments that limits sensitivity to the cyclical new and used vehicle market. Fitch expects EBITDAR leverage to trend in the high 3x range, slightly above its historical low 3x, but still within its rating expectations. Key Rating Drivers Performance Moderating from Peak Levels: In line with Fitch's expectations, Asbury's margins are reversing from historic highs due to increased new vehicle production affecting vehicle margins. After acquiring Jim Koons Automotive (Koons) in December 2023, Fitch expects revenue and EBITDA could stabilize around $17 billion and in the mid-$900 million range in 2024 and 2025, with EBITDA margins in the mid-5% range. This assumes low single-digit growth in new car volumes will be largely offset by pricing declines. Fitch expects used car supply to remain constrained through 2025 due to fewer off-lease trade-ins caused by reduced new car supply earlier in the pandemic. While moderating, these figures surpass 2019 levels due to M&A and potential structural pricing improvements from manufacturers controlling tighter supply. Asbury's operating results in 2020-2022 benefited from large-scale acquisitions, a strong vehicle pricing environment, growth in used car volumes and increased parts and service spending. EBITDA in 2022 was almost $1.4 billion relative to $335 million in 2019. Despite ongoing new vehicle supply challenges, Asbury's business model demonstrated resilience to the inherently cyclical auto retail industry. Its EBITDA margin improved to 8.8% in 2022, from 4.7% in 2019, on industry-wide strength in vehicle margins and mix shifts toward the more profitable parts & service and finance & insurance businesses. Leading Player in Fragmented Industry: Asbury benefits from its scale as one of the largest U.S. automotive dealership groups, with good original equipment manufacturer relationships. The company operates 202 franchises, with most located in the southeastern and western regions of the U.S. The company has broad vehicle brand exposure and healthy ancillary businesses, including parts & service and finance & insurance, which generate around 45% and 25% of gross profit, respectively. Asbury's scale and cash flow generation allow it to navigate through complex industry dynamics and invest in core businesses, M&A and newer initiatives like its online platform, Clicklane. High Barriers to Entry: Industry incumbents, such as Asbury, benefit from high barriers to entry due to protected franchise agreements that are regulated on both a state and federal level. Additionally, dealerships require significant upfront capital investments for initial construction and working capital. Success in the industry is also predicated on good relationships with financing partners, including automotive captive finance entities, to achieve favorable floorplan financing terms. Medium-Term Strategic Plan: Asbury extended its goal of exceeding $30 billion in revenue by five years to 2030 due to macro factors, including M&A timing and valuation, used vehicle inventory and high interest rates. The company has made significant progress, increasing revenue from $8 billion in 2020 to almost $17 billion expected in 2024 (post-Koons acquisition). While Clicklane was a material part of the growth story, the business has faced slower-than-anticipated scaling. Asbury now plans to achieve growth through acquisitions and organic expansion, with a focus on technological investments to drive same-store growth and improve guest experiences. Fitch views the company's investment capability as a competitive advantage relative to smaller independent peers. Strong FCF: Asbury's good cash flow generation provides financial flexibility through cycles and allows the company to invest in strategic initiatives, including M&A. In 2023, FCF was around $170 million, impacted by around $600 million in negative working capital, of which nearly half was related to floorplan notes payable. Despite anticipated EBITDA moderation, Fitch expects FCF near $470 million in 2024 and around $350 million in 2025 and 2026, assuming neutral working capital. Reasonable Leverage: EBITDAR leverage, which trended in the low-3x prior to the late-2021 Larry H. Miller (LHM) and Total Care Auto (TCA) acquisitions, could trend in the high-3x range beginning 2025, given Fitch's EBITDA forecast and assuming debt remains flat around $3.4 billion. Given its strategic plan, Asbury could undertake leveraging M&A, but Fitch expects the company to manage its balance sheet over time in line with its net leverage target range of 2.5x to 3.0x (around 3.5x on a Fitch-defined EBITDAR leverage basis). Asbury's 'BB' rating is predicated on EBITDAR leverage below 4.25x, although Asbury could temporarily operate with leverage above its target given its acquisitive posture. Derivation Summary Asbury's peers include AutoNation, Inc. (BBB-/Stable), Sonic Automotive, Inc. (BB/Stable) and AutoZone Inc. (BBB/Stable). Asbury, AutoNation and Sonic are leading players in the U.S. auto dealership industry for new and used vehicles, and offer parts, services, financing and insurance. This diversification results in a more balanced gross profit mix, limiting operational sensitivity to the cyclical nature of the vehicle market. Fitch expects AutoNation to maintain lower EBITDAR leverage at or below 3.25x, while Asbury and Sonic's EBITDAR leverage is expected to range between 3.75x to 4.25x. Fitch expects AutoNation and Asbury to generate mid-single digit EBITDA margins in 2024, surpassing Sonic's low single digits. AutoZone, differing from the dealership groups, competes in the retail auto parts and accessories aftermarket. Similar to Asbury, AutoZone has a leading position in its industry. However, AutoZone has relatively higher EBITDA margins in the low-20% range and maintains lower EBITDAR leverage, which Fitch expects to trend in the high 2x range. AutoZone's operating trajectory is supported by generally benign competition from direct peers and the industry's resilience to discount and e-commerce competition due to inventory investment requirements, a heavy service component and purchase immediacy. Key Assumptions - Revenue is expected to increase in the low teens to $16.7 billion in 2024 from $14.8 billion in 2023, mainly due to the Koons acquisition in December 2023. Fitch expects revenue to expand in the low single digits annually in 2025 and 2026. This assumes the return of new vehicle inventory will offset continued weakening in new vehicle prices and that used car inventory remains constrained through 2025, although Fitch expects stable results in Asbury's parts & service segment; - EBITDA could decline to the mid-$900 million range in 2024 from $1.15 billion in 2023, as Fitch assumes a continued reversal to previously strong gross margins. Fitch expects EBITDA to remain in the low-to-mid-$900 million range through 2026; - EBITDA margins could settle in the mid-5% range through 2026, higher than the high 4% range seen prior to the pandemic, given expectations of structurally tighter new vehicle supply in the medium term and some benefits to scale after the LHM and Koons acquisitions; - Capex could increase by $60 million to $200 million in 2024, and remain at $250 million in 2025 and 2026 annually as the company constructs and upgrades facilities, opportunistically acquires properties for dealership relocations and invests in technology initiatives; - FCF near $470 million in 2024 and around $350 million in 2025 and 2026, given Fitch's EBITDA assumptions and assuming neutral working capital. Asbury could use FCF for strategic initiatives, including M&A, or share buybacks; - EBITDAR leverage, which averaged around 3x prior to 2021, could increase to the mid-3x range in 2024 and could trend in the high 3x range beginning 2025, given Fitch's EBITDA forecast and flattish debt assumptions in the $3.4 billion range; - Asbury's credit facilities have a floating interest rate structure and Fitch assumes around 3.5% to 5% SOFR base rates over the forecast horizon, given the higher interest rate environment. Asbury's notes have a fixed interest rate structure. Recovery Analysis Fitch does not employ a waterfall recovery analysis for issuers' assigned ratings in the 'BB' category. The further up the speculative-grade continuum a rating moves, the more compressed the notching between the specific classes of issuances becomes. Fitch rates Asbury's secured ABL facility at 'BBB-' with a Recovery Rating of 'RR1', indicating outstanding recovery prospects (91% to 100%). Asbury's unsecured notes are rated 'BB'/'RR4', indicating average recovery prospects (31% to 50%). RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - Weaker-than-expected operating results, such as EBITDA sustained at or below $800 million, resulting in EBITDAR leverage sustained above 4.25x; - Financial policy decisions, including debt-financed M&A or share repurchases, resulting in EBITDAR leverage sustained above 4.25x. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - EBITDAR leverage sustained below 3.75x, through better-than-expected operating performance such as EBITDA sustained around $1 billion and/or financial policy actions. Liquidity and Debt Structure As of Sept. 30, 2024, Asbury's liquidity totaled $325 million, including $60 million of cash and equivalents ($56 million held by Total Care Auto), $9 million of short-term investments and $256 million available under its revolver maturing in 2028. Separately, Asbury had $197 million available in floorplan offset accounts. While additional liquidity is accessible through floorplan facilities, Fitch excludes these from total liquidity resources due to the exclusion of floorplan payables from debt calculations. Total debt was $3.2 billion, comprising $231 million in revolver borrowings, $2.25 billion in unsecured notes due 2028-2032 and $915 million in real estate and mortgage debt. Asbury, like other automotive retailers, uses floorplan facilities to finance inventory, which have characteristics of both payables and debt. These facilities finance new car inventory and are typically sourced from automotive manufacturers' financing arms or lenders. The accounting treatment is similar to accounts payables since these facilities are due on demand and generally repaid within days after a car is sold. These loans are provided on a vehicle-by-vehicle basis and are often tied to manufacturer subsidies, which offset a portion, if not all, of the borrowing costs. In a liquidation scenario, floorplan payables, secured by the vehicle collateral, gain priority over unsecured debt. Fitch excludes floorplan financing from Asbury's primary leverage calculation. Instead, it adjusts EBITDA by treating floorplan-related interest as an operating expense, moving it to cost of goods sold (COGS). Issuer Profile Asbury Automotive Group, Inc. is a new and used automotive retailer that also provides parts & repair services and finance & insurance products. As of LTM Sept. 30, 2024, the company generated $16.5 billion of revenue and $1 billion of EBITDA. Summary of Financial Adjustments Financial statement adjustments that depart materially from those contained in the published financial statements are disclosed below: - EBITDA is adjusted for stock-based compensation; - Floorplan interest expense is treated as an operating cost within cost of goods sold; - Lease-related interest and D&A are reclassified as operating costs in the income statement and as operating cash outflows in the cash flow statement, in accordance with Fitch's Corporate Rating Criteria; - Balance sheet lease liabilities are used as lease-equivalent debt starting in fiscal 2023, in accordance with Fitch's Corporate Rating Criteria dated Dec. 6, 2024. Prior years used an 8x multiple applied to lease expense for lease-equivalent debt. MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS Fitch's latest quarterly Global Corporates Macro and Sector Forecasts data file which aggregates key data points used in its credit analysis. Fitch's macroeconomic forecasts, commodity price assumptions, default rate forecasts, sector key performance indicators and sector-level forecasts are among the data items included. ESG Considerations The highest level of ESG credit relevance is a score of '3', unless otherwise disclosed in this section. A score of '3' means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. Fitch's ESG Relevance Scores are not inputs in the rating process; they are an observation on the relevance and materiality of ESG factors in the rating decision. Entity/Debt Rating Recovery Prior ----------- ------ -------- ----- Asbury Automotive Group, Inc. LT IDR BB Affirmed BB senior unsecured LT BB Affirmed RR4 BB senior secured LT BBB- Affirmed RR1 BBB- ASCEND PERFORMANCE: $1.09BB Bank Debt Trades at 23% Discount ------------------------------------------------------------ Participations in a syndicated loan under which Ascend Performance Materials Operations LLC is a borrower were trading in the secondary market around 77.5 cents-on-the-dollar during the week ended Friday, January 17, 2025, according to Bloomberg's Evaluated Pricing service data. The $1.09 billion Term loan facility is scheduled to mature on August 27, 2026. About $1.04 billion of the loan has been drawn and outstanding. Ascend Performance Materials Operations LLC ("Ascend") is an integrated propylene based producer of Nylon 6,6. SK Titan Holdings LLC bought the company from Solutia in 2009 and a small remaining equity interest in 2011. Headquartered in Houston, Texas, Ascend generated about $3.2 billion of revenues in 2021. ASHFORD HOSPITALITY: Board Declares Dividends Payable on April 2025 ------------------------------------------------------------------- On January 13, 2025, Ashford Hospitality Trust, Inc., announced that that its Board of Directors declared a dividend of $0.5281 per diluted share for the Company's 8.45% Series D Cumulative Preferred Stock for the first quarter ending March 31, 2025. The dividend is payable on April 15, 2025, to stockholders of record as of March 31, 2025. The Board declared a dividend of $0.4609 per diluted share for the Company's 7.375% Series F Cumulative Preferred Stock for the first quarter ending March 31, 2025. The dividend is payable on April 15, 2025, to stockholders of record as of March 31, 2025. The Board declared a dividend of $0.4609 per diluted share for the Company's 7.375% Series G Cumulative Preferred Stock for the first quarter ending March 31, 2025. The dividend is payable on April 15, 2025, to stockholders of record as of March 31, 2025. The Board declared a dividend of $0.46875 per diluted share for the Company's 7.50% Series H Cumulative Preferred Stock for the first quarter ending March 31, 2025. The dividend is payable on April 15, 2025, to stockholders of record as of March 31, 2025. The Board declared a dividend of $0.46875 per diluted share for the Company's 7.50% Series I Cumulative Preferred Stock for the first quarter ending March 31, 2025. The dividend is payable on April 15, 2025, to stockholders of record as of March 31, 2025. The Board declared a monthly cash dividend for all CUSIPs of the Company's Series J Redeemable Preferred Stock payable as follows: $0.16667 per share will be paid on February 18, 2025 to stockholders of record as of January 31, 2025; $0.16667 per share will be paid on March 17, 2025 to stockholders of record as of February 28, 2025; and $0.16667 per share will be paid on April 15, 2025 to stockholders of record as of March 31, 2025. The Board declared a monthly cash dividend for CUSIPs 04410D867 and 04410D792 of the Company's Series K Redeemable Preferred Stock payable as follows: $0.17500 per share will be paid on February 18, 2025 to stockholders of record as of January 31, 2025; $0.17500 per share will be paid on March 17, 2025 to stockholders of record as of February 28, 2025; and $0.17500 per share will be paid on April 15, 2025 to stockholders of record as of March 31, 2025. The Board declared a monthly cash dividend for CUSIPs 04410D727, 04410D651, 04410D578, and 04410D511 of the Company's Series K Redeemable Preferred Stock payable as follows: $0.17292 per share will be paid on February 18, 2025 to stockholders of record as of January 31, 2025; $0.17292 per share will be paid on March 17, 2025 to stockholders of record as of February 28, 2025; and $0.17292 per share will be paid on April 15, 2025 to stockholders of record as of March 31, 2025. The Board declared a monthly cash dividend for all remaining CUSIPs of the Company's Series K Redeemable Preferred Stock payable as follows: $0.17083 per share will be paid on February 18, 2025 to stockholders of record as of January 31, 2025; $0.17083 per share will be paid on March 17, 2025 to stockholders of record as of February 28, 2025; and $0.17083 per share will be paid on April 15, 2025 to stockholders of record as of March 31, 2025. As of December 31, 2024, there were 6,799,638 shares of the Company's Series J Redeemable Preferred Stock and 601,175 shares of the Company's Series K Redeemable Preferred Stock issued and outstanding. About Ashford Hospitality Headquartered in Dallas, Texas, Ashford Hospitality Trust, Inc. operates as a self-advised real estate investment trust focusing on the lodging industry. Ashford Hospitality Trust reported a net loss of $180.73 million for the year ended Dec. 31, 2023, compared to a net loss of $141.06 million for the year ended Dec. 31, 2022. As of Dec. 31, 2023, the Company had $3.46 billion in total assets, $3.69 billion in total liabilities, $22.01 million in redeemable noncontrolling interests in operating partnership, $79.98 million in Series J Redeemable Preferred Stock, $0.01 par value (3,475,318 shares issued and outstanding at December 31, 2023), $4.78 million in Series K Redeemable Preferred Stock, $0.01 par value (194,193 shares issued and outstanding at December 31, 2023), and $331.04 million in total deficit. * * * Egan-Jones Ratings Company, on May 5, 2023, maintained its 'CCC+' foreign currency and local currency senior unsecured ratings on debt issued by Ashford Hospitality Trust, Inc. On March 1, 2024, the Company received notice that the hotel properties securing the KEYS Pool A and KEYS Pool B loans had been transferred to a court-appointed receiver. On March 6, 2024, the Company sold the Residence Inn Salt Lake City in Salt Lake City, Utah, for $19.2 million in cash. As reported by the TCR on April 22, the Company closed on the sale of the 390-room Hilton Boston Back Bay in Boston, Massachusetts, for $171 million. On April 29, it closed on the sale of the 85-room Hampton Inn in Lawrenceville, Georgia, for $8.1 million. On May 27, Ashford closed a $267 million refinancing of the mortgage loan for the 673-room Renaissance Hotel in Nashville, Tennessee, which had a final maturity date of March 2026. On June 14, the Company closed on the sale of the 90-room Courtyard located in Manchester, Connecticut, for $8 million. ASHFORD HOSPITALITY: Releases Prelim 4Q 2024 Results ---------------------------------------------------- Ashford Hospitality Trust, Inc. (NYSE: AHT) reported on January 13, 2025, that the Company expects to report Occupancy of approximately 66% for the fourth quarter of 2024 with Average Daily Rate of approximately $190 resulting in RevPAR of approximately $126. This Comparable RevPAR reflects an approximate increase of 3.0% compared to the fourth quarter of 2023. Additionally, for the month of October 2024, Comparable RevPAR increased approximately 4.5% versus October 2023. For the month of November 2024, Comparable RevPAR increased approximately 0.4% versus November 2023. For the month of December 2024, Comparable RevPAR increased approximately 3.8% versus December 2023. "We are very pleased with our RevPAR performance in the fourth quarter," said Stephen Zsigray, President and Chief Executive Officer of Ashford Trust. "With strong corporate and group demand, our high-quality, geographically diverse portfolio continues to deliver exceptional results. Our heightened focus on growing ancillary revenue streams under our recently announced GRO AHT initiative is already yielding impressive results, with total hotel revenue increasing approximately 4.4% in the fourth quarter and 6.9% in the month of December. As we continue to execute against our GRO AHT strategy and as we approach the repayment of our corporate strategic financing, we're excited to begin the next chapter for Ashford Trust." Further, the Company will close its offering of Series J and Series K non-traded preferred stock on March 31, 2025. Since launching the offering in 2022, the Company raised approximately $185 million of gross proceeds from the sale of its Series J and Series K non-traded preferred stock. Through December 31, 2024, the Company has 6,799,638 shares of its Series J non-traded preferred stock outstanding and 601,175 shares of its Series K non-traded preferred stock outstanding. About Ashford Hospitality Headquartered in Dallas, Texas, Ashford Hospitality Trust, Inc. operates as a self-advised real estate investment trust focusing on the lodging industry. Ashford Hospitality Trust reported a net loss of $180.73 million for the year ended Dec. 31, 2023, compared to a net loss of $141.06 million for the year ended Dec. 31, 2022. As of Dec. 31, 2023, the Company had $3.46 billion in total assets, $3.69 billion in total liabilities, $22.01 million in redeemable noncontrolling interests in operating partnership, $79.98 million in Series J Redeemable Preferred Stock, $0.01 par value (3,475,318 shares issued and outstanding at December 31, 2023), $4.78 million in Series K Redeemable Preferred Stock, $0.01 par value (194,193 shares issued and outstanding at December 31, 2023), and $331.04 million in total deficit. * * * Egan-Jones Ratings Company, on May 5, 2023, maintained its 'CCC+' foreign currency and local currency senior unsecured ratings on debt issued by Ashford Hospitality Trust, Inc. On March 1, 2024, the Company received notice that the hotel properties securing the KEYS Pool A and KEYS Pool B loans had been transferred to a court-appointed receiver. On March 6, 2024, the Company sold the Residence Inn Salt Lake City in Salt Lake City, Utah, for $19.2 million in cash. As reported by the TCR on April 22, the Company closed on the sale of the 390-room Hilton Boston Back Bay in Boston, Massachusetts, for $171 million. On April 29, it closed on the sale of the 85-room Hampton Inn in Lawrenceville, Georgia, for $8.1 million. On May 27, Ashford closed a $267 million refinancing of the mortgage loan for the 673-room Renaissance Hotel in Nashville, Tennessee, which had a final maturity date of March 2026. On June 14, the Company closed on the sale of the 90-room Courtyard located in Manchester, Connecticut, for $8 million. ASHLEY SELMAN: Seeks Chapter 11 Bankruptcy Protection ----------------------------------------------------- On January 17, 2025, Ashley Selman Farms Partnership filed Chapter 11 protection in the U.S. Bankruptcy Court for the Northern District of Mississippi. According to court filing, the Debtor reports between $10 million and $50 million in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. About Ashley Selman Farms Partnership Ashley Selman Farms Partnership is a privately-held company operating in the oilseed and grain farming industry. Ashley Selman Farms Partnership sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Miss.Case No.: 25-10118) on January 17, 2025. In its petition, the Debtor reports estimated assets and liabilities between $10 million and $50 million each. The Debtor is represented by: Craig M. Geno, Esq. LAW OFFICES OF CRAIG M. GENO, PLLC 601 Renaissance Way, Suite A Ridgeland, MS 39157 Tel: 601-427-0048 ATLAS PURCHASER: $154.4MM Bank Debt Trades at 96% Discount ---------------------------------------------------------- Participations in a syndicated loan under which Atlas Purchaser Inc is a borrower were trading in the secondary market around 4.2 cents-on-the-dollar during the week ended Friday, January 17, 2025, according to Bloomberg's Evaluated Pricing service data. The $154.4 million Term loan facility is scheduled to mature on May 5, 2028. The amount is fully drawn and outstanding. Atlas Purchaser, Inc., which does business as Alvaria, Inc., acquired the assets of Aspect Software in a leveraged buyout in 2021. Aspect is a provider of call center software and solution. AVALON GLOBOCARE: Lu Swaps 9K Series A Preferred for 5K Series D ---------------------------------------------------------------- Avalon GloboCare Corp. disclosed in a Form 8-K filed with the Securities and Exchange Commission that on Jan. 9, 2025, it entered into an exchange agreement with Wenzhao Lu, the Chairman of the Board of Directors of the Company, pursuant to which Lu exchanged 9,000 shares of Series A Preferred Stock of the Company for 5,000 shares of Series D Preferred Stock of the Company, pursuant to an exemption from registration under Section 3(a)(9) of the Securities Act of 1933, as amended. Upon consummation of the Exchange, there were no shares of Series A Preferred Stock of the Company outstanding. On Jan. 6, 2025, the Company filed a certificate of designations of preferences, rights, and limitations of Series D Convertible Preferred Stock with the Department of State, Division of Corporations, of the State of Delaware, which provides for the designation of 5,000 shares of Series D Preferred Stock of the Company, par value $0.0001 per share, upon the terms and conditions as set forth in the Series D Certificate of Designations. Each share of Series D Preferred Stock has a stated value of $1,000. The Series D Preferred Stock shall rank (i) senior to the Company's common stock and any other class or series of capital stock of the Company created hereafter, the terms of which specifically provide that such class or series shall rank junior to the Series D Preferred Stock, (ii) pari passu with any class or series of capital stock of the Company created hereafter specifically ranking, by its terms, on par with the Series D Preferred Stock, (iii) pari passu with the Series B Convertible Preferred Stock of the Company with respect to its rights, preferences and restrictions, and (iv) pari passu with the Series C Convertible Preferred Stock of the Company. Holders of the Series D Preferred Stock have no voting power except as otherwise required by the Delaware General Corporation Law. Upon any liquidation, dissolution or winding-up of the Company, whether voluntary or involuntary, the holders of the Series D Preferred Stock shall be entitled to receive out of the assets available for distribution to stockholders, (i) after and subject to the payment in full of all amounts required to be distributed to the holders of another class or series of stock of the Company ranking on liquidation prior and in preference to the Series D Preferred Stock, including the Series A Preferred Stock, (ii) ratably with any class or series of stock ranking on liquidation on parity with the Series D Preferred Stock and (iii) in preference and priority to the holders of the shares of Common Stock, an amount equal to 100% of the Stated Value of the Series D Preferred Stock, in proportion to the full and preferential amount that all shares of the Series D Preferred Stock are entitled to receive. Each share of Series D Preferred Stock shall be convertible into Common Stock at a conversion per share equal to $2.41, at the option of the holder, at any time after the Company has obtained shareholder approval for the issuance of the Conversion Shares pursuant to the rules of the Nasdaq Stock Market. In addition, the holder shall not have the right to convert any portion of the Series D Preferred Stock if, after giving effect to the conversion, such holder (together with its affiliates) would beneficially own in excess of 4.99% of the number of shares of the Common Stock outstanding immediately after giving effect to the issuance of the respective Conversion Shares. Avalon Globocare Headquartered in Freehold, New Jersey, Avalon Globocare -- http://www.avalon-globocare.com/-- is a commercial-stage company dedicated to developing and delivering innovative, transformative precision diagnostics and clinical laboratory services. Avalon is working to establish a leading role in the innovation of diagnostic testing, utilizing proprietary technology to deliver precise, genetics-driven results. The Company also provides laboratory services, offering a broad portfolio of diagnostic tests, including drug testing, toxicology, and a broad array of test services, from general bloodwork to anatomic pathology, and urine toxicology. New York, NY-based Marcum LLP, the Company's auditor since 2019, issued a "going concern" qualification in its report dated April 15, 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. AVENIR WELLNESS: Ionic Ventures Holds 9.5% Equity Stake ------------------------------------------------------- Ionic Ventures, LLC, Ionic Management, LLC, Brendan O'Neil, and Keith Coulston disclosed in a Schedule 13G filing with the U.S. Securities and Exchange Commission that as of November 7, 2024, they beneficially own 8,306,000 shares of Avenir Wellness Solutions, Inc.'s common stock, representing 9.5% of the 78,925,168 shares of the Company's Common Stock outstanding as of September 30, 2024. Ionic is the beneficial owner of 8,306,000 shares of Common Stock. Ionic has the power to dispose of and the power to vote the Shares beneficially owned by it, which power may be exercised by its manager, Ionic Management. Each of the managers of Ionic Management, Mr. O'Neil and Mr. Coulston, has shared power to vote and/or dispose of the Shares beneficially owned by Ionic and Ionic Management. Neither Mr. O'Neil nor Mr. Coulston directly owns the Shares. About Avenir Wellness Headquartered in Sherman Oaks, CA, Avenir Wellness Solutions, Inc., including its wholly-owned subsidiary, The Sera Labs, Inc., is a broad platform technology company focusing on the development of nutraceutical formulation and delivery technologies in novel dosage forms to improve efficacy and enhance wellness. The Company's mission is to improve lives by redefining how active ingredients are delivered and experienced by consumers. The Company's primary business model is to develop health, wellness and beauty products using its proprietary formulations and technology as well as incubate new technologies for commercial exploitation through product development of new products to be sold under existing or new proprietary brands through Sera Labs and the licensing and/or sale of the rights to such technologies to third parties for their use. Development may include the conduction of clinical trials for substantiation of efficacy of its products. Urish Popeck & Co., LLC, based in Pittsburgh, Pa., the Company's auditor since 2023, issued a "going concern" qualification in its report dated May 16, 2024, citing that the Company has suffered recurring losses from operations, has an accumulated deficit, negative stockholders' equity, a working capital deficit, and expects future losses. These conditions raise substantial doubt about its ability to continue as a going concern. AVENTIV TECHNOLOGIES: $1.04BB Bank Debt Trades at 35% Discount -------------------------------------------------------------- Participations in a syndicated loan under which Aventiv Technologies LLC is a borrower were trading in the secondary market around 65.3 cents-on-the-dollar during the week ended Friday, January 17, 2025, according to Bloomberg's Evaluated Pricing service data. The $1.04 billion Term loan facility is scheduled to mature on July 31, 2025. The amount is fully drawn and outstanding. Carrollton, Texas-based Aventiv Technologies LLC is a diversified technology company that provides innovative solutions to customers in the corrections and government services sectors. Aventiv is the parent company to Securus Technologies and AllPaid. AVENTIV TECHNOLOGIES: $288MM Bank Debt Trades at 95% Discount ------------------------------------------------------------- Participations in a syndicated loan under which Aventiv Technologies LLC is a borrower were trading in the secondary market around 5.2 cents-on-the-dollar during the week ended Friday, January 17, 2025, according to Bloomberg's Evaluated Pricing service data. The $288 million Term loan facility is scheduled to mature on November 1, 2025. The amount is fully drawn and outstanding. Carrollton, Texas-based Aventiv Technologies LLC is a diversified technology company that provides innovative solutions to customers in the corrections and government services sectors. Aventiv is the parent company to Securus Technologies and AllPaid. AVISON YOUNG: $61.1MM Bank Debt Trades at 37% Discount ------------------------------------------------------ Participations in a syndicated loan under which Avison Young Canada Inc is a borrower were trading in the secondary market around 63.3 cents-on-the-dollar during the week ended Friday, January 17, 2025, according to Bloomberg's Evaluated Pricing service data. The $61.1 million Payment in kind Term loan facility is scheduled to mature on March 12, 2029. The amount is fully drawn and outstanding. Avison Young (Canada) Inc. provides real estate services. The Company offers consulting, advisory, lease administration, investment and asset management, and mortgage services. Avison Young (Canada) serves customers worldwide. BANKERS LIFE: Deadline to File Claims Nov. 26, 2026 --------------------------------------------------- Superior Court of Wake County, North Carolina, ordered Bankers Life Insurance Company ("BLIC") into liquidation with an effective date of Nov. 30, 2024, and appointed the North Carolina Insurance Commissioner as liquidator of BLIC. No action at law or equity may be brought against the liquidator, BLIC, or BLIC's property or assets, whether in North Carolina or elsewhere, nor will any existing actions be maintained or further presented, pursuant to N.C.G.S. 58-30-130(a) and the order of liquidation. You may obtain information about the liquidation proceeding and how to file a proof of claim at the North Carolina Department of Insurance website: https://www.ncdoi.gov/receiverships. Additional information about status of the liquidation will be posted on the BLIC website on an ongoing basis. Additional information about the status of the liquidation will be posted on the CBL website on an ongoing basis. If you believe you have a claim to pursue against BLIC, other than a class 2 claim for policy benefits under a policy of insurance, you must file a completed proof of claim form with the liquidator by Nov. 26, 2026. If you don't have access to the internet and would like a proof of claim form mailed to you, you may contact one from the Special Deputy Liquidator at: Bankers Life Insurance Company in liquidation Attn: Claim Form Request 207 W. Millbrook Road, Ste. 210 #324 Raleigh, NC 27609 BARRACUDA NETWORKS: $455MM Bank Debt Trades at 22% Discount ----------------------------------------------------------- Participations in a syndicated loan under which Barracuda Networks Inc is a borrower were trading in the secondary market around 78.4 cents-on-the-dollar during the week ended Friday, January 17, 2025, according to Bloomberg's Evaluated Pricing service data. The $455 million Term loan facility is scheduled to mature on August 15, 2030. The amount is fully drawn and outstanding. Barracuda Networks, Inc. (NYSE: CUDA), designs and delivers security and data protection solutions. The Company maintains its headquarters in Campbell, California. BARTLEY INVESTMENTS: Court OKs West Rogers Property Sale to Wisco 7 ------------------------------------------------------------------- The U.S. Bankruptcy Court for the Middle District of Florida, Tampa Division, has approved Bartley Investments Ltd., to sell its Property located at 2936 West Rogers Avenue, Tampa, Florida 33611, free and clear of all liens, claims, interests, and encumbrances. The Court authorized the Debtor to sell the Property to Wisco 7, LLC for the sum of $310,000. Dr. Ruediger Mueller, the Subchapter V trustee, is authorized to execute any and all documents necessary to consummate the sale of the Real Property on behalf of the Debtor, including, but not limited to, the "AS IS" Residential Contract for Sale and Purchase and the deed. The Debtor is directed to pay broker’s fees, outstanding real estate taxes, and all other ordinary and necessary closing expenses normally attributed to a seller of real estate at closing. The net sale proceeds after payment of the amounts set forth in paragraph 4 above will be held in trust in an interest bearing segregated Debtor-in-possession bank account on which Dr. Ruediger Mueller is the sole signatory, until further order of the Court regarding the distribution of the net sale proceeds. The liens of any secured creditors, including Tamala Menendez, will attach to the proceeds of the sale to the same extent, validity, and priority as they existed against the Real Property. About Bartley Investments Ltd. Bartley Investments Ltd. owns 12 rental properties in Tampa Villa South, Tampa, Florida valued at $8.68 million. Bartley Investments Ltd sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-02952) on May 23, 2024. In the petition signed by Allan N. Bartley, general partner, the Debtor disclosed total assets of $8,764,925 and total liabilities of $3,703,633. Honorable Bankruptcy Judge Catherine Peek McEwen oversees the case. The Debtor tapped Buddy D. Ford, Esq., at Buddy D. Ford, P.A. as counsel and Accounting & Business Partners LLC as accountant. BARTLEY INVESTMENTS: West Ballast Property Sale to Wisco 7 OK'd --------------------------------------------------------------- The U.S. Bankruptcy Court for the Middle District of Florida, Tampa Division, has permitted Bartley Investments Ltd., to sell its Property located at 4405 West Ballast Point Boulevard, Tampa, Florida 33611, free and clear of all liens, claims, interests, and encumbrances. The Debtor is ordered to sell the Property to Wisco 7, LLC for the sum of $260,000. Dr. Ruediger Mueller, the Subchapter V trustee, is authorized to execute any and all documents necessary to consummate the sale of the Real Property on behalf of the Debtor, including, but not limited to, the "AS IS" Residential Contract for Sale and Purchase and the deed. The Debtor is authorized to pay broker’s fees, outstanding real estate taxes, and all other ordinary and necessary closing expenses normally attributed to a seller of real estate at closing. The net sale proceeds after payment of the amounts set forth in paragraph 4 above will be held in trust in an interest bearing segregated Debtor-in-possession bank account on which Dr. Ruediger Mueller is the sole signatory, until further order of the Court regarding the distribution of the net sale proceeds. The liens of any secured creditors, including Tamala Menendez, will attach to the proceeds of the sale to the same extent, validity, and priority as they existed against the Real Property. About Bartley Investments Ltd. Bartley Investments Ltd. owns 12 rental properties in Tampa Villa South, Tampa, Florida valued at $8.68 million. Bartley Investments Ltd sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-02952) on May 23, 2024. In the petition signed by Allan N. Bartley, general partner, the Debtor disclosed total assets of $8,764,925 and total liabilities of $3,703,633. Honorable Bankruptcy Judge Catherine Peek McEwen oversees the case. The Debtor tapped Buddy D. Ford, Esq., at Buddy D. Ford, P.A. as counsel and Accounting & Business Partners LLC as accountant. BENK GROUP: Mark Weisbart of Hayward Named Subchapter V Trustee --------------------------------------------------------------- The U.S. Trustee for Region 6 appointed Mark Weisbart of Hayward, PLLC as Subchapter V trustee for The Benk Group, LLC. Mr. Weisbart will be paid an hourly fee of $515 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Weisbart declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Mark A. Weisbart Hayward, PLLC 10501 N Central Expy, Suite 106 Dallas, TX 75231 Phone: (972) 755-7103 Email: MWeisbart@HaywardFirm.com About The Benk Group The Benk Group, LLC operates as Emerald Cut Lawn & Landscape, a Texas-based landscaping services provider established in 1985 and maintains operations in Celina and Cedar Hill, Texas. The company provides residential and commercial landscaping services including lawn care, tree trimming, and landscape design. The Benk Group sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Texas Case No. 25-40100) on January 14, 2025, with $1 million to $10 million in both assets and liabilities. Judge Brenda T. Rhoades handles the case. The Debtor is represented by Robert DeMarco, III, Esq., at DeMarco Mitchell, PLLC. BIOLINERX LTD: Intracoastal Capital Holds 4.99% Equity Stake ------------------------------------------------------------ Mitchell P. Kopin, Daniel B. Asher, and Intracoastal Capital LLC, disclosed in a Schedule 13G filing with the U.S. Securities and Exchange Commission that as of January 6, 2025, they beneficially own 102,236,115 shares of BioLineRx Ltd.'s common stock, representing 4.99% of the 1,482,601,995 Ordinary Shares outstanding as of January 6, 2025. About BioLineRx Ltd. Headquartered in Modi'in, Israel, BioLineRx is a commercial-stage biopharmaceutical company focused on developing life-changing therapies in oncology and rare diseases. Tel Aviv, Israel-based Kesselman & Kesselman, the Company's auditor since 2003, issued a "going concern" qualification in its report dated March 26, 2024, citing that the Company has suffered recurring losses from operations and has cash outflows from operating activities, indicating a material uncertainty that may cast significant doubt about its ability to continue as a going concern. BioLineRx recorded net losses of $27.1 million in 2021, $25 million in 2022, and $60.6 million in 2023. As of March 31, 2024, the Company had $51.6 million in total assets, $38.54 million in total liabilities, and a total equity of $13.06 million. BIOXCEL THERAPEUTICS: Files Registration Statement -------------------------------------------------- BioXcel Therapeutics, Inc., filed a registration statement with the U.S. Securities and Exchange Commission relating to the resale of up to 5,100,000 shares of the Company's common stock issuable upon exercise of warrants granted in connection with that certain (i) fourth amendment to credit agreement and guaranty dated as of March 20, 2024 and (ii) fifth amendment to credit agreement and guaranty and first amendment to fourth amendment to credit agreement and guaranty, dated as of November 21, 2024, to the credit agreement and guaranty dated as of April 19, 2022, as subsequently amended, by and among BioXcel Therapeutics, Inc., Oaktree Fund Administration, LLC as the administrative agent, and the lenders party thereto, as amended. A full-text copy of the Registration Statement is available at https://urlcurt.com/u?l=s2NbmY About BioXcel Therapeutics Headquartered in New Haven, Conn., BioXcel Therapeutics, Inc., is a biopharmaceutical company utilizing artificial intelligence to develop transformative medicines in neuroscience and, through the Company's wholly owned subsidiary, OnkosXcel Therapeutics LLC, immuno-oncology. The Company is focused on utilizing cutting-edge technology and innovative research to develop high-value therapeutics aimed at transforming patients' lives. The Company employs various AI platforms to reduce therapeutic development costs and potentially accelerate development timelines. Stamford, Conn.-based Ernst & Young LLP, the Company's auditor since 2021, issued a "going concern" qualification in its report dated March 22, 2024, citing that the Company has suffered recurring losses from operations, has used significant cash in operations, and has stated that substantial doubt exists about the Company's ability to continue as a going concern. BLUE BIOFUELS: George Dennis Bolton Owns 3.6MM Shares ----------------------------------------------------- George Dennis Bolton, director of Blue Biofuels, Inc., disclosed in a Form 5 filing with the U.S. Securities and Exchange Commission that he exercised call options from March 1, 2024, through January 2, 2025, which resulted to his ownership of 3,600,417 shares of the Company's common stock as of January 10, 2025. About Blue Biofuels Inc. Blue Biofuels, Inc., was incorporated in Nevada on March 28, 2012, as Alliance Media Group Holdings, Inc. Since December 2013, Blue Biofuels, Inc. has been a technology company focused on emerging technologies in renewable energy, biofuels, and lignin. Lakewood, Colo.-based BF Borgers CPA PC, the Company's former auditor, issued a "going concern" qualification in its report dated March 26, 2024, citing that the Company's significant operating losses raise substantial doubt about its ability to continue as a going concern. On May 3, 2024, the independent audit firm BF Borgers CPA PC utilized by the Company was denied the privilege of appearing or practicing before the Securities and Exchange Commission as an accountant 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 May 16, 2024, the Company engaged Assure CPA, LLC to serve as the Company's independent accountant and PCAOB certified audit firm for purposes of auditing the Company's financial statements for the periods ending December 31, 2023, and December 31, 2024, and reviewing the Company's financial statements for the period ending March 31, 2024, and subsequent periods. BLUE RIBBON: $368MM Bank Debt Trades at 24% Discount ---------------------------------------------------- Participations in a syndicated loan under which Blue Ribbon LLC is a borrower were trading in the secondary market around 76.5 cents-on-the-dollar during the week ended Friday, January 17, 2025, according to Bloomberg's Evaluated Pricing service data. The $368 million Term loan facility is scheduled to mature on May 8, 2028. About $312.8 million of the loan has been drawn and outstanding. Blue Ribbon, LLC, parent company of Pabst Brewing Company, is one of the largest privately held independent brewers in the U.S., with a portfolio of iconic American beer brands. BOBEL ELECTRIC: Seeks to Hire Forbes Law LLC as Attorney -------------------------------------------------------- Bobel Electric Inc. seeks approval from the U.S. Bankruptcy Court for the Northern District of Ohio to hire Forbes Law LLC as attorneys. The firm will render these services: a. advise the Debtor as to its rights, duties and powers as a Debtor in possession; b. prepare and file the Statements, Schedules, Plans and other documents and pleadings necessary to be filed by the Debtor in this case; c. represent the Debtor at all hearings, meetings of creditors, conferences, trials, and other proceedings in this case; and d. perform other legal services as may be necessary in connection with this case. The firm will bill these hourly rates: Attorneys $350 Associates $250 Paralegals $150 Forbes Law received a retainer fee of $11,700. Glenn E. Forbes, Esq. attests that he and his law firm are disinterested persons, as that term is defined in the Bankruptcy Code, and do not hold or represent an interest adverse to the estate with respect to the matter on which they are proposed to be employed. The counsel can be reached through: Glenn E. Forbes, Esq. FORBES LAW LLC 166 Main Street Painesville, OH 44077 Tel: (440) 357-6211 Fax: (440) 357-1634 E-mail: gforbed@geflaw.net bankruptcy@geflaw.net About Bobel Electric Inc. Bobel Electric Inc. is the fee simple owner of three properties located in Lorain, OH, having a total current value of $1.23 million. Bobel Electric Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ohio Case No. 25-10010) on January 3, 2025. In its petition, the Debtor reports total assets of $1,249,270 and total liabilities of $2,327,862. Honorable Bankruptcy Judge Jessica E. Price Smith handles the case. Glenn E. Forbes, Esq. of FORBES LAW LLC represents the Debtor as counsel. BOVAN ENTERPRISES: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: Bovan Enterprises, LLC d/b/a Bovan Floral Group 1270 S Belsay Rd Burton, MI 48509 Business Description: Bovan Floral Group is a unified floral business that brings together the legacy of three renowned flower shops -- Bentley Florist, June's Floral Company, and Ketzler Florist -- under one roof in Burton, Michigan. The company specializes in a range of floral services, including fresh, silk, and dried flower arrangements, as well as wedding and sympathy flowers. The company also offers plants, gift baskets, gourmet fruit baskets, and greeting cards. Chapter 11 Petition Date: January 17, 2025 Court: United States Bankruptcy Court Eastern District of Michigan Case No.: 25-30084 Judge: Hon. Joel D Applebaum Debtor's Counsel: Peter T. Mooney, Esq. SIMEN, FIGURA & PARKER, PLC 5206 Gateway Centre #200 Flint, MI 48507 Tel: (810) 235-9000 Email: pmooney@sfplaw.com Total Assets: $113,685 Total Liabilities: $1,757,123 The petition was signed by Waneita Bovan as member. A full-text copy of the petition, which includes a list of the Debtor's 20 largest unsecured creditors, is available for free on PacerMonitor at: https://www.pacermonitor.com/view/5PBQBNQ/Bovan_Enterprises_LLC__miebke-25-30084__0001.0.pdf?mcid=tGE4TAMA C&D TECHNOLOGIES: Moody's Rates New $377MM 1st Lien Term Loan 'B2' ------------------------------------------------------------------ Moody's Ratings assigned a B2 rating to C&D Technologies, Inc.'s proposed $377 million backed senior secured first lien term loan maturing December 2026. Moody's existing ratings on C&D Technologies, including the B2 corporate family rating, the B2-PD probability of default rating and the B2 senior secured rating, are not affected by the transaction. Moody's will withdraw the rating on the existing $400 million backed senior secured first lien term loan B maturing December 2025 once the proposed transaction closes. The outlook remains stable. C&D Technologies is seeking to amend its senior secured first lien term loan to extend the maturity date of the loan. In addition, the company will pay up to $100 million of the proceeds from Section 45X tax credits to lenders of the amended term loan within 90 days of receipt of proceeds. Excluding Section 45X tax credits, C&D Technologies' debt-to-EBITDA will likely decline to below 5.5x over the next 12-18 months, driven by higher earnings and the $100 million debt repayment. RATINGS RATIONALE C&D Technologies' ratings reflect the company's well-established position as a leading manufacturer of batteries for stand-by applications and low-speed electric vehicles and equipment. The ratings are also supported by solid aftermarket demand. Nearly two-thirds of revenue is from the sale of replacement batteries where C&D Technologies benefits from a large installed base. However, the ratings are constrained by high debt leverage, calculated excluding Section 45X tax credits. C&D Technologies stands to benefit materially from Section 45X tax credits for the domestic manufacturing of batteries. However, the deployment of cash from such tax credits remains uncertain. Moody's expect the company's revenue to grow by 3% per year over the next 12-18 months, owing to improved demand in the motive end market and continued strong demand in the datacenter end market. Moody's also expect EBITA margin to improve modestly over the next 12-18 months, underpinned by operating leverage from higher sales volume. Liquidity is adequate but the likely eligibility for a material amount of 45X tax credits holds the prospects for an improvement in liquidity. Committed availability under the asset-based revolving credit facility was approximately $148 million as of the end of September 2024. The availability is less than the committed amount of $180 million because of a lower borrowing base and a modest amount of outstanding letters of credit. Excluding proceeds from Section 45X tax credits, Moody's expect free cash flow to improve to about $7 million per year over the next 12 months from higher earnings and better working capital management. Moody's also expect the company to receive the similar amount to the last year’s amount from Section 45X tax credits from the US government in the second quarter of 2025 for the 2024 tax credits. The asset-based revolving credit facility has a springing financial covenant that is tested when excess availability is less than 10% of the facility amount, requiring minimum interest coverage of 1.0x. Moody's do not expect the covenant to be tested over the next 12 months. If the covenant were tested Moody's would expect the company to be in compliance. The stable outlook reflects Moody's expectation of a continuing recovery of demand for lead acid batteries and accelerating scale in the lithium-ion battery business. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING The ratings could be upgraded if sufficient evidence supports that C&D Technologies remains eligible for annual tax credits in relation to its domestic battery manufacturing operations under Section 45X of the Internal Revenue Code. The ratings could also be upgraded if EBITA margin is sustained above 6%, debt/EBITDA is sustained below 5x and the company generates meaningful free cash flow, excluding the benefit of Section 45X tax credits. Finally, Moody's would expect the company to maintain a balanced financial policy demonstrating prudent deployment of cash from Section 45X tax credits prior to a rating upgrade. The ratings could be downgraded if C&D Technologies experiences a sustained, material decline in revenue. The ratings could also be downgraded if debt/EBITDA exceeds 5.5x or EBITA/interest expense declines below 1.5x, excluding the benefit of Section 45X tax credits. The principal methodology used in this rating was Manufacturing published in September 2021. C&D Technologies, Inc., headquartered in Horsham, PA, designs and manufactures battery systems for storing and transmitting electrical power for standby applications. C&D Technologies also designs and manufactures batteries for golf carts, floor cleaning machines, aerial work platforms and other low speed electric vehicles. C&D Technologies is owned by funds managed by KPS Capital Partners, LP. Revenue for the 12 months ended September 2024 was $834 million. CALPINE CORP: Fitch Puts 'B+' IDR on Watch Positive --------------------------------------------------- Fitch Ratings has placed Calpine Corp. (Calpine) and Calpine Construction Finance Company's (CCFC) 'B+' Issuer Default Ratings (IDRs) on Rating Watch Positive (RWP). Fitch affirmed Calpine's first-lien debt at 'BB+' with a Recovery Rating of 'RR1', its senior unsecured notes at 'BB-'/'RR3', and CCFC's term loan at 'BB+'/'RR1'. These actions follow Constellation Energy Corp's (CEG, not rated) announcement that it will acquire Calpine for $16.4 billion. CEG will also assume Calpine's outstanding debt. The transaction is expected to close in Q4 2025, subject to regulatory approvals. The placement of Calpine on RWP reflects CEG's stronger credit profile. Post-close, Fitch assumes that Calpine's rating would benefit from some combination of legal, strategic, or operational support, given its importance to CEG's growth strategy. Calpine's rating could also benefit from the integration of management and operations with CEG. Fitch will assess post-close Calpine's rating in line with its "Parent and Subsidiary Linkage Rating Criteria," which would likely be multi-notches above Calpine's existing rating. Fitch expects to resolve the RWP upon closing of the acquisition, currently expected by YE 2025. Key Rating Drivers Acquisition by CEG Credit Positive: Fitch expects Calpine's Standalone Credit Profile (SCP) to benefit from CEG's significantly stronger credit profile. CEG has a large and diversified nuclear generation portfolio, consisting of 25 nuclear units at 14 sites across four regions with a solid operational track record. Acquisition of Calpine makes CEG the largest U.S. power generation company, expanding its portfolio with Calpine's 27.7 GW of natural gas capacity alongside its own 33 GW of nuclear assets. This enhances CEG's scale and fuel diversity and extends its presence in Texas and California. Additionally, CEG's solid financials include EBITDA leverage of about 2x in recent years. Although Fitch anticipates a slight increase in CEG's proforma consolidated EBITDA leverage in 2026 due to Calpine's higher leverage, management is targeting leverage metrics to return to pre-acquisition levels by 2027, as CEG plans to repay Calpine's higher coupon debt. Material Deleveraging Potential for Calpine: Following the acquisition, CEG intends to retire Calpine's higher coupon debt utilizing free cash flow and future debt issuance at the CEG level. CEG also plans to refinance Calpine's debt maturities at the holding company level over-time, thereby, consolidating Calpine's capital structure into CEG. This could lead to significant deleveraging of Calpine's SCP, potentially elevating it to investment grade over time. No Change of Control Triggered: Fitch believes that the change of control event will not be triggered if the planned acquisition of Calpine goes ahead. Key provisions in Calpine's bond documentation indicates that a change of control would only be triggered if there is an ownership change in relation to more than 50% of the voting stock and a credit rating downgrade by both S&P and Moodys. Fitch believes it is unlikely that Calpine's ratings will be downgraded because of pro-forma acquisition by a strong parent and the proposed acquisition expected to be funded by CEG in a credit supportive manner with no acquisition debt. Low Execution Risk: CEG's acquisition of Calpine requires approvals from several regulatory authorities including Department of Justice, Federal Energy Regulatory Commission, New York Public Service Commission and Public Utility Commission of Texas. CEG and Calpine's concentration of operations are in separate power markets. However, CEG intends to propose limited asset sales in PJM in order to proactively address potential market concentration concern, thereby reducing the execution risk. Rating Linkages with CCFC: The IDRs of Calpine and its subsidiary CCFC are the same due to parent- subsidiary rating linkage between the two companies. CCFC sells most of its power plant output under a long-term tolling arrangement with Calpine's wholly owned marketing subsidiary. CCFC is also a party to a master operation and maintenance agreement and a master administrative services agreement with another wholly owned Calpine subsidiary. Equalized SCP: Fitch determines Calpine's SCP based upon consolidated metrics. Fitch considers CCFC to have a stronger SCP than Calpine. As such, Fitch has followed the stronger subsidiary path. Legal ring fencing and access and control are evaluated as open, due to strong contractual, operational and management ties between Calpine and CCFC resulting in the consolidated 'B+' IDR at both CCFC and Calpine. Derivation Summary Calpine is currently unfavorably positioned compared with Vistra Corp. (BB/Stable) regarding size, asset composition and fuel diversity. Vistra is the largest independent power producer in the U.S., with approximately 37 gigawatts of generation capacity, compared with Calpine's 28 gigawatts. Vistra's generation capacity is well-diversified by fuel, compared with Calpine's natural gas-heavy portfolio. Vistra also benefits from its ownership of large and well-entrenched retail electricity businesses compared with Calpine, whose retail business is smaller. Fitch believes Calpine's biggest qualitative strength is its younger and predominantly natural gas-fired fleet, which bears less operational and environmental risk than coal-fired assets owned by Vistra and Talen (BB-/Negative). Calpine also has much larger asset scale than Talen. In addition, Calpine's fleet is more geographically diversified than Vistra's or Talen's, which are concentrated in Texas and PJM, respectively. However, Calpine's leverage is higher than Vistra's, which results in a lower rating. Calpine's 2024-2026 forecast leverage, measured as consolidated gross debt/EBITDA, is projected to be around 3.5x-4.5x. This is modestly higher than Vistra's and Talen's, which is projected to be around 3.5x and 4x, respectively. Key Assumptions - The acquisition of Calpine is completed by or around YE2025 as per the announced terms. - There are no legal ties or guarantees available to Calpine's bonds. --CEG has announced to undertake a proactive approach to resolving any potential market power concerns with the divestiture of assets, specifically in PJM. However, Fitch does not assume any asset divestitures at Calpine due to lack of details. On Calpine-only basis: - Wholesale power prices based on forward market curves through 2026; - Maintenance and growth capex of approximately $4 billion in 2024-2026; - Taxes assume net operating loss usage. Recovery Analysis The individual security ratings at Calpine are notched above the IDR because of the relative recovery prospects in a hypothetical default scenario. Fitch values the power generation assets that guarantee the parent debt using a net present value (NPV) analysis and its electricity retail business using a 4.0x EV/EBITDA multiple. A similar NPV analysis is used to value the generation assets that reside in non-guarantor subsidiaries, and the excess equity value is added to the parent recovery prospects. The generation asset NPVs vary significantly based on future gas price assumptions and other variables, such as the discount rate and heat rate forecasts in California, ERCOT and the Northeast. For the NPV of generation assets used in Fitch's recovery analysis, Fitch uses the plant valuation provided by its third-party power market consultant, Wood Mackenzie, as well as Fitch's own gas price deck and other assumptions. The NPV analysis for Calpine's generation portfolio yields approximately $1,770/kW for the geothermal assets and an average of $640/kW for the natural gas generation assets. The valuation for the natural gas assets has increased from Fitch's prior assumption of $550/kW to reflect greater reliance on natural gas plants for reliability purposes. The recovery analysis assumes Calpine would be considered a going-concern in bankruptcy. Fitch has assumed a 10% administrative claim. Fitch also assumes a full draw of all of Calpine's credit facilities in the recovery analysis. The recovery analysis resulted in a Recovery Rating of 'RR1', implying outstanding recovery (in a range of 91%-100%), for the first lien debt and a Recovery Rating of 'RR3', implying good (51%-70%) recovery for the senior unsecured debt of Calpine in the event of default. The recovery analysis also results in a 'RR1' recovery for CCFC's secured debt. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - The RWP on Calpine and CCFC's IDRs could be removed if the acquisition does not proceed. If the acquisition does not close, the Calpine and CCFC's IDRs could be downgraded if: - Sale of core assets with an aim to maximize shareholder returns without commensurate debt reduction; - Decreased power demand or higher-than-expected power supply, depressing wholesale power prices in its core regions; - Unfavorable changes in regulatory construct and rules in its markets; - An aggressive growth strategy that diverts a significant proportion of growth capex toward merchant assets or an inability to renew expiring long-term contracts; - Total adjusted debt/EBITDA and FFO leverage above 6.0x on a sustained basis; - Any incremental leverage and/or deterioration in NPV of the generation portfolio would lead to downward rating pressure on the unsecured debt. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - Fitch expects to resolve the RWP and raise the rating by one or more notches upon completion of the announced acquisition under proposed terms. If the acquisition does not close, Calpine and CCFC's IDRs could be upgraded if: - Consolidated gross debt /EBITDA below 4.0x on a sustainable basis, conservative capital-allocation policies, and strong commitment to maintain lower leverage. Liquidity and Debt Structure Fitch views Calpine's liquidity position as adequate. Calpine had approximately $2.35 billion of cash and cash equivalents, excluding restricted cash, at the corporate level as of Sept. 30, 2024, and $2.24 billion of availability under the corporate revolving facility. Calpine also can issue first-lien debt for collateral support. As of Dec. 31, 2023, a three standard deviation shift in collateral exposure based on commodity price changes would have resulted in lower collateral posted of approximately $692 million versus $1.3 billion as of Dec. 31, 2022. In January 2024, Calpine extended the term on its $2.5 billion corporate revolving facility from January 2027 to January 2029 for a total notional amount of $2.225 billion, with the remaining $275 million expiring in January 2027. At Sept. 30, 2024, Calpine had $256 million in letters of credit outstanding with no borrowings outstanding and $2.2 billion in remaining available capacity under its corporate revolving facility. On March 29, 2023, Calpine amended the CDHI Credit Agreement upsizing the available capacity to approximately $1.2 billion from $700 million and extending the maturity date to March 2028. The facility can be used for general corporate purposes with a limit of up to $400 million for construction loans that meet specified criteria. At Sept. 30, 2024, the CDHI Credit Agreement was composed of $497 million in letters of credit outstanding, $158 million in borrowings outstanding and $503 million in remaining available capacity. On July 21, 2022, Calpine entered into a one-year commodity-linked revolving credit facility with maturity on July 20, 2023. On July 18, 2024 Calpine has extended the facility to July 2025 and increased its aggregate borrowing base limit of $1.5 billion to $1.8 billion. The facility is solely to be utilized to meet collateral posting requirements for eligible commodity hedge agreement. At Sept. 30, 2024, the outstanding amount under the Commodity-linked revolving credit facility decreased to nil, from $100 million at Dec. 31, 2023. Calpine also has several unsecured letter of credit facilities with third-party financial institutions totaling approximately $325 million at Sept. 30, 2024. Calpine also has four secured bilateral letter of credit agreements for up to $500 million of capacity with varying tenors, one of which was extended from 2025 to 2027 in January 2024. On May 31, 2022, Geysers Power Company, LLC (GPC) amended the then existing seven-year $1.5 billion first lien senior secured term loan facility, upsizing the facility to $1.77 billion and extending the maturity to May 31, 2029. Additionally, the revolving letter of credit facility with an available capacity of $250 million was amended, extending the maturity date to May 31, 2029, and providing the ability to draw up to $50 million in loans for eligible battery projects, based on terms within the amended agreement. Proceeds from the amended GPC Term Loan were utilized for general corporate purposes, including but not limited to the repayment of other Calpine debt and future renewable project development. As of Dec. 31, 2023, Calpine was in compliance with all of the covenants in their debt agreements. Issuer Profile Calpine is an independent power producer in the U.S. with total generation capacity of 27,691 MW in operations. It owns and operates natural-gas-fired and geothermal power plants in North America and has a significant presence in major U.S. nonregulated power markets. MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS Fitch's latest quarterly Global Corporates Macro and Sector Forecasts data file which aggregates key data points used in its credit analysis. Fitch's macroeconomic forecasts, commodity price assumptions, default rate forecasts, sector key performance indicators and sector-level forecasts are among the data items included. ESG Considerations The highest level of ESG credit relevance is a score of '3', unless otherwise disclosed in this section. A score of '3' means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. Fitch's ESG Relevance Scores are not inputs in the rating process; they are an observation on the relevance and materiality of ESG factors in the rating decision. Entity/Debt Rating Recovery Prior ----------- ------ -------- ----- Calpine Corporation LT IDR B+ Rating Watch On B+ senior unsecured LT BB- Affirmed RR3 BB- senior secured LT BB+ Affirmed RR1 BB+ Calpine Construction Finance Company, L.P. LT IDR B+ Rating Watch On B+ senior secured LT BB+ Affirmed RR1 BB+ CANOO INC: Ceases Operations Amid Chapter 7 Bankruptcy Filing ------------------------------------------------------------- Canoo Inc., a high-tech advanced mobility and energy company, announced on Jan. 17, 2025, that it has filed a voluntary petition for relief under Chapter 7 of the U.S. Bankruptcy Code. The filing, made with the U.S. Bankruptcy Court for Delaware, will result in the federal appointment of a Bankruptcy Trustee to oversee the liquidation of the Company's assets and the distribution of proceeds to creditors. Despite being American-made, successfully delivering to such esteemed organizations as NASA, the Department of Defense, The United States Postal Service, the State of Oklahoma and having agreements with Walmart and others, Canoo has unfortunately been unable to secure financial support from the U.S. Department of Energy's Loan Program Office. Recently, the company's executives were in discussions with foreign sources of capital. In light of the fact that these efforts were unsuccessful, the Board has made the difficult decision to file for insolvency. Tony Aquila, one of the company's largest investors and Chairman and CEO said, "We would like to thank the company's employees for their dedication and hard work. We know that you believed in our company as we did. We are truly disappointed that things turned out as they did. We would also like to thank NASA, the Department of Defense, The United States Postal Service ("USPS"), the State of Oklahoma and Walmart for their belief in our products and our company. This means a lot to everyone in the company." As a result of this filing, Canoo regrets to inform all stakeholders that it will cease operations effective immediately. A court appointed trustee will manage the liquidation of the company's assets and our team will collaborate closely with the Delaware Bankruptcy Trustee to assist with the process. About Canoo Inc. Torrance, California-based Canoo Inc. -- http://www.canoo.com/-- is a high tech advanced mobility technology company with a proprietary modular electric vehicle platform and connected services initially focused on commercial fleet, government and military customers. The Company has developed a breakthrough EV platform that it believes will enable it to rapidly innovate, iterate and bring new products, addressing multiple use cases, to market faster than its competition and at lower cost. Austin, Texas-based Deloitte & Touche LLP, the Company's auditor since 2021, issued a "going concern" qualification in its report dated April 1, 2024, citing that the Company has suffered recurring losses from operations, has a working capital deficit, has generated recurring negative cash flows from operating activities, and expects to continue to incur net losses, a working capital deficit and negative cash flows from operating activities in accordance with its ongoing activities. These matters raise substantial doubt about the Company's ability to continue as a going concern. CANPACK GROUP: Fitch Alters Outlook on BB- LongTerm IDR to Positive ------------------------------------------------------------------- Fitch Ratings has revised CANPACK Group, Inc's Outlook Positive from Stable, while affirming its Long-Term Issuer Default Ratings (IDR) at 'BB-'. The senior unsecured rating is affirmed at 'BB- 'with a Recovery Rating of 'RR4'. The Outlook revision reflects Fitch's expectation of an improvement in CANPACK's Fitch-defined EBITDA gross leverage to below 4.0x across 2024-2027. This will primarily result from robust nominal EBITDA, fueled by increased volumes following the completion of CANPACK's greenfield capex in the US in 2024, and expected reduction in gross debt in 2025. While higher aluminum costs will affect EBITDA in 2025, Fitch expects CANPACK to be able to fund further expansionary capex from its cash flows. Fitch may upgrade the rating if CANPACK demonstrates improved operational efficiency and boosts free cash flow (FCF) generation. The rating is supported by a strong business profile, benefiting from a good market position, geographical diversification, and strong customer relationships. However, weakening profitability remains a constraint. Key Rating Drivers Declining Gross Leverage: Fitch estimates EBITDA gross leverage to have fallen to 3.5x at end-2024, driven by robust EBITDA growth, due to higher volumes. Fitch projects an increase in EBITDA gross leverage to 3.9x at end-2025, reflecting an expected decline in EBITDA margin due to higher raw material costs. However, management's plan to reduce gross debt, utilising existing liquidity, means that Fitch expects EBITDA gross leverage to remain strong for the rating. Lower EBITDA Margin: Fitch projects CANPACK's EBITDA margin to decline to 9.7% in 2025, following an increase to 13.6% in 2024. This is due to anticipated increase in aluminum costs for CANPACK, where they constitute 50%-55% of total cost of sales, driven by China's termination of tax incentives on aluminum exports. Although CANPACK's aluminum purchases from China have already reduced to 15%, with further plans for reduction to 5% from 2025 onwards, Fitch expects higher input costs for CANPACK, also related to increased aluminum conversion needs. CANPACK can pass through 85% of aluminum price changes (aluminum price quoted on London Metal Exchange plus a premium) and hedges the balance of 15%, but its overall raw material costs include conversion, transportation and duties. FCF to Drive Rating Trajectory: Fitch estimates a negative FCF margin for 2024, driven by large working capital outflow on increased receivables caused by reduced factoring usage and rising aluminum prices. Fitch anticipates the FCF margin to remain negative in 2025 and 2026 before returning to neutral, reflecting additional expansionary capex and its assumption for dividends Fitch expects to be funded without additional debt. Greater visibility on FCF turning positive and execution of its investments with enhanced operational efficiency would support an upgrade. Focused Expansion Strategy: CANPACK's growth has predominantly been driven by new greenfield investments in 16 countries over the past 18 years, expanding alongside existing customers, primarily beverage producers, with a substantial portion of volumes for new facilities being pre-contracted. This has reduced execution risk for new plant construction. Fitch expects a similar risk-mitigating, demand-driven approach with its upcoming significant capex in Europe and Asia. Solid Business Profile: CANPACK exhibits a strong business profile with a diversified operational footprint and resilient market positioning. Its focus on core markets, long-term customer relationships, and ability to maintain competitive advantage provide revenue visibility with growth opportunities and mitigate operational risks. Rating Perimeter: Its rating case is now based on the consolidated accounts of CANPACK, the 100% parent of CANPACK S.A. and CANPACK US LLC. All three entities are co-issuers of debt, sharing joint and several liability for all senior unsecured bonds, which constitute the majority of the consolidated group's debt. Derivation Summary CANPACK ranks second in Europe and fourth globally behind global beverage can leaders such as Ball Corporation, Crown Holdings Inc, and third-largest Ardagh Group S.A. (CCC). However, these companies are 3x-5x larger than CANPACK, while Ardagh Metal Packaging S.A. (B-/Negative) is of a similar size. CANPACK is larger than Titan Holdings II B.V. (B+/RWP), Europe's largest metal food can producer, and is also more geographically diversified, after the recent US expansion. However, Titan has significantly better EBITDA margins of around 17% than CANPACK. CANPACK's EBITDA and FCF margin volatility is typically higher than those of other packaging companies, due to its strong investment growth and exposure to volatile aluminum prices. The company lacks the scale of peers, like Berry Global Group, Inc. (BB+/RWP), Ball and Crown, and has lower margins. CANPACK's gross leverage profile is in line with Berry Global's at an estimated 4.0x at end-2024 and a forecast 3.6x at end-2025. However, it is better than that of lower-rated Titan at an estimated 5.8x at end-2024, Fiber Bidco S.p.A. (B+/Stable) at an estimated 6.9x at end-2024 and a forecast 6.1x at end-2025, and Ardagh Metal Packaging at an estimated 7.8x at end-2024 and a forecast 6.7x at end-2025. Key Assumptions - Revenue growth of 8.2% in 2024, 2.8% in 2025, and 4%-5.5% in 2026 and 2027 - EBITDA margin (excluding start-up costs) at 13.6% in 2024, before declining and stabilising around 10% in 2025-2027 - Capex at 3.7% of revenue in 2024 and 8%-9% in 2025-2026 - No dividends in 2024 and dividends of USD25 million a year from 2025 onwards - Full redemption of its USD400 million notes in 2025 Recovery Analysis Given CANPACK's 'BB-' IDR, Fitch has used a generic approach to evaluate the Recovery Rating of the senior unsecured debt. According to its Corporates Recovery Ratings and Instrument Ratings Criteria, unsecured instruments would be capped at 'RR4', resulting in a senior unsecured debt rating of 'BB-'. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - Delays to, and cost-overruns of, investments leading to weaker operating performance - FCF margins failing to turn positive on a sustained basis - EBITDA gross leverage above 4.5x on a sustained basis Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - EBITDA gross leverage below 4.0x on a sustained basis - FCF margins above 1% on a sustained basis - Successful integration and ramp-up of new capex leading to improved operational efficiencies Liquidity and Debt Structure CANPACK had readily available cash of around USD582 million at end-September 2024 (after Fitch's adjustment for working-capital seasonality). It also has access to a USD400 million asset-based lending (ABL) facility, of which USD100 million is drawn, maturing in March 2028, and an additional EUR100 million undrawn ABL maturing in June 2028. Further, non-recourse factoring arrangements initiated by CANPACK's customers support liquidity management. This is sufficient to cover the projected negative FCF and debt repayment in 2025. CANPACK's debt structure includes EUR600 million and USD400 million senior unsecured notes maturing in 2027 and 2025, respectively, alongside USD800 million unsecured notes maturing in 2029. Issuer Profile CANPACK is a global manufacturer of aluminum cans, glass containers and metal closures for the beverage industry and of steel cans for the food and chemical industries. MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS Fitch's latest quarterly Global Corporates Macro and Sector Forecasts data file which aggregates key data points used in its credit analysis. Fitch's macroeconomic forecasts, commodity price assumptions, default rate forecasts, sector key performance indicators and sector-level forecasts are among the data items included. ESG Considerations The highest level of ESG credit relevance is a score of '3', unless otherwise disclosed in this section. A score of '3' means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. Fitch's ESG Relevance Scores are not inputs in the rating process; they are an observation on the relevance and materiality of ESG factors in the rating decision. Entity/Debt Rating Recovery Prior ----------- ------ -------- ----- CANPACK Group, Inc. LT IDR BB- Affirmed BB- senior unsecured LT BB- Affirmed RR4 BB- CATHETER PRECISION: Files Registration Statement for $20MM Offering ------------------------------------------------------------------- Catheter Precision, Inc., filed a registration statement with the U.S. Securities and Exchange Commission for the offering and selling, in one or more series or issuances, of the securities up to an aggregate amount of $20,000,000. The Company is represented by B. Joseph Alley, Jr., Esq. -- joe.alley@agg.com -- at Arnall Golden Gregory LLP, in Atlanta, Georgia. A full-text copy of the Registration Statement is available at https://urlcurt.com/u?l=kGzhra About Catheter Precision Inc. Headquartered in the U.S., Catheter Precision, Inc. is a medical device company focused on improving the treatment of cardiac arrhythmias. The Company, which was reincorporated as Ra Medical Systems, Inc. in Delaware in 2018 and changed its name to Catheter Precision, Inc. on August 17, 2023, develops technology for electrophysiology procedures through collaborations with physicians and continuous product advancements. East Brunswick, New Jersey-based WithumSmith+Brown, PC., the Company's auditor since 2023, issued a "going concern" qualification in its report dated March 29, 2024, citing recurring operating losses and anticipated future losses that raise substantial doubt about the Company's ability to continue as a going concern. For the year ended December 31, 2023, Catheter Precision reported a net loss of $70.6 million, compared to a net loss of $26.9 million for 2022. As of September 30, 2024, Catheter Precision had $26.7 million in total assets, $13.9 million in total liabilities, and $12.8 million in total stockholders' equity. CEL-SCI CORP: Posts $26.9MM Net Loss for FY Ended Sept. 2024 ------------------------------------------------------------ CEL-SCI Corporation filed a Form 10-K with the U.S. Securities and Exchange Commission disclosing $26,920,465 in net loss for the year ended September 30, 2024, compared to $32,194,303 in net loss for the year ended September 30, 2023. The Company also disclosed $26,991,766 in total assets, $14,124,683 in total liabilities, and $12,867,083 in total stockholders' equity at September 30, 2024. CEL-SCI has identified conditions and events that raise substantial doubt about its ability to continue as a going concern for more than twelve months from the date of these financial statements. Primarily as a result of CEL-SCI's losses incurred to date, CEL-SCI's expected continued future losses, and the uncertainties associated with obtaining regulatory approval and ultimately commercializing its products, management has identified conditions and events that raise substantial doubt about CEL-SCI's ability to continue as a going concern. CEL-SCI's ability to continue as a going concern is contingent upon, among other factors, the sale of its securities or obtaining alternate financing. CEL-SCI will require substantial additional capital to remain in operation. A failure to obtain this necessary capital when needed could force CEL-SCI to delay, limit, reduce or terminate the product candidates' development or commercialization efforts. As of September 30, 2024, CEL-SCI had cash and cash equivalents of approximately $4.7 million. CEL-SCI believes that it will continue to expend substantial resources for the foreseeable future developing Multikine, LEAPS and any other product candidates or technologies that it may develop or acquire. These expenditures will include costs associated with research and development, obtaining regulatory approvals and having the products manufactured, as well as marketing and selling products approved for sale, if any. In addition, other unanticipated costs may arise. CEL-SCI cannot reasonably estimate the actual amounts necessary to successfully complete the development and commercialization of the product candidates. CEL-SCI's future capital requirements depend on many factors, including: * the cost of completing a confirmatory registration study of Multikine for the treatment of certain head and neck cancers; * the results of the applications to and meetings with the FDA, the EMA and other regulatory authorities and the consequential effect on operating costs; * the cost, timing and outcome of the efforts to obtain marketing approval for Multikine in the United States, Europe and in other jurisdictions, including the preparation and filing of regulatory submissions for Multikine with the FDA, the EMA and other regulatory authorities; * the scope, progress, results and costs of additional preclinical, clinical, or other studies for additional indications for Multikine, LEAPS and other product candidates and technologies that CEL-SCI may develop or acquire; * the timing of, and the costs involved in, obtaining regulatory approvals for LEAPS if clinical studies are successful; * the cost and timing of future commercialization activities for the products, if any of the product candidates are approved for marketing, including product manufacturing, marketing, sales and distribution costs; * the revenue, if any, received from commercial sales of the product candidates for which CEL-SCI receives marketing approval; * the cost of having the product candidates manufactured for clinical trials and in preparation for commercialization; * the ability to establish and maintain strategic collaborations, licensing or other arrangements and the financial terms of such agreements; * the costs involved in preparing, filing and prosecuting patent applications and maintaining, defending and enforcing its intellectual property rights, including litigation costs, and the outcome of such litigation; and * the extent to which CEL-SCI acquires or in-licenses other products or technologies. CEL-SCI will need to raise additional funds in order to continue its operations and additional funds may not be available when CEL-SCI needs them on terms that are acceptable to CEL-SCI, or at all. If adequate funds are not available to CEL-SCI on a timely basis, CEL-SCI may be required to delay, limit, reduce or terminate preclinical studies, clinical trials or other development activities for Multikine, LEAPS, or any other product candidates or technologies that CEL-SCI develops or acquires, or delay, limit, reduce or terminate its sales and marketing activities that may be necessary to commercialize its product candidates. Due to recurring losses from operations and future liquidity needs, there is substantial doubt about CEL-SCI's ability to continue as a going concern without additional capital becoming available. The substantial doubt about CEL-SCI's ability to continue as a going concern could have an adverse impact on CEL-SCI's ability to execute its business plan, result in the reluctance on the part of certain suppliers to do business with CEL-SCI, or adversely affect CEL-SCI's ability to raise additional debt or equity capital. The costs of the product candidates' development and clinical trials are difficult to estimate and will be very high for many years, preventing CEL-SCI from making a profit for the foreseeable future, if ever. Clinical and other studies necessary to obtain approval of a new drug or biologic can be time consuming and costly, especially in the United States, but also in foreign countries. The estimates of the costs associated with future clinical trials and research may be substantially higher than what CEL-SCI actually experiences. It is impossible to predict what CEL-SCI will face in the development of a product candidate such as Multikine. The purpose of clinical trials is to provide both CEL-SCI and regulatory authorities with safety and efficacy data in humans. The difficult and often complex steps necessary to obtain regulatory approval, especially that of the FDA and the EMA, involve significant costs and may require several years to complete. CEL-SCI expects that it will need substantial additional financing over an extended period of time in order to fund the costs of future clinical trials, related research, and general and administrative expenses. A full-text copy of the Form 10-K is available at https://urlcurt.com/u?l=9tRLPF About CEL-SCI CEL-SCI Corporation is a clinical-stage biotechnology company dedicated to research and development directed at improving the treatment of cancer and other diseases by using the immune system, the body's natural defense system. CEL-SCI is currently focused on the development of the following product candidates and technologies: 1) Multikine, an investigational immunotherapy under development for the potential treatment of certain head and neck cancers; and 2) L.E.A.P.S. (Ligand Epitope Antigen Presentation System) technology, or LEAPS, with several product candidates under development for the potential treatment of rheumatoid arthritis. Potomac, Maryland-based BDO USA, P.C., the Company's auditor since 2005, issued a "going concern" qualification in its report dated Dec. 31, 2023, citing that the Company has suffered recurring losses from operations and has future liquidity needs that raise substantial doubt about its ability to continue as a going concern. "Due to recurring losses from operations and future liquidity needs, there is substantial doubt about the Company's ability to continue as a going concern. The financial statements do not include any adjustments that might result from the outcome of this uncertainty," CEL-SCI stated in its Quarterly Report on Form 10-Q for the period ended June 30, 2024. CEMTREX INC: Files Amendment No. 1 to Registration Statement ------------------------------------------------------------ Cemtrex, Inc., filed with the U.S. Securities and Exchange Commission Amendment No. 1 to the Registration Statement relating to the sale of the Company's securities. The initial offering price will not exceed $50,000,000 but may be further limited in any 12-month period by the amount the Company is eligible to sell under General Instruction I.B.6 of Form S-3, pertaining to primary offerings by certain registrants, which includes the Company. As of January 8, 2025, the aggregate market value of its outstanding voting and nonvoting common equity held by non-affiliates was $5,656,906, based on 1,784,513 shares outstanding held by non-affiliates, and a price per share of $3.17 based on the closing sale price of its common stock on that date. Pursuant to General Instruction I.B.6 of Form S-3, in no event will the Company sell the securities covered hereby in a public primary offering with a value exceeding more than one-third of our public float in any 12-month period so long as its public float remains below $75.0 million. During the 12 calendar months prior to and including the date of this prospectus, the Company has not offered or sold any securities under this Registration Statement pursuant to General Instruction I.B.6 of Form S-3. The Company's common stock is listed on the Nasdaq Capital Market under the symbol “CETX.” On January 8, 2025, the last reported sale price for the common stock on the Nasdaq Capital Market was $3.17 per share. The Series 1 Preferred Stock is quoted on the OTC Markets under the symbol “CETXP.” On January 8, 2025, the last reported sales price for the Series 1 Preferred Stock was $0.128 per share. About Cemtrex Cemtrex, Inc. was incorporated in 1998 in the state of Delaware and has evolved through strategic acquisitions and internal growth into a multi-industry company. During the first quarter of fiscal year 2023, the Company reorganized its reporting segments to be in line with its current structure consisting of (i) Security, (ii) Industrial Services, and (iii) Cemtrex Corporate. Jericho, New York-based Grassi & Co, CPAs, P.C., the Company's auditor since 2021, issued a "going concern" qualification in its report dated Dec. 30, 2024, citing that the Company has sustained net losses and has significant short-term debt obligations, which raise substantial doubt about its ability to continue as a going concern. As of Sept. 30, 2024, Cemtrex had $44,115,458 in total assets, $39,154,616 in total liabilities, $250,165 in non-controlling interest and $4,710,677 in total Cemtrex stockholders' equity. CLEAN ENERGY: Receives Non-Compliance Notice From Nasdaq -------------------------------------------------------- Clean Energy Technologies, Inc., disclosed in a Form 8-K filed with the Securities and Exchange Commission that on Jan. 8, 2025, the Company received a letter from the staff of the Listing Qualifications Department of The Nasdaq Stock Market notifying the Company that it no longer complies with Nasdaq Listing Rules 5620(a) and 5810(c)(2)(G) for continued listing of shares of the Company's common stock, par value $0.001 per share, due to the Company's failure to hold an annual meeting within 12 months of the end of the Company's fiscal year ended Dec. 31, 2023. As a result, as of Jan. 8, 2025, the Company has 45 calendar days, or until Feb. 24, 2025, to submit a plan to Nasdaq to regain compliance. If Nasdaq accepts the Company's plan, Nasdaq can grant an exception of up to 180 calendar days from the fiscal year ended Dec. 31, 2024, or until June 30, 2025, to allow the Company to regain compliance. The Company intends to submit its plan of compliance with respect to the foregoing requirement setting forth, among other things, a proxy statement preparation and proxy solicitation timeline leading to the Company's annual meeting of its shareholders. While the Company intends to submit its compliance plan to address the foregoing deficiency, the Company cannot provide any assurance that it will be able to present a plan of compliance that will be accepted by the Staff. In the event the Company's plan is not accepted, the Company's securities may be subject to delisting and the Company will have the opportunity to appeal the Staff's delisting determination to a hearings panel in accordance with the Nasdaq Listing Rule 5615(a). The Company expects to organize an annual meeting in the coming weeks to regain compliance with the applicable Nasdaq Listing Rules. About Clean Energy Headquartered in Costa Mesa, California, Clean Energy Technologies, Inc. -- http://www.cetyinc.com-- develops renewable energy products and solutions and establishes partnerships in renewable energy that make environmental and economic sense. The Company's mission is to be a segment leader in the Zero Emission Revolution by offering eco-friendly energy solutions, clean energy fuels, and alternative electric power for small and mid-sized projects in North America, Europe, and Asia. The Company targets sustainable energy solutions that are profitable for it, profitable for its customers, and represent the future of global energy production. Diamond Bar, California-based TAAD, LLP, the Company's auditor since 2023, issued a "going concern" qualification in its report dated April 16, 2024, citing that the Company has an accumulated deficit, a working capital deficit, and negative cash flows from operations. These factors, among others, raise substantial doubt about the Company's ability to continue as a going concern. COLORADO BANKERS: Deadline to File Claims Nov. 26, 2026 ------------------------------------------------------- Superior Court of Wake County, North Carolina, ordered Colorado Bankers Life Insurance ("CBL") into liquidation with an effective date of Nov. 30, 2024, and appointed the North Carolina Insurance Commissioner as liquidator of CBL. No action at law or equity may be brought against the liquidator, CBL, or CBL's property or assets, whether in North Carolina or elsewhere, nor will any existing actions be maintained or further presented, pursuant to N.C.G.S. 58-30-130(a) and the order of liquidation. You may obtain information about the liquidation proceeding and how to file a proof of claim at the North Carolina Department of Insurance website: https://www.ncdoi.gov/receiverships. Additional information about status of the liquidation will be posted on the BLIC website on an ongoing basis. Additional information about the status of the liquidation will be posted on the CBL website on an ongoing basis. If you believe you have a claim to pursue against CBL, other than a class 2 claim for policy benefits under a policy of insurance, you must file a completed proof of claim form with the liquidator by Nov. 26, 2026. If you don't have access to the internet and would like a proof of claim form mailed to you, you may contact one from the Special Deputy Liquidator at: Colorado Bankers Life Insurance in Liquidation Attn: Claim Form Request 207 W. Millbrook Road, Ste. 210 #323 Raleigh, NC 27609 CONNEXA SPORTS: Files Registration Statement for $300MM Offering ---------------------------------------------------------------- Connexa Sports Technologies Inc. filed a registration statement with the U.S. Securities and Exchange Commission relating to the offering and selling up to $300 million in the aggregate of securities. The Company is represented by in connection with the offering by: Joseph M. Lucosky, Esq. Steven A. Lipstein, Esq. Lucosky Brookman LLP 101 Wood Avenue South, 5th Floor Woodbridge, New Jersey 08830 Tel: (732) 395-4400 Email: jlucosky@lucbro.com slipstein@lucbro.com A.G.P./Alliance Global Partners, as Sales Agent, is being represented in connection with the offering by Thompson Hine LLP, New York, New York. A full-text copy of the Registration Statement is available at https://urlcurt.com/u?l=od951s About Connexa Sports Headquartered in Windsor Mill, Maryland, Connexa Sports Technologies Inc. -- www.connexasports.com -- is a connected sports company delivering products, technologies, and services across a range of activities in sports. Connexa's mission is to reinvent sports through technological innovation driven by an unwavering focus on today's sports consumer. Lagos, Nigeria-based Olayinka Oyebola & Co., the Company's former auditor 2023, issued a "going concern" qualification in its report dated July 24, 2024, citing that the Company suffered an accumulated deficit of $(167,387,028), net loss of $(15,636,418), and decline in net sales. These matters raise substantial doubt about the Company's ability to continue as a going concern. As of July 31, 2024, Connexa Sports had $23.2 million in total assets, $13.7 million in total liabilities, and $9.4 million in total stockholders' equity. CONSERVICE MIDCO: S&P Assigns 'B-' Rating on First-Lien Term Loan ----------------------------------------------------------------- S&P Global Ratings assigned its 'B-' issue-level rating and '3' recovery rating to Conservice Midco LLC's proposed upsized, repriced, and extended $870 million first-lien term loan due 2030. The '3' recovery rating indicates its expectation for meaningful (50%-70%; rounded estimate: 55%) recovery for lenders in the event of a payment default. As part of the transaction, the company also intends to upsize its existing first-lien revolving credit facility by $15 million and extend the facility's maturity to 2030, which will not affect our 'B-' issue-level rating. S&P's 'B-' issuer credit rating and stable outlook on Conservice Parent LLC are unchanged. S&P said, "Despite the modest reduction in recovery prospects due to the additional first-lien claims, we believe the transaction will be modestly credit positive for the company. The proposed transaction will be leverage neutral because Conservice will use the proceeds from this issuance to pay off the remaining $50 million balance on its second-lien term loan. The combination of about $5 million in expected annual cash interest savings, the extension of the facilities maturities to 2030, and the $15 million of additional liquidity provided by the upsizing of the revolver will be favorable for the company's credit profile. We expect Conservice will remain focused on integrating Onboard this year, leading to S&P Global Ratings-adjusted margins in the 30%-range and S&P Global Ratings-adjusted leverage declining toward the low-6x area in 2025. Despite our expectation the company's leverage will be below 7x, we believe the company will prioritize increasing its revenue through organic and inorganic investments, which could raise its leverage." ISSUE RATINGS--RECOVERY ANALYSIS Key analytical factors -- The company's debt capitalization will comprise a $65 million first-lien revolver and a $870 million first-lien term loan, both due in 2030. -- The '3' recovery rating indicates its expectation for meaningful (50%-70%; rounded estimate: 55%) recovery in the event of a payment default. Conservice Midco LLC is the borrower under the first-lien facilities. The facilities also benefit from guarantees from the borrower's material subsidiaries. S&P's recovery analysis assumes that first-lien collateral represents substantially all of the company's emergence enterprise value. S&P said, "Our simulated default scenario contemplates a confluence of risk factors such as financial strain from high debt leverage; a contract loss due to increased competition; the reversal of advantageous utility regulation trends; increased price-based competition; or a mistimed, high-priced, debt-funded acquisition. "We value the company on a going-concern basis using a 6.5x multiple of our projected emergence EBITDA. We believe Conservice would likely reorganize in a default scenario because of its established relationships with key utilities and real estate owners and operators." Simulated default assumptions -- Simulated year of default: 2027 -- EBITDA at emergence: $87 million -- EBITDA multiple: 6.5x -- Gross enterprise value: $568 million Simplified waterfall -- Net enterprise value (after 5% administrative costs): $540 million -- Valuation split (obligors/nonobligors): 100%/0% -- Value available to first-lien debt*: $540 million -- Estimated first-lien debt claims: $933 million --Recovery expectations: 50%-70% (rounded estimate: 55%) *All debt amounts include six months of prepetition interest. Collateral value equals an asset pledge from obligors after priority claims plus an equaity pledge from nonobligors after nonobligor debt. CONTAINER STORE: Taps A&G Realty Partners as Consultant and Advisor ------------------------------------------------------------------- The Container Store Group, Inc. and affiliates seek approval from the U.S. Bankruptcy Court for the Southern District of Texas to hire A&G Realty Partners, LLC as real estate consultant and advisor. The firm will provide these services: a. review the Debtors' portfolio of Leases (the Lease Portfolio), consult with the Debtors regarding their goals, objectives and financial parameters in relation to the Lease Portfolio and assist the Debtors with their overall strategy with respect to the Lease Portfolio; b. assist the Debtors in developing store segmentation buckets in view of, and that correspond to, the Debtors' goals and objectives for the Lease Portfolio and determine Lease modification requests; c. negotiate with the landlords of the Leases (collectively, the "Landlords" and, individually, a "Landlord") on behalf of the Debtors to obtain Lease Modifications acceptable to the Debtors; d. negotiate with Landlords on behalf of the Debtors to obtain Early Termination Rights acceptable to the Debtors; e. if requested by the Debtors, market the Leases in a manner and form as determined by A&G and approved by the Debtors, and negotiate with the Landlords and other third parties on behalf of the Debtors to assist the Debtors in obtaining Lease Sales acceptable to the Debtors; f. if requested by the Debtors, negotiate with Landlords on behalf of the Debtors to assist the Debtors in obtaining Landlord Consents acceptable to the Debtors in their sole discretion; and g. report periodically to the Debtors. The firm's rates are: a. Monetary Lease Modifications. For each Monetary Lease Modification obtained by A&G on behalf of the Debtors and agreed to by the Debtors in their sole and absolute discretion, A&G shall earn and be paid a fee in the amount of 3 percent of the Occupancy Cost Savings, per Lease. b. Non-Monetary Lease Modifications. For each Non-Monetary Lease Modification obtained by A&G on behalf of the Debtors and agreed to by the Debtors in their sole and absolute discretion, A&G shall earn and be paid a fee of $750. c. Early Termination Rights. For each Early Termination Right obtained by A&G on behalf of the Debtors and agreed to by the Debtors in their sole and absolute discretion, A&G shall earn and be paid a fee of one-half (½) of one (1) month's base rent, per Lease; provided that A&G shall only be entitled to such fee in the event that the amount paid by the Debtors in connection with the Early Termination Right(s) is less than the rejection damages claim the Landlord would be entitled to under the Bankruptcy Code in the event the Debtors rejected the Lease in the Chapter 11 Cases. d. Lease Sales. For each Lease Sale obtained by A&G on behalf of the Debtors and agreed to by the Debtors in their sole and absolute discretion, A&G shall earn and be paid a fee in the amount of the greater of 5 percent of the Gross Proceeds and $1,500. No fee shall be payable, however, unless and until a closing of a Lease Sale is effectuated. e. Landlord Consents. If requested by the Debtors, for each consent obtained by A&G to extend the Debtors' time to assume or reject a Lease (the "Landlord Consent") as a part of any applicable Chapter 11 case and agreed to by the Debtors in their sole and absolute discretion, A&G shall earn and be paid a fee in the amount of five hundred dollars ($500), per Lease. Andy Graiser, Esq., a partner at A&G Realty Partners, LLC, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Andy Graiser, Esq. A&G Realty Partners, LLC 445 Broadhollow Rd Melville, NY 11747 Tel: (631) 420-0044 About The Container Store Group The Container Store Group, Inc. is retailer with a solution-oriented business and provides customers with custom spaces, organizing solutions, and in-home services. The Company conducts business in physical stores (with product offerings tailored based on store location and size) and online. Products are sourced both domestically and internationally and shipped to stores or customers from domestic distribution centers using contract carriers. The Debtors sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 24-90627) on Dec. 22, 2024, with $969,204,000 in total assets as of Sept. 28, 2024 and $836,372,000 in total debts as of Sept. 28, 2024. Chad Coben, chief restructuring officer, signed the petitions. Judge Alfredo R. Perez presides over the case. The Debtors tapped HUNTON ANDREWS KURTH LLP and LATHAM & WATKINS LLP as legal counsel; HOULIHAN LOKEY CAPITAL, INC. as investment banker; and Verita Global (previously Kutzman Carson Consultants LLC) as claims, noticing & solicitation agent. CONTAINER STORE: Taps Chad E. Coben of FTI Consulting as CRO ------------------------------------------------------------ The Container Store Group, Inc. and affiliates seek approval from the U.S. Bankruptcy Court for the Southern District of Texas to hire FTI Consulting, Inc. as financial advisor and designate Chad E. Coben as chief restructuring officer. In addition to the ordinary course duties of the CRO, FTI Professionals may provide these services: 1. Restructuring Advisory Services -- Coordinate the activities of the Debtors' advisory team and advise the Debtors and Restructuring Committee on the restructuring; -- Assist the Debtors in preparing for and operating as a debtor in possession in a case under chapter 11 of title 11 of the United States Bankruptcy Code; -- Manage the day-to-day activities of the restructuring; -- Support the Debtors, counsel and other professionals in restructuring negotiations and communications with the Debtors' Lenders and other stakeholders; -- Assist the Debtors and counsel in the preparation of any required financial disclosures and reporting requirements including, but not limited to, the preparation of schedules of assets and liabilities, statement of financial affairs, monthly operating reports or any other similar period reports, and any necessary or required financial disclosures in connection with any debtor in possession financing, disclosure statement and/or chapter 11 plan; -- Assist with claims reconciliation and objections; -- If needed, provide testimony supporting the Debtors' first day motions, petitions, plan of reorganization, and other as the circumstances warrant; -- Assist the Debtors with and participate in its initial debtor interview and the meeting of creditors, as needed; and -- Other chapter 11 related services as may be reasonably requested by the Debtors and counsel, and are customary in this type of engagement. 2. Financial Forecasting, Analysis and Related Support -- Work with Debtors' management in maintaining and refining and maintaining a 13-week cash flow forecast and prepare cash flow budget to actual variance analysis as needed, including; -- Continually review the Debtors' revolving credit facility including the borrowing base calculations, financial covenant calculations and compliance certificates; -- Work with management in the alignment of the cash flow forecast with current budget and longer-term business plan; -- Support management in maintaining a recurring reporting cadence update to the cash forecast and improve the cash flow forecast and liquidity planning process, as applicable; -- Maintain the Debtors' Debtor-In-Possession (“DIP”) forecast and support the Debtors in presenting the forecast and handling inquiries related to the forecast with internal and external stakeholders; and -- Assist the Debtors in managing, tracking, and reporting DIP forecast post chapter 11 filing. -- Work with management in the development of the Debtors' multi-year business plan including the most recent operating performance, the current operating budget and the long-term forecast; -- Assist the Debtors in the preparation of the financial projections in support of the plan of reorganization; -- Assist the Debtors in the preparation of a liquidation analysis in support of the plan of reorganization; -- Review historical financial results, including trends in key operating metrics, revenue, gross profit, operating expenses, EBITDA and capital spending; -- Review trends in revenue and profitability by region, location ("four-wall"), vendor, product, and customer. -- Review the forward financial covenant calculations and expected compliance therewith; -- Support in-flight and/or planned cost and strategic initiatives (expected benefit, timing, and cost to achieve) and ensure alignment with financial model; -- Work with management in developing appropriate sensitivity analyses around the business plan and cash flow projections based on risk factors identified in diligence process; -- Develop and review presentation materials, financial analyses, management reports; operating reports and other information; and -- Support management, and the other advisors with analyses and information as may be required. 3. Communications Support -- Develop comprehensive communications strategy and materials across all major stakeholder audiences (including timeline of activities and responsibilities, messaging, Q&A, letters, talking points, etc.); -- Build media relations plan and conduct outreach proactively and reactively on behalf of or in concert with the Debtors; -- Lead training sessions for stakeholder-facing employees in the days leading up to a filing in order to equip them for messaging and communications rollout; -- Build and maintain digital assets, including dedicated restructuring microsite, social media posts, and infographics; -- If an in-court process is required, liaise with claims agent to ensure escalation protocols are clear, call center is equipped, and materials are aligned. 4. Other -- Perform other services that may be reasonably requested and are customary in this type of engagement. FTS's current hourly rates are: Senior Managing Directors $1,185 to $1,525 Directors / Senior Directors / Managing Directors $890 to $1,155 Consultants/Senior Consultants $485 to $820 Administrative / Paraprofessionals $190 to $385 In addition, FTI will seek reimbursement for expenses. FTI is not owed any amounts with respect to its pre-bankruptcy fees and expenses. Chad Coben, a senior managing director at FTI Consulting, disclosed in court filings that the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Chad E. Coben FTI Consulting, Inc. 2001 Ross Avenue, Suite 650 Dallas, TX 75201 Telephone: (214) 397-1600 Facsimile: (214) 397-1790 Email: chad.coben@fticonsulting.com About The Container Store Group The Container Store Group, Inc. is retailer with a solution-oriented business and provides customers with custom spaces, organizing solutions, and in-home services. The Company conducts business in physical stores (with product offerings tailored based on store location and size) and online. Products are sourced both domestically and internationally and shipped to stores or customers from domestic distribution centers using contract carriers. The Debtors sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 24-90627) on Dec. 22, 2024, with $969,204,000 in total assets as of Sept. 28, 2024 and $836,372,000 in total debts as of Sept. 28, 2024. Chad Coben, chief restructuring officer, signed the petitions. Judge Alfredo R. Perez presides over the case. The Debtors tapped HUNTON ANDREWS KURTH LLP and LATHAM & WATKINS LLP as legal counsel; HOULIHAN LOKEY CAPITAL, INC. as investment banker; and Verita Global (previously Kutzman Carson Consultants LLC) as claims, noticing & solicitation agent. CONTAINER STORE: Taps Houlihan Lokey Capital as Investment Banker ----------------------------------------------------------------- The Container Store Group, Inc. and affiliates seek approval from the U.S. Bankruptcy Court for the Southern District of Texas to hire Houlihan Lokey Capital, Inc. as their financial advisor and investment banker. The firm will render these services: (a) conduct diligence and provide an initial assessment of potential financing and liability management structures; (b) evaluate financing and capital raising alternatives available to the Debtors; (c) review and analyze the Debtors' business, operations and financial projections; (d) assist the Debtors in the development and distribution of selected information, documents and other materials, including, if appropriate, advising the Debtors in the preparation of an offering memorandum; (e) assist the Debtors in evaluating indications of interest and proposals regarding any Transaction(s) from current and/or potential lenders and/or equity investors; (f) assist the Debtors with the negotiation of any Transaction(s), including participating in negotiations with creditors and other parties involved in any Transaction(s); (g) attend or participate in meetings of the Debtors' Board of Directors, creditor groups, official constituencies and other interested parties, as the Debtors and Houlihan Lokey mutually agree; and (h) provide such other financial advisory and investment banking services as may be required by additional issues and developments not anticipated. The firm will receive compensation as follows: (i) Monthly Fees: In addition to the other fees provided for herein, upon the Phase II Effective Date, and on every monthly anniversary thereof during the term of this Agreement until termination in accordance with Section 4, the Debtors shall pay Houlihan Lokey in advance, without notice or invoice, a nonrefundable cash fee of $125,000 ("Monthly Fee"). Each Monthly Fee shall be earned upon Houlihan Lokey's receipt thereof in consideration of Houlihan Lokey accepting the engagement of the Phase II Services and performing services as described herein. 50% of the Monthly Fees following the third (3rd) Monthly Fee paid on a timely basis to Houlihan Lokey shall be credited against the next Transaction Fee to which Houlihan Lokey becomes entitled hereunder (it being understood and agreed that no Monthly Fee shall be credited more than once), except that, in no event, shall such Transaction Fee be reduced below zero, and (ii) Transaction Fee(s): After the Phase II Effective Date, in addition to the other fees provided, the Debtors shall pay Houlihan Lokey the following transaction fee(s): a. Amendment Transaction Fee: Upon the closing of a Short-Term Maturity Extension, Houlihan Lokey shall earn, and the Debtors shall thereupon pay to Houlihan Lokey a cash fee ("Short-Term Extension Fee") equal to 1.50% of the principal amount of indebtedness extended. Upon the closing of a Long-Term Maturity Extension, Houlihan Lokey shall earn, and the Debtors shall thereupon pay to Houlihan Lokey a cash fee ("Long-Term Extension Fee") equal to 2.25% of the principal amount of indebtedness extended (each of the foregoing ShortTerm Extension Fees and/or Long-Term Extension Fees, an "Amendment Transaction Fee"). b. Financing Transaction Fee. Upon the closing of each Financing Transaction, Houlihan Lokey shall earn, and the Debtors shall thereupon pay to Houlihan Lokey directly from the gross proceeds of such Financing Transaction, as a cost of such Financing Transaction, a cash fee ("Financing Transaction Fee") equal to the sum of: (I) 2.00% of the gross proceeds of any indebtedness raised or committed that is senior to other indebtedness of the Debtors, secured by a first priority lien and unsubordinated, with respect to both lien priority and payment, to any other obligations of the Debtors, (II) 3.50% of the gross proceeds of any indebtedness raised or committed that is secured by a lien (other than a first lien), is unsecured and/or is subordinated, and (III) 3.50% of the gross proceeds of all equity or equity-linked securities (including, without limitation, convertible securities and preferred stock) placed or committed. It is understood and agreed that if the proceeds of any such Financing Transaction are to be funded in more than one stage, Houlihan Lokey shall be entitled to its applicable compensation hereunder upon the closing date of each stage. The Financing Transaction Fee(s) shall be payable in respect of any sale of securities whether such sale has been arranged by Houlihan Lokey, by another agent or directly by the Debtors or any of its controlled affiliates. The fees set forth herein shall be in addition to any other fees that the Debtors may be required to pay to any investor or other purchaser of Securities to secure its financing commitment. The Financing Transaction Fee payable hereunder shall be subject to a $2,000,000 minimum Financing Transaction Fee payable upon the first closing of a Financing Transaction (it being understood that the foregoing minimum is not in addition to any Financing Transaction Fee that would be calculated as a result of the formula in the first sentence of this clause (b)). Notwithstanding anything to the contrary in the Engagement Agreement, 100% of the Financing Transaction Fee paid on a timely basis to Houlihan Lokey shall be credited against the Restructuring Transaction Fee to which Houlihan Lokey becomes entitled hereunder. c. Existing Lenders. In the event an existing lender of the Debtors as of the date hereof (including, for the avoidance of doubt, any affiliate funds operating under the same institution), participates in a Financing Transaction, the Financing Transaction Fee associated with such lender shall be calculated as follows: (I) with respect to the outstanding principal amount of indebtedness owed to such lender or such lender's commitments, the lower of (A) the Financing Transaction Fee or (B) the applicable Amendment Transaction Fee plus (II) with respect to any additional financing or commitment, the Financing Transaction Fee. In the event a new lender participates in an Amendment Transaction, the fee applied to such new lender's portion of the loans and/or commitments shall be a Financing Transaction Fee. d. Restructuring Transaction Fee. Upon the earlier to occur of: (I) in the case of an out-of-court Restructuring Transaction, the closing of such Restructuring Transaction, and (II) in the case of an in-court Restructuring Transaction, the date of confirmation of a plan of reorganization or liquidation under Chapter 11 or Chapter 7 of the Bankruptcy Code pursuant to an order of the applicable bankruptcy court, Houlihan Lokey shall earn, and the Debtors shall promptly pay to Houlihan Lokey, a cash fee ("Restructuring Transaction Fee") of $3,250,000. e. Sale Transaction Fee (In-Court). Upon the closing of the Sale Transaction in-court, Houlihan Lokey shall earn, and the Debtors shall thereupon pay to Houlihan Lokey immediately and directly from the gross proceeds of such Sale Transaction, as a cost of such Sale Transaction, a cash fee ("Sale Transaction Fee") based upon Aggregate Gross Consideration ("AGC"), calculated as follows: i. For AGC up to $150,000,000 million: $3,250,000; plus ii. For AGC greater than $150,000,000 million: 3.0% of such incremental AGC. f. Any Amendment Transaction Fee, Financing Transaction Fee, Restructuring Transaction Fee, and Sale Transaction Fee is each referred to herein as a "Transaction Fee" and are collectively referred to herein as "Transaction Fees." Notwithstanding anything to the contrary contained in this Agreement, any amount invested or contributed in connection with any Transaction by any fund or investment vehicle controlled or advised by Leonard Green & Partners, L.P. or any other shareholder of the Debtors shall be disregarded for purposes of calculating any Transaction Fee hereunder. All payments received by Houlihan Lokey pursuant to this Agreement at any time shall become the property of Houlihan Lokey without restriction. No payments received by Houlihan Lokey pursuant to this Agreement will be put into a trust or other segregated account. g. Expenses. In addition to all of the other fees and expenses described in this Agreement, and regardless of whether any Transaction is consummated, the Debtors shall, upon Houlihan Lokey's request, reimburse Houlihan Lokey for its reasonable and documented out-of-pocket expenses incurred from time to time in connection with its services hereunder, but in no event greater than $50,000 without the Debtors' prior approval (it being understood that Houlihan Lokey shall provide notice and the Debtors shall approve of each $50,000 increment of such expenses), which approval shall not be unreasonably withheld (provided that such limitation shall not affect the Debtors' obligations to otherwise pay such expenses under this Agreement). Houlihan Lokey bills its clients for its reasonable and documented out-of-pocket expenses including, but not limited to (i) travel-related and certain other expenses, without regard to volume-based or similar credits or rebates Houlihan Lokey may receive from, or fixed-fee arrangements made with, travel agents, airlines or other vendors, and (ii) research, database and similar information charges paid to third party vendors, and reprographics expenses, to perform client-related services that are not capable of being identified with, or charged to, a particular client or engagement in a reasonably practicable manner, based upon a uniformly applied monthly assessment or percentage of the fees due to Houlihan Lokey. Houlihan Lokey shall, in addition, be reimbursed by the Debtors for the reasonable and documented fees and expenses of Houlihan Lokey's outside legal counsel incurred in connection with the negotiation and performance of this Agreement and the matters contemplated hereby, but in no event greater than $50,000 without the Debtors' prior approval (it being understood that Houlihan Lokey shall provide notice and the Debtors shall approve of each $50,000 increment of such expenses), which approval shall not be unreasonably withheld (provided that such limitation shall not affect the Debtors' obligations to otherwise pay such expenses under this Agreement). Andy Graiser, Esq., a partner at A&G Realty Partners, LLC, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Andy Graiser, Esq. A&G Realty Partners, LLC 445 Broadhollow Rd Melville, NY 11747 Tel: (631) 420-0044 About The Container Store Group The Container Store Group, Inc. is retailer with a solution-oriented business and provides customers with custom spaces, organizing solutions, and in-home services. The Company conducts business in physical stores (with product offerings tailored based on store location and size) and online. Products are sourced both domestically and internationally and shipped to stores or customers from domestic distribution centers using contract carriers. The Debtors sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 24-90627) on Dec. 22, 2024, with $969,204,000 in total assets as of Sept. 28, 2024 and $836,372,000 in total debts as of Sept. 28, 2024. Chad Coben, chief restructuring officer, signed the petitions. Judge Alfredo R. Perez presides over the case. The Debtors tapped HUNTON ANDREWS KURTH LLP and LATHAM & WATKINS LLP as legal counsel; HOULIHAN LOKEY CAPITAL, INC. as investment banker; and Verita Global (previously Kutzman Carson Consultants LLC) as claims, noticing & solicitation agent. CONTAINER STORE: Taps Hunton Andrews Kurth LLP as Co-Counsel ------------------------------------------------------------ The Container Store Group, Inc. and affiliates seek approval from the U.S. Bankruptcy Court for the Southern District of Texas to hire Hunton Andrews Kurth LLP as bankruptcy co-counsel. The firm will provide these services: a) advise the Debtors with respect to their powers and duties as debtors in possession in the continued management and operation of their business; b) advise and consult on the conduct of these Chapter 11 Cases, including all of the legal and administrative requirements of operating in chapter 11; c) attend meetings and negotiate with representatives of creditors and other parties in interest; d) take all necessary actions to protect and preserve the Debtors' estates, including prosecuting actions on the Debtors' behalf, defending any actions commenced against the Debtors and representing the Debtors in negotiations concerning litigation in which the Debtors are involved, including prosecuting objections to claims filed against the Debtors' estates; e) prepare pleadings in connection with these Chapter 11 Cases, including motions, applications, answers, draft orders, reports and other documents necessary or otherwise beneficial to the administration of the Debtors' estates; f) represent the Debtors in connection with obtaining authority to use cash collateral and obtain post-petition financing; g) appear before the Court and any appellate courts to represent the interests of the Debtors' estates; h) take any necessary actions on behalf of the Debtors to negotiate, prepare and obtain approval of a disclosure statement and confirmation of a chapter 11 plan of reorganization and all documents related thereto; i) advise the Debtors in connection with any sale of assets; j) provide non-bankruptcy services to the Debtors to the extent requested by the Debtors; k) perform an investigation, including interviews, document review, and preparation of a report, in coordination with the Investigation Subcommittee of the Board of the Company, into certain transactions, transfers, and actions for the purpose of evaluating whether there are any viable claims or causes of action against key stakeholders and ensuring that the Releases to be provided under the Plan are appropriate in scope and nature; and l) perform all other necessary legal services for the Debtors in connection with these Chapter 11 Cases. The firm will be paid at these rates: 2024 2025 Partners $870 to $1,905 $930 to $2,055 Associates $420 to $1,060 $450 to $1,065 Paraprofessionals $280 to $550 $295 to $580 The firm received from the Debtor a retainer of $768,550.50. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. In accordance with Appendix B-Guidelines for Reviewing Applications for Compensation and Reimbursement of Expenses Filed under 11 U.S.C. Sec. 330 for Attorneys in Larger Chapter 11 Cases, the following is provided in response to the request for additional information: Question: Did you agree to any variations from, or alternatives to, your standard or customary billing arrangements for this engagement? Response: No. Question: Do any of the professionals included in this engagement vary their rate based on the geographic location of the bankruptcy case? Response: No. Question: If you represented the client in the 12 months prepetition, disclose your billing rates and material financial terms for the prepetition engagement, including any adjustments during the 12 months prepetition. If your billing rates and material financial terms have changed postpetition, explain the difference and the reasons for the difference. Response: The firm's billing rates and material financial terms for its prepetition engagement of the Debtors are set forth in the Engagement Letter. Hunton Andrews Kurth's billing rates and material financial terms for Hunton Andrews Kurth's representation of the Debtors have not changed postpetition. Question: Have the Debtors approved Hunton Andrews Kurth's prospective budget and staffing plan, and, if so for what budget period? Response: Hunton Andrews Kurth has not prepared a budget and staffing plan. Timothy A. (Tad) Davidson II, Esq., a partner at Hunton Andrews Kurth, disclosed in a court filing that the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Timothy A. (Tad) Davidson II, Esq. Hunton Andrews Kurth LLP 600 Travis Street, Suite 4200 Houston, TX 77002 Telephone: (713) 220-3810 Email: taddavidson@HuntonAK.com About The Container Store Group The Container Store Group, Inc. is retailer with a solution-oriented business and provides customers with custom spaces, organizing solutions, and in-home services. The Company conducts business in physical stores (with product offerings tailored based on store location and size) and online. Products are sourced both domestically and internationally and shipped to stores or customers from domestic distribution centers using contract carriers. The Debtors sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 24-90627) on Dec. 22, 2024, with $969,204,000 in total assets as of Sept. 28, 2024 and $836,372,000 in total debts as of Sept. 28, 2024. Chad Coben, chief restructuring officer, signed the petitions. Judge Alfredo R. Perez presides over the case. The Debtors tapped HUNTON ANDREWS KURTH LLP and LATHAM & WATKINS LLP as legal counsel; HOULIHAN LOKEY CAPITAL, INC. as investment banker; and Verita Global (previously Kutzman Carson Consultants LLC) as claims, noticing & solicitation agent. CONTAINER STORE: Taps Latham & Watkins LLP as Bankruptcy Counsel ---------------------------------------------------------------- The Container Store Group, Inc. and affiliates seek approval from the U.S. Bankruptcy Court for the Southern District of Texas to hire Latham & Watkins LLP as bankruptcy counsel. The firm will provide these services: a. advise the Debtors in connection with their restructuring activities regarding negotiations, litigation, and settlement with creditors and other interested parties to the restructuring; b. advise the Debtors with respect to finance and corporate transactions, including one or more potential asset sales; c. review of documents; d. preparation of agreements; e. review and prepare pleadings; f. court appearances; and g. render all other necessary legal services for the Debtors in connection with the chapter 11 cases. The firm will be paid at these rates: Partners $1,680 to $2,650 Counsel $1,595 to $2,070 Associates $835 to $1,635 Professional Staff $255 to $980 Paralegals $355 to $755 The firm received from the Debtor a retainer of $606,515.10. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. In accordance with Appendix B-Guidelines for Reviewing Applications for Compensation and Reimbursement of Expenses Filed under 11 U.S.C. Sec. 330 for Attorneys in Larger Chapter 11 Cases, the following is provided in response to the request for additional information: Question: Did you agree to any variations from, or alternatives to, your standard or customary billing arrangements for this engagement? Response: No. Question: Do any of the professionals included in this engagement vary their rate based on the geographic location of the bankruptcy case? Response: No. Question: If you represented the client in the 12 months prepetition, disclose your billing rates and material financial terms for the prepetition engagement, including any adjustments during the 12 months prepetition. If your billing rates and material financial terms have changed postpetition, explain the difference and the reasons for the difference. Response: The firm's current hourly rates for services rendered on behalf of the Debtors are set forth above. These rates have been used since Jan 1 of 2025. L&W used the following rates for services rendered in 2024: $1,450-$2,455 for partners; $1,425-$1,860 for counsel; $760-$1,505 for associates; $325-$710. All material financial terms other than the rate increase on Jan 1, 2025 have remained unchanged since the prepetition period. Ted Dillman, Esq., a partner at Latham & Watkins, disclosed in a court filing that the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Ted A. Dillman, Esq. Latham & Watkins, LLP 355 South Grand Avenue, Suite 100 Los Angeles, CA 90071 Telephone: (213) 485-1234 Email: ted.dillman@lw.com About The Container Store Group The Container Store Group, Inc. is retailer with a solution-oriented business and provides customers with custom spaces, organizing solutions, and in-home services. The Company conducts business in physical stores (with product offerings tailored based on store location and size) and online. Products are sourced both domestically and internationally and shipped to stores or customers from domestic distribution centers using contract carriers. The Debtors sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 24-90627) on Dec. 22, 2024, with $969,204,000 in total assets as of Sept. 28, 2024 and $836,372,000 in total debts as of Sept. 28, 2024. Chad Coben, chief restructuring officer, signed the petitions. Judge Alfredo R. Perez presides over the case. The Debtors tapped HUNTON ANDREWS KURTH LLP and LATHAM & WATKINS LLP as legal counsel; HOULIHAN LOKEY CAPITAL, INC. as investment banker; and Verita Global (previously Kutzman Carson Consultants LLC) as claims, noticing & solicitation agent. CORNERSTONE ONDEMAND: $770MM Bank Debt Trades at 19% Discount ------------------------------------------------------------- Participations in a syndicated loan under which Cornerstone OnDemand Inc is a borrower were trading in the secondary market around 80.8 cents-on-the-dollar during the week ended Friday, January 17, 2025, according to Bloomberg's Evaluated Pricing service data. The $770 million Term loan facility is scheduled to mature on October 15, 2029. The amount is fully drawn and outstanding. Cornerstone OnDemand, Inc. develops and markets on demand employee development computer software. The Company offers software includes learning development, enterprise social networking, performance management, and succession planning. Cornerstone markets to multi-national corporations, large domestic enterprises, mid market companies, state and local public sector organizations, and colleges. COSMOS HEALTH: Files Amendment No. 2 to Registration Statement -------------------------------------------------------------- Cosmos Health Inc. filed with the U.S. Securities and Exchange Commission Amendment No. 2 to the registration statement relating to offering on a "reasonable best efforts" basis up to 10,714,286 shares of common stock at an assumed purchase price of $0.70 per share. The Company engaged A.G.P./Alliance Global Partners as placement agent. Davidoff Hutcher & Citron LLP is acting as counsel for the Company in connection with the offering. Ballard Spahr LLP is acting as counsel to the underwriter in connection with the offering. Counsel may be reached at: Elliot H. Lutzker, Esq. Federica Pantana, Esq. Davidoff Hutcher & Citron, LLP 605 Third Avenue, 34th Floor New York, NY 10158 Tel: (212) 557-7200 Email: ehl@dhclegal.com fp@dhclegal.com Counsel to underwriter may be reached at: Gerald Guarcini, Esq. Peter Jaslow, Esq. Ballard Spahr LLP 1735 Market Street, 51st Street Philadelphia, PA 19103 Tel: (856) 761-3447 Email: guarcini@ballardspahr.com jaslowp@ballardspahr.com About Cosmos Health Inc. Cosmos Health Inc. (Nasdaq: COSM), incorporated in 2009 in Nevada, is a diversified, vertically integrated global healthcare group. The Company owns a portfolio of proprietary pharmaceutical and nutraceutical brands, including Sky Premium Life, Mediterranation, bio-bebe, and C-Sept. Through its subsidiary, Cana Laboratories S.A., which is licensed under European Good Manufacturing Practices (GMP) and certified by the European Medicines Agency, it manufactures pharmaceuticals, food supplements, cosmetics, biocides, and medical devices within the European Union. Cosmos Health also distributes a broad line of pharmaceuticals and parapharmaceuticals, including branded generics and OTC medications, to retail pharmacies and wholesale distributors through its subsidiaries in Greece and the UK. Furthermore, the Company has established R&D partnerships targeting major health disorders such as obesity, diabetes, and cancer, enhanced by artificial intelligence drug repurposing technologies. It focuses on the R&D of novel patented nutraceuticals, specialized root extracts, proprietary complex generics, and innovative OTC products. Additionally, Cosmos Health has entered the telehealth space through the acquisition of ZipDoctor, Inc., based in Texas, USA. With a global distribution platform, the Company is currently expanding throughout Europe, Asia, and North America, with offices and distribution centers in Thessaloniki and Athens, Greece, and in Harlow, UK. New York, N.Y.-based RBSM LLP, the Company's auditor since 2024, issued a "going concern" qualification in its report dated August 5, 2024, citing that the Company has incurred substantial operating losses and will require additional capital to continue as a going concern. This raises substantial doubt about the Company's ability to continue as a going concern. CPV SHORE: S&P Assigns Prelim 'B+' Rating on New Term Loans B/C --------------------------------------------------------------- S&P Global Ratings assigned its preliminary 'B+' rating to CPV Shore Holdings LLC's (CPV Shore) proposed term loan B (TLB) and term loan C (TLC). The recovery rating of '2' indicates its expectation for substantial (70%-90%; rounded estimate: 80%) recovery in a default scenario. The stable outlook reflects S&P's expectation that CPV Shore will sustain a minimum S&P Global Ratings-adjusted debt service coverage ratio (DSCR) of at least 1.26x in all years, with a median DSCR of 1.31x. The Woodbridge Energy Center (Woodbridge or the plant) is a 725-megawatt combined-cycle gas-fired power plant in Middlesex County, N.J., in the Eastern Mid-Atlantic Area Council (EMAAC) zone of PJM Interconnection LLC (PJM). Woodbridge is owned by CPV Shore, which itself is owned by CPV Shore Investment LLC (68.78%), Osaka Gas Shore LLC (20%), and John Hancock Life Insurance Co. (U.S.A.) (11.22%). CPV Shore is proposing to issue a new $325 million TLB, $61 million TLC, and $50 million revolver to refinance its existing capital structure. CPV Shore will issue a $325 million seven-year senior secured TLB due 2032, a $61 million seven-year senior secured TLC due 2032, and a $50 million five-year senior secured revolver due 2029. The project will apply proceeds from the TLB and additional cash contribution of $36 million from sponsors to repay an existing $361 million TLB due 2025. The project will also use the revolver and TLC to issue and cash collateralize the letters of credit, to replace the existing revolver of $95 million due 2025. At closing, the sponsors will pay transaction costs and fund a $32 million operating reserve. Lower leverage improves the DSCR forecast, which is supported by recent momentum in the PJM capacity market. Favorable expectations in the PJM EMAAC capacity market support long-term DSCRs, which we expect will improve because of the lower leverage resulting from the proposed refinancing. The cleared capacity price of $269.92 per megawatt day (/MW-day) for the 2025-2026 period represents a significant increase--more than five times the 2024-2025 auction results, partially offset by Regional Greenhouse Gas Initiative (RGGI) costs. In addition, CPV Shore will repay $36 million of the existing TLB through a cash contribution from sponsors, resulting in a lower new TLB balance and reduced future debt service payments, improving our forecasted DSCRs. "In the near term, from fourth-quarter 2024 to second-quarter 2025, we anticipate a temporary dip in DSCR due to the current depressed capacity prices and elevated RGGI costs. However, we project DSCRs will recover starting in mid-2025 as the higher cleared capacity prices take effect. As a result, we expect CPV Shore will increase cash sweeps in the latter half of 2025 and throughout the TLB period. We anticipate the TLB balance at maturity will be approximately $150 million. "We expect higher load growth in PJM will likely continue to accelerate and forecast a 2026-2027 delivery year EMAAC capacity price of $200/MW-day. We believe the EMAAC capacity price should revert to the $165/MW-day area in the long term. With our revised long-term capacity price assumptions, and accounting for ongoing elevated RGGI costs, we project a minimum DSCR of 1.26x post-refinancing, which we view as commensurate with the rating. "Historical performance was in line with our expectations. "CPV Shore's operational and financial performance in 2023 and in the first nine months of 2024 was in line with our expectations. During this period, the project swept $7.5 million toward debt paydown, meeting our forecast cash sweep. Post-hedging, the project realized clean spark spreads of $8.40 per megawatt-hour (/MWh) in 2023 and $10.35/MWh in the first nine months of 2024. Operationally, CPV Shore maintained an availability factor of 83% in 2023 as a result of the scheduled two-month outage, and 93% in the first nine months of 2024. The project operated at a capacity factor of approximately 60% during both periods. "The stable outlook reflects our expectation that CPV Shore will generate DSCRs of 1.3x–1.7x through the TLB term (2025-2032). We also expect the minimum DSCR will remain above 1.26x during the project's life, which includes the post-refinancing period (2032-2045). "We could consider a negative rating action if the project is unable to maintain DSCRs above 1.20x on a sustained basis or if its ability to withstand adverse economic and operating conditions weakens." This could stem from: -- Weaker realized spark spreads or lower PJM capacity prices for delivery year 2026-2027 and beyond; -- Unplanned outages that substantially affect generation or result in a reduced capacity bonus; -- Economic factors in which the power plant dispatches materially lower than S&P's base-case expectations; or -- The project's excess cash sweeps are lower than S&P's forecast, resulting in a TLB balance of more than $155 million at maturity. S&P said, "We could consider raising the rating if we believe the project will achieve a minimum DSCR of at least 1.40x throughout the life of the debt, including the post-refinancing period (2032-2045). We would expect this to occur via meaningful improvement in debt paydown if the project's realized clean spark spreads increase, or if uncleared capacity prices in PJM's EMAAC zone improved while the project realizes favorable capacity factors. This would result in higher cash flow available for debt service, leading to a lower-than-anticipated TLB balance at maturity." CRYPTO COMPANY: Increases Promissory Note with AJB Capital to $81K ------------------------------------------------------------------ On January 10, 2025, the Crypto Company and AJB Capital Investments LLC entered into a Second Amendment dated as of January 8, 2025, to that certain Promissory Note dated as of November 7, 2024. The First Amendment to the Promissory Note dated as of November 18, 2024, amended the Promissory Note to increase the principal amount of the Promissory Note from $33,000 to $48,600. The Second Amendment to the Promissory Note amends the Promissory Note, as amended by the First Amendment, to increase the principal amount of the Promissory Note from $48,600 to $81,934, provided, however, that the $33,334 of additional principal carries an original issue discount of $3,334 withheld from the Company to cover monitoring costs associated with the Promissory Note. A full-text copy of the Form 8-K is available at https://urlcurt.com/u?l=yFdJQl About Crypto Company Malibu, Calif.-based The Crypto Company -- https://www.thecryptocompany.com -- is engaged in the business of providing consulting services and education for blockchain technology and for the building of technological infrastructure and enterprise blockchain technology solutions. During 2023, the Company generated revenues and incurred expenses solely through these consulting operations. In February 2022, the Company acquired bitcoin mining equipment and entered into an arrangement with a third party to host and operate the equipment. However, by the end of 2022, the Company had exited that Bitcoin mining business. Crypto Company reported a net loss of $4.92 million for the year ended December 31, 2023, compared to a net loss of $5.66 million for the year ended December 31, 2022. As of June 30, 2024, Crypto Company had $1,293,153 in total assets, $5,939,990 in total liabilities, and $4,646,837 in total stockholders' deficit. Lakewood, Colorado-based BF Borgers CPA PC, the Company's former auditor, issued a "going concern" qualification in its report dated April 16, 2024, citing that the Company has suffered recurring losses from operations that raise substantial doubt about its ability to continue as a going concern. On May 8, 2024, the Audit Committee of the Board of Directors of the Company approved the dismissal of BF Borgers CPA PC as the Company's independent registered public accounting firm 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 May 8, 2024, the Company engaged Bush & Associates CPA LLC as BF Borgers' replacement. The decision to change independent registered public accounting firms was made with the recommendation and approval of the Audit Committee of the Company. CYTOSORBENTS CORP: Oversubscribed Rights Offering Generated $6.25MM ------------------------------------------------------------------- CytoSorbents Corporation (NASDAQ: CTSO), a leader in the treatment of life-threatening conditions in the intensive care unit and cardiac surgery using blood purification, announced on January 13, 2025, that the Company closed the subscription period of its previously announced rights offering at 5:00 PM EST on January 10, 2025. The Company raised aggregate gross proceeds of $6,250,000 from the sale of all 6,250,000 Units reserved for the Rights Offering. Participants in the Rights Offering received Units, each Unit comprising of one share of common stock of the Company, one Series A Right Warrant to purchase one share of common stock, and one Series B Right Warrant to purchase one share of common stock. The Right Warrants, will provide additional opportunity to purchase up to an additional 6,250,000 shares of common stock. The Rights Offering was oversubscribed by 68% with total demand of 10,514,896 Units, including the exercise of both basic subscription rights and oversubscriptions. The leadership team and the Board of Directors of the Company are estimated to have subscribed for approximately 450,000 of the total Units prior to any pro rata adjustment. Subscribers of basic subscription rights in the Rights Offering will be allocated Units based upon their pro-rata share of 6,250,000 available Units. There will be no oversubscriptions filled. The Unit Subscription Price paid for unfilled basic subscription and oversubscription amounts will be refunded to subscribers without interest or penalty (subject to the rounding of the amount so applied to the nearest whole cent). Proceeds from the closing of the subscription period satisfy a debt covenant which allows for $5.0 million of restricted cash on CytoSorbents' balance sheet to now become unrestricted, and available for use. As a result, the Company's balance sheet has been strengthened with an increase of net liquidity available to the Company of approximately $10.8 million, net of related offering fees. "We are pleased with the successful conclusion of the Rights Offering, which strengthens our balance sheet with liquidity to continue to drive innovation and execution in our core international business while we pursue U.S. and Canadian approval and launch of DrugSorb-ATR in 2025," commented Dr. Phillip Chan, Chief Executive Officer of CytoSorbents. "We are grateful to our shareholders for their strong support and thank them for their confidence in our vision, our progress, and the growing momentum of our therapies in transforming the treatment of critically ill and cardiac surgery patients worldwide." Estimated Pro-Forma December 31, 2024 Cash Balance and Q4 2024 Cash Burn The pro forma balance of estimated cash, cash equivalents, and restricted cash on December 31, 2024, after giving effect to the Rights Offering as if it had occurred on December 31, 2024, would have been approximately $15.4 million, including unrestricted cash of $13.9 million. Excluding the effect of the Rights Offering financing, the Company had preliminary, estimated, unaudited cash, cash equivalents and restricted cash on December 31, 2024 of approximately $9.6 million, including unrestricted cash of $3.1 million. This compares to $12.2 million on September 30, 2024, including unrestricted cash of $5.7 million, reflecting approximately $2.6 million of cash used in the fourth quarter of 2024, compared to $2.7 million used in the third quarter of 2024. The estimates of cash, cash equivalents, and restricted cash, as of December 31, 2024, and the estimate of cash burn for the fourth quarter ended December 31, 2024, disclosed in this press release are preliminary and unaudited. The Company expects to report full, audited results for the fourth quarter and year ended December 31, 2024, on March 6, 2025. The Right Warrants The Right Warrants are exercisable commencing on their date of issuance and the exercise price shall be equal to (i) in the case of the Series A Right Warrants, 90% of the 5-day volume weighted average price of our Common Stock over the last 5-trading days prior to the expiration date of the Series A Right Warrants on February 24, 2025, rounded down to the nearest whole cent but (x) not lower than $1.00 and (y) not higher than $2.00, and (ii) in the case of the Series B Right Warrants, 90% of the 5-day volume weighted average price of our Common Stock over the last 5-trading days prior to the expiration date of the Series B Right Warrants on April 10, 2025, rounded down to the nearest whole cent but (x) not lower than $2.00 and (y) not higher than $4.00. Exercise of the Right Warrants require additional investment separate from the purchase of the Units. 6,250,000 shares of common stock remain reserved for exercise of the Right Warrants, after which any remaining unexercised Right Warrants will immediately expire worthless. The Right Warrants are transferable until they have expired. About CytoSorbents Based in Monmouth Junction, N.J., CytoSorbents Corporation is engaged in critical care immunotherapy, specializing in blood purification. Its flagship product, CytoSorb, is approved in the European Union with distribution in more than 75 countries around the world as an extracorporeal cytokine adsorber designed to reduce the "cytokine storm" or "cytokine release syndrome" seen in common critical illnesses that may result in massive inflammation, organ failure, and patient death. East Brunswick, New Jersey-based WithumSmith+Brown, PC, the Company's auditor since 2004, issued a "going concern" qualification in its report dated March 14, 2024, citing that the Company has suffered recurring losses from operations, has experienced cash used from operations, and has an accumulated deficit, which raises substantial doubt about its ability to continue as a going concern. CytoSorbents reported a net loss of $28.51 million attributable to common stockholders for the year ended Dec. 31, 2023, compared to a net loss of $32.81 million attributable to common stockholders for the year ended Dec. 31, 2022. DARK FORCES: Salvatore LaMonica Named Subchapter V Trustee ---------------------------------------------------------- The U.S. Trustee for Region 2 appointed Salvatore LaMonica, Esq., at LaMonica Herbst & Maniscalco, LLP, as Subchapter V trustee for Dark Forces LTD. Mr. LaMonica will be paid an hourly fee of $725 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. LaMonica declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Salvatore LaMonica, Esq. LaMonica Herbst & Maniscalco, LLP 3305 Jerusalem Avenue, Suite 201 Wantagh, NY 11793 Phone: (516) 826-6500 Email: sl@lhmlawfirm.com About Dark Forces LTD Dark Forces LTD sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.Y. Case No. 25-70131) on January 13, 2025, with up to $50,000 in assets and up to $500,000 in liabilities. Judge Robert E. Grossman presides over the case. Ronald D. Weiss, Esq., represents the Debtor as legal counsel. DCERT BUYER: $515MM Bank Debt Trades at 20% Discount ---------------------------------------------------- Participations in a syndicated loan under which Dcert Buyer Inc is a borrower were trading in the secondary market around 79.6 cents-on-the-dollar during the week ended Friday, January 17, 2025, according to Bloomberg's Evaluated Pricing service data. The $515 million Term loan facility is scheduled to mature on February 16, 2029. The amount is fully drawn and outstanding. DCert is a CA that enables trusted communications between website servers and terminal devices such as browsers and smartphone applications. Increasingly, applications are expanding to include Internet of Things terminal devices. A CA verifies and authenticates the validity of websites and their hosting entities, and facilitates the encryption of data on the internet. CA services are 100% subscription-based and generally recurring in nature. DELCATH SYSTEMS: Reports Prelim 4Q, FY 2024 Financial Results ------------------------------------------------------------- Delcath Systems, Inc. (Nasdaq: DCTH), an interventional oncology company focused on the treatment of primary and metastatic cancers of the liver, on January 13, 2025, announced preliminary financial results for the fourth quarter and year-ended December 31, 2024. * Total fourth quarter and full year revenue expected to be approximately $15.1 million and $37.2 million, respectively * HEPZATO KIT(TM) fourth quarter and full year revenue expected to be approximately $13.7 million and $32.3 million, respectively * CHEMOSAT(R) fourth quarter and full year revenue expected to be approximately $1.4 million and $4.9 million, respectively * Gross margins expected to be in the 80%-85% range * As of December 31, 2024, the Company had approximately $53.2 million of cash, cash equivalents and short-term investments and no debt Final financial results for the fourth quarter and full year 2024 and a detailed business update will be provided during Delcath's annual financial results release and investor call scheduled for March 6, 2025. Investor Relations Contact: ICR Healthcare investorrelations@delcath.com About Delcath Systems Headquartered in New York, N.Y., Delcath Systems, Inc. -- www.delcath.com -- is an interventional oncology company focused on the treatment of primary and metastatic liver cancers. The company's proprietary products, HEPZATO KIT (Hepzato (melphalan) for Injection/Hepatic Delivery System) and CHEMOSAT Hepatic Delivery System for Melphalan percutaneous hepatic perfusion (PHP) are designed to administer high-dose chemotherapy to the liver while controlling systemic exposure and associated side effects during a PHP procedure. New York, N.Y.-based Marcum LLP, the Company's auditor since 2018, issued a "going concern" qualification in its report dated March 26, 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. DIAMOND COMIC: Bankruptcy Court Approves $41M DIP Financing ----------------------------------------------------------- Diamond Comic Distributors, announced on January 18, 2025, that the United States Bankruptcy Court for the District of Maryland has approved Diamond's $41 million debtor-in-possession financing agreement with JP Morgan Chase. DIP financing is a typical form of financing used by businesses that are restructuring through a Chapter 11 process. It will be used to fund operating expenses and provide adequate working capital to meet its obligations to suppliers. "We are pleased that the court has approved our DIP financing agreement. This Court-approved relief is a critical step for the company, ensuring we can pay our vendors and provide product to retailers," said President Chuck Parker. About Diamond Comic Distributors Founded in 1982, Diamond Comic Distributors offers a multi channel platform of publishing, marketing and fulfillment services, coupled with an unparalleled global distribution network for its retailers, publishers and vendors. Diamond Comic Distributors sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Md. Case No. 25-10308) on January 14, 2025. Honorable Bankruptcy Judge David E. Rice handles the case. DINE-MITE HOSPITALITY: Seeks to Tap RHM Law LLP as General Counsel ------------------------------------------------------------------ Dine-Mite Hospitality Group, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of California to hire RHM Law LLP as general counsel. The firm will render these services: a. advise and assist Debtor regarding compliance with the requirements of the Office of the United States Trustee; b. advise Debtor regarding matters of bankruptcy law, including the rights and remedies of the Debtor in regard to its assets and with respect to the claims of creditors; c. advise regarding cash collateral matters; d. conduct examinations of witnesses, claimants or adverse parties and prepare and assist in the preparation of reports, accounts and pleadings; e. advise concerning the requirements of the Bankruptcy Code and applicable rules; f. assist with the negotiation, formulation, confirmation and implementation of a Chapter 11 plan of reorganization; g. make any appearances in the Bankruptcy Court on behalf of the Debtor; and h. take such other action and to perform such other services as the Debtor may require. RHM Law LLP will be paid a retainer in the amount of $37,000. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Roksana D. Moradi-Brovia, Esq. a partner at RHM law LLP, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Roksana D. Moradi-Brovia, Esq. RHM Law LLP 17609 Ventura Boulevard, Suite 314 Encino, CA 91316 Tel: (818) 285-0100 Fax: (818) 855-7013 Email: nina@rhmfirm.com About Dine-Mite Hospitality Group LLC Dine-Mite Hospitality Group LLC is part of the Ambrogio15 Restaurant Group which also has several successful restaurants in the San Diego Area. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Calif. Case No. 24-04771) on December 17, 2024. In the petition signed by Giacomo Pizzigoni, managing member, the Debtor disclosed up to $500,000 in assets and up to $1 million in liabilities. Matthew D. Resnik, Esq., at RHM Law, LLP, represents the Debtor as legal counsel. DMD FLORIDA: Gets Interim OK to Use Cash Collateral Until Jan. 31 ----------------------------------------------------------------- DMD Florida Development 2, LLC and affiliates got the green light from the U.S. Bankruptcy Court for the Southern District of Florida, Fort Lauderdale Division, to use the cash collateral of Florida Restaurant Franchise Group IX, LP until Jan. 31. The interim order signed by Judge Scott Grossman authorized the company and its affiliates, DMD Florida Restaurant Group C LLC, and DMD Florida Restaurant Group D, LLC, to use the lender's cash collateral to pay the expenses set forth in their respective budgets. DMD C's and DMD D's budgets show total monthly expenses of $818,750 and $637,950, respectively. As adequate protection, the lender was granted a replacement lien on all post-petition property of the companies to the same extent and with the same priority as its pre-bankruptcy lien. The next hearing is set for Jan. 29. About DMD Florida Development 2 DMD Florida Development 2, LLC and its affiliates, DMD Florida Restaurant Group C LLC, and DMD Florida Restaurant Group D, LLC, filed Chapter 11 petitions (Bankr. S.D. Fla. Lead Case No. 25-10088) on January 6, 2025. Jack Flechner, manager and co-chief executive officer, signed the petitions. At the time of the filing, each Debtor reported $500,001 to $1 million in assets and $10 million to $50 million in liabilities. Judge Scott M. Grossman oversees the cases. The Debtors are represented by: Aaron A. Wernick, Esq. Hayley G. Harrison, Esq. Wernick Law, PLLC 2255 Glades Road, Suite 324A Boca Raton, FL 33431 (561)961-0922 awernick@wernicklaw.com DURECT CORP: Not in Compliance with Nasdaq Minimum Bid Price ------------------------------------------------------------ On January 9, 2025, DURECT Corporation, received a letter from the Listing Qualifications Department of the Nasdaq Stock Market informing the Company that, because the closing bid price for the Company's common stock listed on Nasdaq was below $1.00 for 30 consecutive trading days, the Company is not in compliance with the minimum bid price requirement for continued listing on The Nasdaq Capital Market, as set forth in Nasdaq Marketplace Listing Rule 5550(a)(2). In accordance with Nasdaq Marketplace Rule 5810(c)(3)(A), the Company has a period of 180 calendar days from January 9, 2025, or until July 8, 2025, to regain compliance with the Minimum Bid Price Requirement. If at any time before July 8, 2025, the closing bid price of the Company's common stock closes at or above $1.00 per share for a minimum of 10 consecutive trading days, Nasdaq will provide written notification that the Company has achieved compliance with the Minimum Bid Price Requirement, and the matter will be resolved. If the Company does not regain compliance during the compliance period ending on July 8, 2025, then Nasdaq may grant the Company a second 180 calendar day grace period to regain compliance, provided the Company (i) meets the continued listing requirement for market value of publicly-held shares and all other initial listing standards for The Nasdaq Capital Market, other than the Minimum Bid Price Requirement, and (ii) the Company notifies Nasdaq of its intent to cure the deficiency. The Company intends to continue actively monitoring the closing bid price for the Company's common stock between now and July 8, 2025, and will consider available options to resolve the deficiency and regain compliance with the Minimum Bid Price Requirement. If the Company does not regain compliance within the allotted compliance period, including any extensions that may be granted by Nasdaq, Nasdaq will provide notice that the Company's common stock will be subject to delisting. The Company would then be entitled to appeal that determination to a Nasdaq hearings panel. There can be no assurance that the Company will regain compliance with the Minimum Bid Price Requirement during the 180-day compliance period, secure a second period of 180 calendar days to regain compliance, or maintain compliance with the other Nasdaq listing requirements. About DURECT Corporation Headquartered in Cupertino, Calif., DURECT is a late-stage biopharmaceutical company pioneering the development of epigenetic therapies that target dysregulated DNA methylation to transform the treatment of serious and life-threatening conditions, including acute organ injury and cancer. Larsucosterol, DURECT's lead drug candidate, binds to and inhibits the activity of DNA methyltransferases (DNMTs), epigenetic enzymes that are elevated and associated with hypermethylation found in alcohol-associated hepatitis (AH) patients. Larsucosterol is in clinical development for the potential treatment of AH, for which the FDA has granted a Fast Track and a Breakthrough Therapy designation; metabolic dysfunction-associated steatohepatitis (MASH) is also being explored. In addition, POSIMIR (bupivacaine solution) for infiltration use, a non-opioid analgesic utilizing the innovative SABER platform technology, is FDA-approved and is exclusively licensed to Innocoll Pharmaceuticals for sale and distribution in the United States. San Francisco, Calif.-based Ernst & Young LLP, the Company's auditor since 1998, issued a "going concern" qualification in its report dated March 28, 2024, citing that the Company has an accumulated deficit as well as negative cash flows from operating activities and has stated that substantial doubt exists about the Company's ability to continue as a going concern. DVC3 LLC: Gets Interim OK to Use SBA's Cash Collateral ------------------------------------------------------ DVC3, LLC received interim approval from the U.S. Bankruptcy Court for the Middle District of Florida to use the cash collateral of the U.S. Small Business Administration. The company requires the use of cash collateral to pay expenses necessary for the operation of its business. The SBA was granted a replacement lien on property owned by the company's estate to the same extent and with the same nature and priority as its pre-bankruptcy lien. This property includes all cash accounts, accounts receivable and other property acquired by the estate or by the company on or after the petition date. As additional protection, the SBA will receive a monthly payment of $1,500 starting on Feb. 1. A final hearing will be held on Feb. 10. About DVC3 LLC DVC3, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-03897) on December 23, 2024. In the petition signed by Rebecca L. Vetter, manager, the Debtor disclosed up to $500,000 in assets and up to $10 million in liabilities. Judge Jacob A. Brown oversees the case. The Debtor is represented by: Bryan K. Mickler, Esq. Mickler & Mickler Tel: 904-725-0822 Email: court@planlaw.com EARTH ALIVE: Plans to Complete Sale Process Under BIA Proceedings ----------------------------------------------------------------- Earth Alive Clean Technologies Inc. announced on Jan. 17, 2025, its intention to complete a sale transaction and ancillary steps pursuant to a Subscription Agreement, dated Jan. 17, between the Company and 9530-8086 Quebec Inc. The promoters of the Purchaser comprises a group of investors, including Mr. Erik Bomans (a director of the Company) and Mr. Nikolaos Sofronis (a director and the chief executive officer of the Company). The Subscription Agreement was entered into in connection with the Company's proceedings under the Bankruptcy and Insolvency Act (Canada) and the related sales and investment solicitation process approved by the Superior Court of Quebec, whereby the Purchaser was selected as the successful bidder under the SISP. The Transaction, as contemplated under the Subscription Agreement, provides, among other things, that: (i) the Purchaser will subscribe for certain common shares in the capital of the Company, (ii) all other equity interest in the Company will be cancelled, for no consideration and (iii) upon closing of the transaction contemplated under the Subscription Agreement, the Purchaser will hold all of the issued and outstanding common shares of the Company, all on and subject to the terms and conditions of the Subscription Agreement. The Subscription Agreement contemplates the assumption of the vast majority of the Company's indebtedness and the continuation of the employment of all of the Company's employees. The Transaction is a result of the implementation of the SISP, is conditional upon the approval of the Court, among other things, and is to be given effect by way of a reverse vesting order and certain ancillary relief, to be granted with the BIA proceedings. The Company intends to file an application seeking approval of the Transaction in the coming days. Additional information related to the BIA proceedings can be found on the Trustee's website at the following address: https://www.raymondchabot.com/en/companies/public-records/earth-alive-clean-technologies-inc/. Anyone interested in obtaining more information about the BIA proceedings, the SISP or the Transaction should contact the proposal trustee (Ayman Chaaban - Chaaban.Ayman@rcgt.com) or the Company's legal counsel (Gabriel Lavery Lepage -- glaverylepage@dwpv.com). About Earth Alive Clean Technologies Inc. Earth Alive is a leader in the microbial technologies industry. Earth Alive's innovative products contribute to regenerative agriculture, natural dust suppression with minimal water use, and ecological, human-friendly industrial cleaning. For more information, please visit: https://earthalivect.com. EARTH SCIENCE: Jeff Cazeau Owns 50,605 Shares --------------------------------------------- Jeff P. H. Cazeau, independent director of Earth Science Tech, Inc., disclosed in a Form 3/A filing with the U.S. Securities and Exchange Commission that as of May 30, 2024, he beneficially owns 50,605 shares of the Company's common stock. The Amendment is being filed to correct a discrepancy in the Form D filed on July 24, 2024. The total number of securities beneficially owned by the reporting person has been reduced by 3,000 shares. About Earth Science Tech Miami, Fla.-based Earth Science Tech, Inc. was incorporated under the laws of the State of Nevada on April 23, 2010, subsequently changed to the State of Florida on June 27, 2022. As of November 8, 2022, the Company is a holding entity set to acquire companies with its current focus in the health and wellness industry. The Company is presently in compounding pharmaceuticals and telemedicine through its wholly owned subsidiaries RxCompoundStore.com, LLC., Peaks Curative, LLC., and Earth Science Foundation, Inc. Boca Raton, Fla.-based R. Bolko, CPA P.A, the Company's auditor since 2022, issued a "going concern" qualification in its report dated April 16, 2024, citing that the Company has suffered negative cash flows and has a significant accumulated deficit. These factors raise substantial doubt about the Company's ability to continue as a going concern. As of September 30, 2024, Earth Science Tech had $5,049,628 in total assets, $1,848,496 in total liabilities, and $3,201,132 in total stockholders' equity. EATSTREET INC: Taps Baker Tilly Advisory Group as Accountant ------------------------------------------------------------ EatStreet Inc. seeks approval from the U.S. Bankruptcy Court for the Western District of Wisconsin to hire Baker Tilly US, LLP and Baker Tilly Advisory Group, LP to act as its accountant during these Chapter 11 proceedings. The firm will be paid at these hourly rates: Ash Pharo (CPA, Principal) $625/hour Daniel O'Connor (CPA, Principal) $625/hour The firm received a retainer in the amount of $20,000. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Jere G. Shawver, CPA, a managing partner at Baker Tilly US, LLP, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Jere G. Shawver, CPA BAKER TILLY US, LLP 1000 Second Ave, Suite 3400 Seattle, WA 98104-1022 Phone: (206) 621-1900 About EatStreet Inc. EatStreet Inc. is an independent online and mobile food ordering delivery service in the United States, based in Madison, Wisconsin. The Company provides online food ordering and contracted food delivery services to general consumers. EatStreet Inc. sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Wis. Case No. 24-12061) on October 11, 2024. In the petition filed by Steve Anastasi, as CEO, the Debtor reports estimated assets and liabilities between $1 million and $10 million each. The Honorable Bankruptcy Judge Catherine J. Furay handles the case. The Debtor is represented by Justin M. Mertz, Esq. at Michael Best & Friedrich LLP. ECUO FOODS: Voluntary Chapter 11 Case Summary --------------------------------------------- Debtor: ECUO Foods Inc. Subsidaries: (1) Tropical (Woodhaven), (2) Tropical 2 (Greenpoint), (3) Tropical 3(Middle Village), (4) Tropical 4 (Roosevelt), (5) 88-18 Jamaica Avenue RealtyCorp., and (6) ECUO Real Holdings, Inc. 88-18 Jamaica Avenue Woodhaven, New York 11421 Business Description: Founded in 1996, ECUO Foods dba Tropical Restaurant, specializes in authentic Latin cuisine with a focus on Ecuadorian dishes. With a rich heritage of tradition and culture, the company offers indoor and outdoor seating, as well as takeaway and delivery services. Originally established in Woodhaven, Queens, the restaurant has expanded to five locations throughout Queens, bringing the flavors of Ecuador to local communities. Chapter 11 Petition Date: January 17, 2025 Court: United States Bankruptcy Court Eastern District of New York Case No.: 25-40252 Judge: Hon. Jil Mazer-Marino Debtor's Counsel: Damond Carter, Esq. (Interim Of-Counsel) P.I. Legal Group, Inc. by Interim Of-Counsel 411 Theordore Fremd Avenue Rye NY 10580 Tel: (888) 949-5572 Email: casecorrespondenceunit@publicinterestlegalgroup.com Estimated Assets: $500,000 to $1 million Estimated Liabilities: $1 million to $10 million The petition was signed by Michelle Illescas as president and CEO. The Debtor failed to include a list of its 20 largest unsecured creditors in the petition. A full-text copy of the petition is available for free on PacerMonitor at: https://www.pacermonitor.com/view/55ZXDHQ/Illescas_Michelle__nyebke-25-40252__0001.0.pdf?mcid=tGE4TAMA EKSO BIONICS: Expects Record Revenues for 4Q of 2024 ---------------------------------------------------- Ekso Bionics Holdings, Inc. (Nasdaq: EKSO), an industry leader in exoskeleton technology for medical and industrial use, on January 13, 2025, announced preliminary top line financial results for the quarter ended December 31, 2024. Total revenue for the fourth quarter of 2024 is estimated to be in the range of $5.0 million to $5.1 million, which is expected to be a Company record, compared to total revenue of $4.8 million in the fourth quarter of 2023. "We made significant progress in 2024, highlighted by initial CMS reimbursement for our Ekso Indego Personal," said Scott Davis, the Company's Chief Executive Officer. "With expanded access of this transformative device to Medicare-covered patients, we remain focused on building upon our growing CMS claim pipeline. At the same time, we continue to bolster demand for our flagship EksoNR device as we execute on our long-term growth strategy." Estimated cash as of December 31, 2024 was $6.5 million, compared to cash of $8.6 million at December 31, 2023. For the fourth quarter of 2024, the Company used an estimated $1.5 million of net cash in operations, compared to $1.6 million for the same period in 2023. The estimated, projected or anticipated financial results, financial condition or other financial information discussed in the press release are based on management's preliminary unaudited analysis of financial results for the quarter ended December 31, 2024. As of the date of this press release, the Company has not completed its financial statement reporting process for the quarter ended December 31, 2024, and the Company's independent registered accounting firm has not audited the preliminary financial data discussed in this press release. During the course of the Company's quarter-end closing procedures and review process, including the finalization of its financial statements for and as of the quarter ended December 31, 2024, the Company may identify items that would require it to make adjustments, which may be material to the information presented above. As a result, the estimates above constitute forward-looking information and are subject to risks and uncertainties, including possible adjustments to preliminary results. The Company expects to report complete fourth quarter and full year 2024 financial results during the first week of March 2025. Contacts: Investors: David Carey FINN Partners 212-867-1768 investors@eksobionics.com About Ekso Bionics Holdings San Rafael, Calif.-based Ekso Bionics Holdings, Inc. designs, develops, and markets exoskeleton products to augment human strength, endurance, and mobility. San Francisco, Calif.-based WithumSmith+Brown PC, the Company's auditor since 2010, issued a 'going concern' qualification in its report dated March 4, 2024, citing that the entity has an accumulated deficit at December 31, 2023, and, since inception, has suffered significant operating losses and negative cash flows from operations that raise substantial doubt about its ability to continue as a going concern. For the years ended December 31, 2023, and 2022, Ekso reported net losses of $15.2 million and $15.1 million, respectively. As of September 30, 2024, Ekso Bionics Holdings had $29.2 million in total assets, $14.3 million in total liabilities, and $14.9 million in total stockholders' equity. ELIZABETH SUZANN: Court OKs Continued Use of Cash Collateral ------------------------------------------------------------ The U.S. Bankruptcy Court for the Middle District of Tennessee, Nashville Division, granted Elizabeth Suzann, LLC's motion to continue to use its secured creditors' cash collateral. The company requires immediate use of cash collateral to fund its business operations pending a final hearing on the motion. The order signed by Judge Nancy King approved the use of cash collateral to pay the expenses set forth in the company's projected budget, which shows total operational expenses of $94,645 per month. As protection, the company's secured creditors were granted replacement liens on its post-petition property and proceeds thereof, to the same extent and with the same priority as their pre-bankruptcy liens. About Elizabeth Suzann Elizabeth Suzann, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Tenn. Case No. 24-04703) on December 5, 2024, with up to $100,000 in assets and up to $500,000 in liabilities. Elizabeth Martucci, chief executive officer of Elizabeth Suzann, signed the petition. Judge Nancy B. King oversees the case. The Debtor is represented by: Michael G. Abelow, Esq. Sherrard Roe Voigt & Harbison, PLC Tel: 615-742-4200 Email: mabelow@srvhlaw.com EMPIRE TODAY: $595MM Bank Debt Trades at 41% Discount ----------------------------------------------------- Participations in a syndicated loan under which Empire Today LLC is a borrower were trading in the secondary market around 59.1 cents-on-the-dollar during the week ended Friday, January 17, 2025, according to Bloomberg's Evaluated Pricing service data. The $595 million Term loan facility is scheduled to mature on April 3, 2028. The amount is fully drawn and outstanding. Headquartered in Northlake, Ill., Empire Today, LLC is a specialty retailer of carpet, hard floor, and window treatments. The company offers shop-at-home sales in the largest metropolitan markets in the U.S. EMX ROYALTY: Ends Year with $27MM Cash, $35MM in Long Term Debt --------------------------------------------------------------- EMX Royalty Corporation (NYSE American: EMX; TSX Venture: EMX) on January 9, 2025, announced that the Company ended the year with approximately $27 million in cash and cash equivalents and $35 million in long term debt that matures in July 2029 under an agreement with Franco Nevada Corporation. The Company's balance sheet was strengthened because of several transactions closing before the end of the December quarter. Sale of Shares in Ensero Holdings Inc: Ensero repurchased all our common and preferred share holdings in Ensero for approximately $5.6 million. The Company invested approximately $3.8 million in Ensero in 2020, and since making the investment has earned approximately $1.0 million in dividends. The Company has sold all its holdings in Ensero as of December 31, 2024. Early Property Payment at Berenguela Royalty Property in Peru: The Company received an early property payment from Aftermath Silver Ltd totaling $2.9 million. Aftermath has one final payment totaling $3.25 million which is due in November 2026. The Company has a sliding-scale net smelter return (NSR) Royalty on all mineral production from the Project for the life of mine commencing at the declaration of commercial production, and includes a 1.0% NSR royalty on all mineral production when the silver market price is up to and including US$25 per ounce, and a 1.25% NSR royalty on all mineral production when the silver market price is over US$25 per ounce and when the copper market price is above US$2 per pound. Royalty buy-down Completed at Park Salyer Property in Arizona: The Company has received $500,000 from Arizona Sonoran Copper Company Inc. from the buyback of 1.0% NSR royalty covering the Park Salyer Property which is part of the Arizona Sonoran's Cactus Property. The buy-down by Arizona Sonoran reduces the Company's NSR royalty on Park Salyer from 1.5% to 0.5% which is not capped and cannot be reduced. For further information contact: David M. Cole President and CEO Phone: (303) 973-8585 Dave@EMXroyalty.com Isabel Belger Investor Relations Phone: +49 178 4909039 IBelger@EMXroyalty.com About EMX EMX Royalty Corporation -- https://emxroyalty.com/ -- is a precious and base metals royalty company. EMX's investors are provided with discovery, development, and commodity price optionality while limiting exposure to risks inherent to operating companies. The Company's common shares are listed on the NYSE American Exchange and TSX Venture Exchange under the symbol "EMX." Vancouver, Canada-based Davidson & Company LLP, the Company's auditor since 2002, issued a "going concern" qualification in its report dated March 21, 2024, citing that the Company has a working capital deficiency that raises substantial doubt about its ability to continue as a going concern. For the year ended December 31, 2023, the Company reported a net loss of $4.63 million, compared to a net income of $3.35 million for the same period in 2022. As of September 30, 2024, EMX had $156.5 million in total assets, $39.1 million in total liabilities, and $117.4 million in total shareholders' equity. ETG FIRE: Seeks to Hire Burghardt Mediation Works as Mediator ------------------------------------------------------------- ETG Fire, LLC and its affiliate seek approval from the U.S. Bankruptcy Court for the District of Colorado to employ James T. Burghardt d/b/a Burghardt Mediation Works in connection with a mediation between the Debtors, Christopher Vanderstokker, and XDS Fire, Inc. The hourly rate of the mediator is $550. The mediator's total retainer is $10,000. The Debtors are only responsible for $5,000 of the retainer. As disclosed in the court filings, the mediator is "disinterested" as that term is defined in 11 U.S.C. Sec. 101(14) and does not represent any interest adverse to the Debtors as set forth within 11 U.S.C. § 327(a) and Fed. R. Bankr. P. 2014. The firm can be reached through: James T. Burghardt d/b/a Burghardt Mediation Works PO Box 201648 Denver, CO 80220 Phone: (303) 638-0524 Email: jb@bmw-pc.com About ETG Fire ETG Fire, LLC is a single source fire protection systems and services company. It designs, installs, tests, inspects, monitors, and maintains special hazard fire protection systems and complex fire alarm systems for customers nationally from its offices in Denver, Colo., Seattle, Wash., Pasadena, Calif., Cheyenne, Wyo., Dallas, Texas, and Tulsa, Okla. ETG Fire filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D. Colo. Case No. 24-13446) on June 20, 2024, with as much as $1 million to $10 million in both assets and liabilities. Torrence Henry, president and chief executive officer, signed the petition. Brownstein Hyatt Farber Schreck, LLP is the Debtor's legal counsel. ETHEMA HEALTH: Majority Stockholders Approve Articles Amendment --------------------------------------------------------------- Ethema Health Corporation disclosed in a Form 8-K filed with the Securities and Exchange Commission that on Jan. 9, 2025, certain stockholders of the Company took action by written consent. As of that date, the Majority Stockholders held of approximately 53.3% of the total voting power of the stockholders of the Company (including holders of a majority of the voting power of the outstanding common stock and a majority of the voting power of the outstanding Series A Preferred Stock voting as a separate class). The Written Consent provided that the Company is authorized to: (1) adopt amended and restated Articles of Incorporation to effect an increase in the number of authorized shares of Preferred Stock, par value $0.01 per share from 10,400,000 shares, of which 10,000,000 have been designated as Series A Preferred Stock, and 400,000 have been designated as Series B Preferred Stock and are no longer outstanding, to 30,000,000 shares of Preferred Stock; (2) amend the Articles of Incorporation to effect a reverse stock split of the Company's issued and outstanding shares of common stock at a ratio of 1-for-1,000 to 1-for-5,000, with the ratio within such Range to be determined at the discretion of the Company's Board of Directors, subject to the authority of the Board of Directors to abandon such amendment; and (3) amend the Articles of Incorporation to delete Article XIII thereof, entitled "Voting of Shareholders", which requires the vote or concurrence of the holders of a majority of the outstanding shares of the Company entitled to vote thereon to approve any action by the Company's stockholders. The Company intends to prepare and file a preliminary and definitive Schedule 14C Information Statement with the SEC regarding the Written Consent. None of the actions approved by the Written Consent may be taken earlier than 20 calendar days after the Company has mailed the Information Statement to stockholders. About Ethema Health Headquartered in West Palm Beach, Florida, Ethema Health Corporation -- http://www.ethemahealth.com/-- operates in the behavioral healthcare space, specifically in the treatment of substance use disorders. New York, N.Y.-based RBSM LLP, the Company's auditor since 2023, issued a "going concern" qualification in its report dated May 7, 2024, citing that the Company has suffered recurring losses from operations, generated negative cash flows from operating activities, has an accumulated deficit, and has stated that substantial doubt exists about the Company's ability to continue as a going concern. EVOFEM BIOSCIENCES: Fails to Comply with OTC Minimum Bid Price -------------------------------------------------------------- On January 6, 2025, Evofem Biosciences, Inc. received a written notice from the OTC Markets Group notifying the Company that, because the closing bid price for the Company's common stock was below $0.01 per share for 30 consecutive calendar days, the Company is not currently in compliance with the minimum bid price requirement for continued listing on OTCQB Venture Market, as set forth in the OTCQB listing standards, section 2.3. The OTC Notice has no immediate effect on the listing of the Company's common stock on OTCQB, and, therefore, the Company's listing remains fully effective. In accordance with OTCQB Listing Standards, Section 4.1 the Company has a compliance period of 90 calendar days, or until April 6, 2025, to regain compliance with the Minimum Bid Price Requirement. Compliance may be achieved if the Company's closing bid price is equal to or greater than $0.01 for ten consecutive trading days at any time during the 90-day compliance period, in which case OTC will notify the Company of its compliance and the matter will be closed. If the Company does not regain compliance with the Minimum Bid Price Requirement by April 6, 2025, OTC will provide written notification to the Company that its common stock will be removed from OTCQB. The Company intends to continue actively monitoring the closing bid price for the Company's common stock between now and April 6, 2025, and will consider available options to resolve the deficiency and regain compliance with the Minimum Bid Price Requirement. About Evofem Evofem Biosciences, Inc., is a San Diego-based commercial-stage biopharmaceutical company with a strong focus on innovation in women's sexual and reproductive health. The Company's first commercial product, Phexxi, was approved by the FDA on May 22, 2020. Phexxi is the first and only FDA-approved, hormone-free prescription contraceptive vaginal gel. Walnut Creek, Calif.-based BPM, LLP, the Company's auditor since 2023, issued a "going concern" qualification in its report dated March 26, 2024, citing that the Company has suffered recurring losses from operations; negative cash flows from operations since inception; has received a notice of default for its convertible notes, and does not have sufficient capital to repay such obligations (which are now currently due); and has a net capital deficiency that raises substantial doubt about its ability to continue as a going concern. As of Sept. 30, 2024, the Company had $23.94 million in total assets, $90.07 million in total liabilities, $4.76 million in convertible and redeemable preferred stock, and a total stockholders' deficit of $70.89 million. FIREFLY NEUROSCIENCE: Jon Olsen Resigns from Board, Removed as CEO ------------------------------------------------------------------ Jon Olsen resigned from his position as a member of the board of directors of Firefly Neuroscience, Inc., effective Dec. 30, 2024. Mr. Olsen's resignation was not due to any disagreements regarding the Company's operations, policies, or practices, as stated in a Form 8-K filed with the Securities and Exchange Commission. In addition, on Jan. 6, 2025, the Board removed Mr. Olsen from his position as the Company's chief executive officer without cause and appointed Greg Lipschitz as the Company's interim chief executive officer. About Firefly Firefly (NASDAQ: AIFF) (formerly WaveDancer, Inc.) is an Artificial Intelligence company developing innovative solutions that improve brain health outcomes for patients with neurological and mental disorders. Firefly's FDA-510(k) cleared Brain Network Analytics (BNA) technology revolutionizes diagnostic and treatment monitoring methods for conditions such as depression, dementia, anxiety disorders, concussions, and ADHD. Over the past 15 years, Firefly has built a comprehensive database of brain wave tests, securing patent protection, and achieving FDA clearance. The Company is now launching BNA commercially, targeting pharmaceutical companies engaged in drug research and clinical trials, as well as medical practitioners for clinical use. Tysons, Virginia-based CohnReznick LLP, the Company's auditor since 2012, issued a "going concern" qualification in its report dated March 20, 2024, citing that the Company has suffered recurring losses from operations that raise substantial doubt about its ability to continue as a going concern. FIREPAK INC: Court Extends Use of Cash Collateral Until Feb. 28 --------------------------------------------------------------- Firepak Inc. received interim approval from the U.S. Bankruptcy Court for the Southern District of Florida to use cash collateral until Feb. 28, marking the second extension since the company's Chapter 11 filing. The court previously issued an interim order, allowing the company to access cash collateral until Dec. 31 only. The second interim order signed by Judge Robert Mark approved the use of cash collateral for the period from Jan. 1 to Feb. 28 in accordance with the company's projected budget, which shows total monthly expenses of $188,296.50. As adequate protection, Regions Bank and the U.S. Small Business Administration were granted replacement liens on and security interests in the company's post-petition cash and cash equivalents to the same extent and with the same priority and validity as their pre-bankruptcy liens and security interests. In addition, Regions Bank and the SBA will receive monthly payments of $2,637.25 and $2,500, respectively, during the interim period. Firepak owes $139,603 to Regions Bank and $496,424 to the SBA as of the petition date. A final hearing is set for Feb. 27. Regions Bank can be reached through its counsel: Aaron J. Nash, Esq. Evans Petree, PC 9005 Overlook Blvd Brentwood, TN 37027 Phone: (615) 567-0168 Fax: (615) 349-3528 anash@evanspetree.co About Firepak Inc. Firepak Inc. specializes in the design and layout of fire sprinkler systems, modifications to existing fire sprinkler systems, new installations, tenant build outs, retrofit of existing buildings, and inspections and repairs of all types of fire sprinkler systems. Firepak sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-21725) on November 7, 2024, with total assets of $1,454,421 and total liabilities of $2,424,737. Linda Leali, Esq., serves as Subchapter V trustee. Judge Robert A. Mark handles the case. The Debtor is represented by: Carlos L. de Zayas, Esq. Jessica Ann Less, Esq. Lydecker LLP 1221 Brickell Avenue, 19th Floor Miami, FL 33131 Email: cdz@lydecker.com Telephone: (305) 416-3180 Facsimile: (305) 416-3190 FOOTHILL AND TOWNE: Seeks Chapter 11 Bankruptcy in California ------------------------------------------------------------- On January 17, 2025, Foothill and Towne LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the Central District of California. According to court filing, the Debtor reports between $1 million and $10 million in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. About Foothill and Towne LLC Foothill and Towne LLC is a single asset real estate company, operates properties at 700 and 704 East Foothill Boulevard in Pomona, California, with its principal office located in Irvine. Foothill and Towne LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 25-10136) on January 17, 2025. In its petition, the Debtor reports estimated assets and liabilities between $1 million and $10 million. Honorable Bankruptcy Judge Theodor Albert handles the case. The Debtor is represented by: Stephen R. Wade, Esq. The Law Offices of Stephen R Wade 405 North Indian Hill Blvd. Claremont, CA 91711 Phone: 909-985-6500 Fax: 909-912-8887 FOOTHILL AND TOWNE: Voluntary Chapter 11 Case Summary ----------------------------------------------------- Debtor: Foothill and Towne LLC 104 Nest Pine Irvine, CA 92602 Business Description: Foothill and Towne is a single asset real estate debtor, as defined in 11 U.S.C. Section 101(51B). Chapter 11 Petition Date: January 17, 2025 Court: United States Bankruptcy Court Central District of California Case No.: 25-10136 Judge: Hon. Theodor Albert Debtor's Counsel: Stephen R. Wade, Esq. THE LAW OFFICES OF STEPHEN R. WADE 5150 E. Pacific Coast Hwy. Ste. 210 Long Beach, CA 90804 Tel: (909) 575-7597 Email: srw@srwadelaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Ashley Nguyen as authorized representative of the Debtor. The Debtor failed to include a list of its 20 largest unsecured creditors in the petition. A full-text copy of the petition is available for free on PacerMonitor at: https://www.pacermonitor.com/view/LMLWVDI/Foothill_and_Towne_LLC__cacbke-25-10136__0001.0.pdf?mcid=tGE4TAMA FORMING MACHINING: Moody's Withdraws 'Ca' Corporate Family Rating ----------------------------------------------------------------- Moody's Ratings has withdrawn all of its debt ratings assigned to Forming Machining Industries Holdings, LLC (Forming Machining); including its corporate family rating of Ca, probability of default rating of Ca-PD/LD, senior secured first lien bank credit facility (revolving credit facility and term loan) of Caa3 and senior secured second lien term loan rating of C. The ratings have been withdrawn because of inadequate information. Prior to the withdrawal, the outlook was negative. Headquartered in Wichita, Kansas, Forming Machining Industries Holdings, LLC, the legal borrower of the debt facilities of The Atlas Group ("Atlas;" taken together, "Forming Machining"), is a manufacturer of complex assemblies for commercial, military, and business aircraft. Products include door, nacelle and wing structures. Atlas is controlled by AE Industrial Partners, LP. GLOBAL FOOD: EUR245MM Bank Debt Trades at 18% Discount ------------------------------------------------------ Participations in a syndicated loan under which Global Food Solutions Sarl is a borrower were trading in the secondary market around 81.8 cents-on-the-dollar during the week ended Friday, January 17, 2025, according to Bloomberg's Evaluated Pricing service data. The EUR245 million Term loan facility is scheduled to mature on April 21, 2028. The amount is fully drawn and outstanding. Global Food Solutions is a progressive food service partner, uniquely positioned to create affordable and inspired foods. GOTO GROUP: $958.9MM Bank Debt Trades at 51% Discount ----------------------------------------------------- Participations in a syndicated loan under which GoTo Group Inc is a borrower were trading in the secondary market around 48.6 cents-on-the-dollar during the week ended Friday, January 17, 2025, according to Bloomberg's Evaluated Pricing service data. The $958.9 million Term loan facility is scheduled to mature on April 28, 2028. About $951.7 million of the loan has been drawn and outstanding. GoTo, formerly LogMeIn Inc., is a flexible-work provider of software as a service and cloud-based remote work tools for collaboration and IT management. GRAND VIEW HOSPITAL: S&P Affirms 'B+' Rating on Revenue Bonds ------------------------------------------------------------- S&P Global Ratings revised the outlook to developing from negative and affirmed its 'B+' long-term rating on Bucks County Industrial Development Authority, Pa.'s series 2021 fixed-rate hospital revenue bonds, issued for Grand View Hospital (GVH). "The outlook revision reflects the definitive agreement to merge with St. Luke's University Health Network (SLUHN), Pa. and the potential enterprise and financial profile benefits under our "Group Rating Methodology," published July 1, 2019 on RatingsDirect," said S&P Global Ratings credit analyst Anne Cosgrove. S&P said, "The developing outlook also reflects our view that there is a likelihood the rating could be raised if the affiliation with SLUHN closes and is executed. Conversely, however, should the affiliation not move forward we could lower the rating within the one-year outlook period should GVH's turnaround efforts not sufficiently stabilize operations or allow it to at least meet its fiscal 2025 operating budget and maximum annual debt service covenant." The bonds are secured by gross revenues of the obligated group and a mortgage lien, as defined in the governing bond documents. GREENWAVE TECHNOLOGY: Sells 7.54MM Shares to Investors for $4-Mil. ------------------------------------------------------------------ On January 10, 2025, Greenwave Technology Solutions, Inc., and certain institutional and accredited investors entered into a securities purchase agreement, pursuant to which the Company agreed to sell to such Purchasers an aggregate of 7,544,323 shares of common stock, par value $0.001 per share, of the Company in a registered direct offering, and accompanying warrants to purchase up to 7,544,323 shares of Common Stock in a concurrent private placement for gross proceeds of approximately $4 million, before deducting the placement agent's fees and other estimated offering expenses. The purchase price per Share and the accompanying Warrant to purchase one share of Common Stock is $0.5302. The sale and offering of the Shares pursuant to the Purchase Agreement will be effected as a takedown off the Company's shelf registration statement on Form S-3 (File No. 333-271324), which became effective on April 28, 2023 (the "Registration Statement"), pursuant to a prospectus supplement and accompanying prospectus to be filed with the Securities and Exchange Commission (the "SEC"). The Warrants, the Placement Agent Warrants (as defined herein) and the shares of Common Stock underlying the Warrants ("Warrant Shares") and the Placement Agent Warrant Shares (as defined herein) were not offered pursuant to the Registration Statement and were offered pursuant to an exemption from the registration requirements of Section 5 of the Securities Act of 1933, as amended (the "Act"), contained in Section 4(a)(2) thereof and/or Regulation D promulgated thereunder. The Warrants will be exercisable upon the receipt of stockholder approval for the issuance of the Warrants and Warrant Shares and have an exercise price of $0.5302 per share. The Warrants will expire five years from the date of stockholder approval. At any time after the date that is 120 days following the Closing (as defined below) of the Offering, the Warrants can be exercised on a cashless basis if there is no effective registration statement registering, or no current prospectus available for, the resale of the Warrant Shares. The Company has agreed to file a registration statement under the Act with the SEC covering the resale of the Warrant Shares within 20 calendar days following the date of the Purchase Agreement and to use commercially reasonable efforts to cause the registration statement to be declared effective by the SEC within 120 days following the Closing of the Offering. Following the later of receipt of approval of the Company's stockholders and effectiveness of a registration statement registering the resale of the Warrant Shares, the Warrants may be redeemed by the Company if the price of the Company's Common Stock on Nasdaq is more than 200% of the exercise price of the Warrants for 20 consecutive trading days and the Company gives proper notice to the holders of such redemption. The Purchase Agreement also prohibits each Purchaser from conducting any short sales while such Purchaser owns any unexpired Warrants. The Company currently intends to use the net proceeds from the Offering for satisfaction of the Company's debt and for working capital purposes. The Offering is expected to close on or about January 14, 2025 (the "Closing"). Dawson James Securities, Inc. (the "Placement Agent") is acting as the placement agent for the Offering. Pursuant to an engagement agreement between the Placement Agent and the Company, dated as of January 10, 2025, the Company agreed to pay the Placement Agent a cash fee equal to 6% of the aggregate gross proceeds raised in the Offering, and to reimburse the Placement Agent for certain expenses, including legal fees, of $50,000 in the aggregate. In addition, the Company agreed to issue to the Placement Agent, or its designees, warrants (the "Placement Agent Warrants") to purchase up to 754,432 shares of Common Stock (the "Placement Agent Warrant Shares"). The Placement Agent Warrants have generally the same terms and conditions as the Warrants issued to the Purchasers, except that the Placement Agent Warrants will have an exercise price equal to $0.66275 per share. Exchange Offer Concurrently with the Offering, on January 10, 2025, the Company entered into exchange agreements (collectively, the "Exchange Agreements") with holders (the "June Holders") of certain warrants issued on or about June 12, 2024 to purchase the Company's Common Stock (the "June Warrants") whereby the Company and the June Holders agreed to exchange the June Warrants for shares of Common Stock equivalent to 96% of the shares of Common Stock issuable upon exercise of the June Warrants (the "Exchange"). Pursuant to the Exchange, the Company agreed to issue 5,327,401 shares of Common Stock (the "Exchange Shares") in exchange for the surrender and termination of certain June Warrants to purchase up to 5,549,374 shares of Common Stock. The issuances of the Exchange Shares pursuant to the Exchange Agreement were made in reliance on the exemption from registration provided by Section 3(a)(9) of the Act. Warrants Amendment Concurrently with the Offering, on January 10, 2025, the Company and the holders (the "Existing Holders") of certain warrants issued on or about (a) March 18, 2024 (the "March Warrants"), (b) April 22, 2024 (the "April Warrants"), and (c) May 16, 2024 (the "May Warrants" and together with the March Warrants and the April Warrants, the "Existing Warrants"), agreed to amend the Existing Warrants (collectively, the "Warrant Amendment"). The Warrant Amendment amended the Existing Warrants to (i) reduce the exercise price of the Existing Warrants from $2.91 to $1.50 per share, (ii) increase the number of shares issuable upon exercise of the Existing Warrants by 250% (the "Quantity Adjustment"), and (iii) to remove certain adjustment provisions in the Existing Warrants in the event of certain dilutive issuances or share combinations. Following the Warrant Amendment, the Existing Warrants are exercisable for 11,346,743 shares of Common Stock. The shares of Common Stock issuable upon exercise of the Existing Warrants pursuant to the Quantity Adjustment and the alternative cashless exercise provision pursuant to Section 2(c) of the Existing Warrants are subject to stockholder approval. In connection with the Warrant Amendment and the Offering, the Company entered into a voting agreement (the "Voting Agreement"), with Danny Meeks, the Chief Executive Officer of the Company, pursuant to which Mr. Meeks has agreed that at any meeting of the stockholders of the Company, Mr. Meeks will vote all of the shares of Common Stock which he is currently entitled to vote, or after the date hereof becomes entitled to vote, at any meeting of the stockholders of the Company or by written consent in lieu of a meeting, in favor of the approval for the issuance of the shares of Common Stock issuable upon exercise of the Existing Warrants, as amended by the Warrant Amendment and the alternative cashless exercise provision pursuant to the Existing Warrants, and the issuance of the Warrants and Warrant Shares. Pryor Cashman LLP acted as counsel to the Company in connection with the registration statement. A full-text copy of the Form 8-K is available at https://urlcurt.com/u?l=eAdlnn About Greenwave As an operator of 13 metal recycling facilities, Greenwave Technology Solutions, Inc. (Nasdaq: GWAV) supplies leading steel mills and industrial conglomerates with ferrous and non-ferrous metal. With steel being one of the most recycled materials worldwide, Greenwave supplies the raw metal utilized in critical infrastructure projects and U.S. warships vital to American national security interests. Headquartered in Chesapeake, VA, the Company has 167 employees with metal recycling operations across Virginia, North Carolina, and Ohio. For detailed financials and updates, visit www.GWAV.com. New York, NY-based RBSM LLP, the Company's auditor since 2017, issued a "going concern" qualification in its report dated April 16, 2024. The report emphasizes that Greenwave has net loss, has generated negative cash flows from operating activities, has an accumulated deficit and has stated that substantial doubt exists about Company's ability to continue as a going concern. GRUBHUB HOLDINGS: Moody's Affirms 'B3' CFR, Outlook Remains Stable ------------------------------------------------------------------ Moody's Ratings affirmed Grubhub Holdings Inc.'s (Grubhub) ratings, including the B3 Corporate Family Rating, B3-PD Probability of Default Rating and B3 senior unsecured notes rating. The outlook remains stable. The rating actions follow the completion of Grubhub's sale to Wonder Group, Inc. (Wonder) and Grubhub's amendment to its senior unsecured notes indenture that significantly increased protections to block any leakage of cash or value from Grubhub's restricted group to Wonder or its subsidiaries. Grubhub's $500 million of existing senior unsecured notes remain in place at Grubhub following the sale. Wonder is a food technology company that owns and operates delivery-first concepts including brick and mortar restaurant locations and meal kit company Blue Apron. The ratings affirmation reflects Moody's expectation that Grubhub's earnings will stabilize and liquidity will remain adequate though declining transaction volume and revenue trends will persist in 2025. Importantly, Moody's believe that Grubhub's indenture amendment executed at close of the sale has significantly increased protections to block any leakage of cash or value from Grubhub's restricted group to Wonder or its subsidiaries. Moody's project that Grubhub will generate limited though positive free cash flow this year on the back of the cost actions already taken, lower marketing spend, improved efficiency of the company's delivery network, and new cost and revenue synergies under the Wonder ownership. RATINGS RATIONALE Grubhub's B3 CFR continues to reflect declining revenue and transaction volume trends that followed its rapid growth during the pandemic, weak but improving profitability, and heightened regulatory scrutiny of the online food delivery industry. Grubhub operates in the intensely competitive online food ordering and delivery industry, which has low switching costs for diners and restaurants alike. Additionally, although operating nationwide, Grubhub has significant exposure to New York City primarily through its Seamless brand. New York City fee caps (for restaurant charges) remain in effect for on-demand food delivery and are a significant constraint to revenue and EBITDA. Grubhub's credit quality benefits from its solid operating scale and strong market positions in certain large urban markets, including Manhattan. Moody's expect that Grubhub's standalone operating performance will stabilize leading to leverage improvement, with Moody's adjusted Debt/EBITDA improving to around 5.5x and free cash flow turning positive by the end of 2025. Wonder's acquisition and ownership of Grubhub creates new strategic opportunities and potential synergies for both companies. Moody's expect Grubhub to have adequate liquidity over the next 12-18 months. The company generates sufficient cash flows from operations to meet its basic contractual obligations ($28 million in annual interest, lease payments of around $15 million and capex in the $15-$20 million range). Grubhub had $131 million of cash at quarter ended September 2024, which Moody's estimate covers its restaurant liability obligations (payments due to restaurants) with a limited cushion. Neither Grubhub, nor Wonder have a revolving credit line. Grubhub's free cash flow turned positive for the latest twelve months ending September 2024, helped by stronger operating performance and working capital cash benefit. Over the next 12-18 months, Moody's project that free cash flow will remain positive yet limited relative to the company's debt. Moody's expect Moody's adjusted FCF/Debt (6.1% as of LTM 3Q/2024) to remain in low- to mid-single digit percent range over the next 12 to 18 months. The B3 senior unsecured notes rating reflects the probability of default of Grubhub (B3-PD probability of default rating), an average expected family recovery rate and preponderance of unsecured debt in the Grubhub's capital stack. Grubhub's CIS-4 ESG score primarily reflects the company's governance risks related to a track record of negative free cash flow generation and operating with limited liquidity, lack of majority independent board at Grubhub level currently and risks due to ownership by Wonder, a company with a short track record of operations in its current state. Moody's expect that Wonder will require growth capital investments, resulting in negative free cash flow during the growth period. Wonder has a weaker liquidity position and cash flow profile than Grubhub's prior owner. Moody's base case assumption is that Grubhub will not distribute any cash to Wonder (supported by indenture protections) nor will it benefit from capital contributions from Wonder. The adoption of on-demand food ordering continues to grow though it is counterbalanced by regulatory uncertainties and potential for reputational harm from its reliance on independent contractors. Carbon transition is a risk as Grubhub provides on-demand delivery services primarily through fossil-fuel powered vehicles that are owned by third parties. The stable outlook reflects Moody's expectation for steadily improving EBITDA, moderating revenue declines, positive free cash flow and the maintenance of at least adequate liquidity over the next 12 -18 months. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Given Grubhub's declining revenue trends and business uncertainty, an upgrade is unlikely in the next 12 to 18 months. Moody's could upgrade Grubhub's rating over time if the company reverses its declining revenue trend, meaningfully improves its liquidity, and a turnaround in adjusted EBITDA leads to free cash flow in the high single digits of total adjusted debt. The ratings could be downgraded if liquidity weakens, anticipated profitability and cash flow improvements are not realized or the pace of revenue declines fails to moderate. The principal methodology used in these ratings was Business and Consumer Services published in November 2021. Grubhub is a provider of online and mobile platform for restaurant pick-up and delivery orders and offers delivery services to restaurants. Grubhub reported $1.7 billion in revenue as of the latest 12 months ending September 2024. Grubhub is a wholly owned subsidiary of Wonder Group, Inc. H-FOOD HOLDINGS: Comm. Taps Berkeley Research as Financial Advisor ------------------------------------------------------------------ The official committee of unsecured creditors of H-Food Holdings, LLC, and its affiliates seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to hire Berkeley Research Group, LLC as its financial advisor. The firm will render these services: a) develop strategies to maximize recoveries from the Debtors' assets and advise and assist the Committee with such strategies, including development of recovery models for use by the unsecured creditors; b) monitor liquidity and cash flows throughout the Cases and scrutinize cash disbursements and capital requirements, including, but not limited to, critical vendor payments and other payments permitted pursuant to first day motions; c) develop and issue periodic monitoring reports to enable the Committee to effectively evaluate the Debtors' performance relative to projections and any relevant operational issues, including liquidity, any 363-sale processes, any sales of equity or debt securities / capital raise and subsequent wind-down activities on an ongoing basis; d) advise and assist the Committee in its analysis and monitoring of the historical, current and projected financial affairs of the Debtors, including, schedules of assets and liabilities, statement of financial affairs, and monthly operating reports; e) advise and assist the Committee with respect to any debtor-in-possession financing arrangements and/or use of cash collateral including evaluation of asserted liens thereon; f) analyze both historical and ongoing intercompany and/or related party transactions and/or material unusual transactions of the Debtors and non-debtor affiliates. Such analysis to include developing an oversight protocol with the Debtors' advisors to closely monitor such transactions to prevent value leakage; g) advise and assist the Committee in its assessment of the Debtors' employee needs and related costs, including any recent (including prepetition) employee bonuses or retention payments and any proposed employee bonuses such as any proposed Key Employee Incentive Plan or Key Employee Retention Plan for the Debtors' insiders and employees, and providing expert testimony related thereto; h) evaluate the Debtors' and non-debtors' business plan/operational restructuring, including the impact of industry trends, customer programs, and their impact to actual and forecasted financial results as well as monitoring the implementation of related strategic initiatives; i) prepare valuations of the Debtors' assets, including the value of equity of any consolidated and/or publicly traded subsidiary; j) identify and develop strategies related to the Debtors' intellectual property; k) advise and assist the Committee in reviewing and evaluating any court motions (including any assumption or rejection motions or objections thereto), applications, or other forms of relief filed or to be filed by the Debtors, or any other parties-in-interest; l) advise and assist the Committee and Counsel in their review of any potential prepetition liens of secured parties; m) advise the Committee with respect to any potential preference payments, fraudulent conveyances, and other potential causes of action that the Debtors' estates may hold against insiders and/or third parties and assist with any investigations related to such matters as required; n) identify and assess the value of unencumbered assets; o) as appropriate and in concert with the Committee's other professionals, analyze and monitor any sale processes and transactions and assess the reasonableness of the process and the consideration received; p) assist with the development and review of a cost/benefit analysis with respect to the assumption or rejection of various executory contracts and leases; q) monitor the Debtors' claims management process, including analyzing guarantees and claims by entity, including preparing related summaries; r) review and provide analysis of any bankruptcy plan and disclosure statement relating to the Debtors including, if applicable, the development and analysis of any bankruptcy plans proposed by the Committee to assess their achievability; s) attend Committee meetings, court hearings, and auctions as may be required; t) work with the Debtors' tax advisors to ensure that any restructuring or sale transaction is structured to minimize tax liabilities to the estate as well as assist with the review of any tax issues associated with, for example, claims/stock trading, preservation of net operating losses, and refunds from any plan of reorganization and/or asset sales; u) work with the Debtors' bankruptcy professionals on matters outlined above, as necessary; v) provide other services as may be requested from time to time by the Committee and its counsel, consistent with the role of a financial advisor including rendering expert testimony, issuing expert reports and/or preparing for litigation, valuation and/or forensic analyses that have not yet been identified but as may be requested from time to time by the Committee and its Counsel. BRG's standard hourly rates are as follows: Managing Directors $1,140 to $1,395 Associate Directors & Directors $900 to $1,100 Professional Staff $445 to $885 Support Staff $185 to $395 In addition, the firm will seek reimbursement for expenses incurred. David Galfus, managing director at Berkeley Research Group, disclosed in a court filing that the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: David Galfus Berkeley Research Group, LLC 250 Pehle Avenue, Suite 301 Saddle Brook, NJ 07663 Telephone: (201) 587-7100 Facsimile: (201) 587-7102 Email: dgalfus@thinkbrg.com About H-Food Holdings H-Food Holdings, LLC, formerly known as Matterhorn Merger Sub, LLC, was founded in 2009 in Grand Rapids, Mich. The company and its affiliated debtors are a contract manufacturer of food products, producing and supplying, among other things, nutrition bars, frozen packaged foods, meal kits, snacks, sauces, refrigerated trays, overwrap, custom packaging solutions, and more to customers. As the largest food co-manufacturer in North America, the Debtors manufacture some of the most valued and recognizable brands, and the Debtors' key customers include many of the leading consumer packaged goods customers in North America. The Debtors filed Chapter 11 petitions (Bankr. S.D. Texas Lead Case No. 24-90586) on Nov. 22, 2024, listing $1 billion to $10 billion in both assets and liabilities. Robert M. Caruso, chief restructuring officer, signed the petitions. Judge Alfredo R. Perez presides over the cases. The Debtors tapped Ropes & Gray, LLP as general bankruptcy counsel; Porter Hedges, LLP as co-bankruptcy counsel; Evercore Group, LLC as investment banker; and Alvarez & Marsal North America, LLC as financial advisor. H-FOOD HOLDINGS: Comm. Taps McDermott Will & Emery as Texas Counsel ------------------------------------------------------------------- The official committee of unsecured creditors of H-Food Holdings, LLC, and its affiliates seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to hire McDermott Will & Emery LLP as its Texas counsel. The firm's services include: a) advise the Committee with respect to its rights, powers, and duties in these Chapter 11 Cases; b) participate in in-person and telephonic meetings of the Committee and subcommittees formed thereby, if any; c) assist and advise the Committee in its meetings and negotiations with the Debtors and other parties in interest regarding the Chapter 11 Cases; d) assist the Committee in analyzing claims asserted against, and interests in, the Debtors, and in negotiating with the holders of such claims and interests and bringing, or participating in, objections or estimation proceedings with respect to such claims and interests; e) assist the Committee in analyzing the Debtors' assets and liabilities, including in its review of the Debtors' Schedules of Assets and Liabilities, Statements of Financial Affairs, and other reports prepared by the Debtors, investigating the extent and validity of liens and participating in and reviewing any proposed transfer, sale, or disposition of the Debtors' assets, financing arrangements, and cash collateral stipulations or proceedings; f) assist the Committee in its investigation of the acts, conduct, assets, liabilities, management, and financial condition of the Debtors, the Debtors' historic and ongoing operations of their businesses, and the desirability of the continuation of any portion of those operations, and any other matters relevant to the Chapter 11 Cases; g) assist the Committee in its analysis of, and negotiations with the Debtors or any third party related to, financing, asset disposition transactions, and compromises of controversies, reviewing and determining the Debtors' rights and obligations under leases and executory contracts, and assisting, advising, and representing the Committee in any manner relevant to the assumption and rejection of executory contracts and unexpired leases; h) assist the Committee in its analysis of, and negotiations with, the Debtors or any third party related to, the formulation, confirmation, and implementation of a chapter 11 plan(s) and all documentation related thereto (including the disclosure statement); i) assist, advise, and represent the Committee in understanding its powers and duties under the Bankruptcy Code and the Bankruptcy Rules and in performing other services as are in the interests of those represented by the Committee; j) assist and advise the Committee with respect to communications with the general creditor body regarding significant matters in the Chapter 11 Cases; k) respond to inquiries from individual creditors as to the status of, and developments in, the Chapter 11 Cases; l) represent the Committee at hearings and other proceedings before the Court and other courts or tribunals, as appropriate; m) review and analyze complaints, motions, applications, orders, and other pleadings filed with the Court, and advise the Committee with respect to formulating positions with respect, and filing responses, thereto; n) assist the Committee in its review and analysis of, and negotiations with the Debtors and their non-Debtor affiliates related to intercompany claims and transactions; o) review and analyze third-party analyses and reports prepared in connection with the Debtors' potential claims and causes of action, advise the Committee with respect to formulating positions thereon, and perform such other diligence and independent analysis as may be requested by the Committee; p) advise the Committee with respect to applicable federal and state regulatory issues, as such issues may arise in the Chapter 11 Cases; q) assist the Committee in preparing pleadings and applications, and pursuing or participating in adversary proceedings, contested matters, and administrative proceedings as may be necessary or appropriate in furtherance of the Committee's duties; r) take all necessary or appropriate actions as may be required in connection with the administration of the Debtors' estates, including with respect to a chapter 11 plan and related disclosure statement; and s) perform such other legal services as may be necessary or as may be requested by the Committee in accordance with the Committee's powers and duties as set forth in the Bankruptcy Code. McDermott's standard hourly rates are as follows: Partners $1,500 to $2,365 Associates $895 to $1,485 Non-Lawyer Professionals $300 to $1,320 McDermott has agreed to discount its partner rates by 10 percent. There will be no limitation on McDermott's right to seek reimbursement of all out-of-pocket disbursements and expenses. The following is provided in response to the request for additional information contained in paragraph D.1. of the U.S. Trustee Guidelines: (a) McDermott has agreed to discount its partner rates by 10 percent; (b) none of McDermott's professionals included in this engagement have varied their rates based on the geographic location of the Chapter 11 Cases; (c) McDermott did not represent the Committee before the Petition Date; and (d) McDermott expects to develop a budget and staffing plan to comply with the U.S. Trustee's requests for information and additional disclosures, and any orders of the Court. Recognizing that unforeseeable fees and expenses may arise in large chapter 11 cases, McDermott may need to amend the budget as necessary to reflect changed circumstances or unanticipated developments. As disclosed in the court filings, Lowenstein Sandler is a "disinterested person" as that term is defined in section 101(14) of the Bankruptcy Code as modified by section 1107(b) of the Bankruptcy Code. The firm can be reached through: Charles R. Gibbs, Esq. McDermott Will & Emery LLP 2501 North Harwood Street, Suite 1900 Dallas, TX 75201 Telephone: (214) 295-8000 E-mail: crgibbs@mwe.com About H-Food Holdings H-Food Holdings, LLC, formerly known as Matterhorn Merger Sub, LLC, was founded in 2009 in Grand Rapids, Mich. The company and its affiliated debtors are a contract manufacturer of food products, producing and supplying, among other things, nutrition bars, frozen packaged foods, meal kits, snacks, sauces, refrigerated trays, overwrap, custom packaging solutions, and more to customers. As the largest food co-manufacturer in North America, the Debtors manufacture some of the most valued and recognizable brands, and the Debtors' key customers include many of the leading consumer packaged goods customers in North America. The Debtors filed Chapter 11 petitions (Bankr. S.D. Texas Lead Case No. 24-90586) on Nov. 22, 2024, listing $1 billion to $10 billion in both assets and liabilities. Robert M. Caruso, chief restructuring officer, signed the petitions. Judge Alfredo R. Perez presides over the cases. The Debtors tapped Ropes & Gray, LLP as general bankruptcy counsel; Porter Hedges, LLP as co-bankruptcy counsel; Evercore Group, LLC as investment banker; and Alvarez & Marsal North America, LLC as financial advisor. H-FOOD HOLDINGS: Committee Taps Lowenstein Sandler LLP as Counsel ----------------------------------------------------------------- The official committee of unsecured creditors of H-Food Holdings, LLC, and its affiliates seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to hire Lowenstein Sandler LLP as counsel. The firm's services include: (a) advising the Committee with respect to its rights, duties, and powers in the Chapter 11 Cases; (b) assisting and advising the Committee in its consultations with the Debtors relative to the administration of the Chapter 11 Cases; (c) assisting the Committee in analyzing the claims of the Debtors' creditors and the Debtors' capital structure and in negotiating with holders of claims and equity interests; (d) assisting the Committee in its investigation of the acts, conduct, assets, liabilities, and financial condition of the Debtors and of the operation of the Debtors' business; (e) assisting the Committee in analyzing (i) the Debtors' prepetition financing, (ii) proposed use of cash collateral, and (iii) the Debtors' proposed debtor-in-possession financing ("DIP Financing"), the terms and conditions of the proposed DIP Financing and the adequacy of the proposed DIP Financing budget; (f) assisting the Committee in its investigation of the liens and claims of the holders of the Debtors' prepetition debt and the prosecution of any claims or causes of action revealed by such investigation; (g) assisting the Committee in its analysis of, and negotiations with, the Debtors or any third party concerning matters related to, among other things, the assumption or rejection of certain leases of nonresidential real property and executory contracts, asset dispositions, sale of assets, financing of other transactions and the terms of one or more plans of reorganization or liquidation for the Debtors and accompanying disclosure statements and related plan documents; (h) assisting the Committee in its investigation into the prepetition activity of and potential causes of action against applicable third parties; (i) assisting and advising the Committee as to its communications to unsecured creditors regarding significant matters in the Chapter 11 Cases; (j) representing the Committee at hearings and other proceedings; (k) reviewing and analyzing applications, orders, statements of operations, and schedules filed with the Court and advising the Committee as to their propriety; (l) assisting the Committee in preparing pleadings and applications as may be necessary in furtherance of the Committee's interests and objectives in the Chapter 11 Cases, including without limitation, the preparation of retention papers and fee applications for the Committee's professionals, including Lowenstein Sandler; (m) assisting the Committee and providing advice concerning any proposed sale of the Debtors' assets, including issues concerning any potential competing bidders and the auction process; (n) assisting the Committee with respect to issues that may arise concerning the Debtors' employees; (o) preparing, on behalf of the Committee, any pleadings, including without limitation, motions, memoranda, complaints, adversary complaints, objections, or comments in connection with any of the foregoing; and (p) performing such other legal services as may be required or are otherwise deemed to be in the interests of the Committee in accordance with the Committee's powers and duties as set forth in the Bankruptcy Code, Bankruptcy Rules, or other applicable law. The firm will be paid at these hourly rates: Partners of the Firm $775 to $2,175 Of Counsel $890 to $1,575 Senior Counsel $675 to $1,595 Counsel $675 to $1,290 Associates $550 to $1,150 Paralegals, Practice Support and Assistants $225 to $505 The following is provided in response to the request for additional information contained in paragraph D.1. of the U.S. Trustee Guidelines: Question: Did you agree to any variations from, or alternatives to, your standard or customary billing arrangements for this engagement? Response: Lowenstein Sandler has agreed to discount its partner rates by 10 percent. Question: Do any of the professionals included in this engagement vary their rate based on the geographic location of the bankruptcy case? Response: No. Question: If you represented the client in the 12 months prepetition, disclose your billing rates and material financial terms for the prepetition engagement, including any adjustments during the 12 months prepetition period. If your billing rates and material financial terms have changed post-petition, explain the difference and the reasons for the difference. Response: Lowenstein Sandler did not represent the Committee prior to the Petition Date. Question: Has your client approved your prospective budget and staffing plan and, if so, for what budget period? Response: Lowenstein Sandler expects to develop a budget and staffing plan to reasonably comply with the U.S. Trustee's request for information and additional disclosures, as to which Lowenstein Sandler reserves all rights. The Committee has approved Lowenstein Sandler's proposed hourly billing rates. As disclosed in the court filings, Lowenstein Sandler is a "disinterested person" as that term is defined in section 101(14) of the Bankruptcy Code as modified by section 1107(b) of the Bankruptcy Code. The firm can be reached through: Jeffrey L. Cohen, Esq. LOWENSTEIN SANDLER LLP 1251 Avenue of the Americas New York, NY 10020 Telephone: (212) 262-6700 FaCsimile: (212) 262-7402 E-mail: jcohen@lowenstein.com About H-Food Holdings H-Food Holdings, LLC, formerly known as Matterhorn Merger Sub, LLC, was founded in 2009 in Grand Rapids, Mich. The company and its affiliated debtors are a contract manufacturer of food products, producing and supplying, among other things, nutrition bars, frozen packaged foods, meal kits, snacks, sauces, refrigerated trays, overwrap, custom packaging solutions, and more to customers. As the largest food co-manufacturer in North America, the Debtors manufacture some of the most valued and recognizable brands, and the Debtors' key customers include many of the leading consumer packaged goods customers in North America. The Debtors filed Chapter 11 petitions (Bankr. S.D. Texas Lead Case No. 24-90586) on Nov. 22, 2024, listing $1 billion to $10 billion in both assets and liabilities. Robert M. Caruso, chief restructuring officer, signed the petitions. Judge Alfredo R. Perez presides over the cases. The Debtors tapped Ropes & Gray, LLP as general bankruptcy counsel; Porter Hedges, LLP as co-bankruptcy counsel; Evercore Group, LLC as investment banker; and Alvarez & Marsal North America, LLC as financial advisor. HILDING ANDERS: EUR300MM Bank Debt Trades at 72% Discount --------------------------------------------------------- Participations in a syndicated loan under which Hilding Anders International AB is a borrower were trading in the secondary market around 28.4 cents-on-the-dollar during the week ended Friday, January 17, 2025, according to Bloomberg's Evaluated Pricing service data. The EUR300 million Payment in kind Term loan facility is scheduled to mature on February 28, 2026. The amount is fully drawn and outstanding. Hilding Anders AB offers a wide array of products that help people sleep better. HONG FAN: Secured Party Sets Feb. 20 Public Auction --------------------------------------------------- Emerald Creek Capital 3 LLC ("secured party"), in its capacity as administrative agent, offers for sale at public auction on Feb. 20, 2025, at 2:00 p.m. (prevailing Eastern Time) at the offices of Herrick Feinstein LLP, 2 Park Avenue, New York, New York, pursuant to the New York Uniform Commercial Code: (i) 100% of the membership interests of Hong Fan and Gefei Wang each an individual "pledgors" in Agate Hill LLC ("borrower"); (ii) all other collateral pledged by pledgors under the pledge and security agreement dated as of Aug. 8, 2019, between pledgors and secure party; and (iii) all other tangible and intangible property in respect of which secured party is granted any lien, security interest, claim, liability, charge or encumbrance of any kind or nature under the loan documents as define in that certain mortgage and security agreement dated Aug. 8, 2019, between borrower, as mortgage, and secured party, as mortgage. Pledgors are owner of 100% of the legal and beneficial membership interests in the borrower. Borrower is the maker of a noted in favor of secured party dated as of Aug. 8, 2019, in the principal amount of $3.2 million. Any individual or entity desiring to bid at the sale must register with the secured party, 575 Lexington Ave, 31st Floor, New York, New York 10022, Attn: Mark Bahiri (mbhahiri@emeraldcreekcapital.com) at 800-313-2616 and must satisfy the requirements for becoming a qualified bidder. Any individual who wishes to attend the sale must contact the secured party's counsel: Stephen B. Selbst (sselbst@herrick.com) at 212-592-1405, or Roger T. Quigley (rquigley@herrick.com) at 212-592-1577, at least 72 hours prior to the sale date to obtain access to the offices of secured party's counsel, Herrick Feinstein LLP. Further information regarding the sale, contact: Mark Bahiri Herrick Feinstein LLP 575 Lexington Ave 31st Floor New York, NY 10022 Tel: 800-313-2616 Email: mbhahiri@emeraldcreekcapital.com Stephen B. Selbst Tel: 212-592-1405 Email: sselbst@herrick.com Roger T. Quigley Tel: 212-592-1577 Email: rquigley@herrick.com HONOLULU SPINE: Committee Taps Rush Moore LLP as Attorney --------------------------------------------------------- The official committee of unsecured creditors of Honolulu Spine Center, LLC seeks approval from the U.S. Bankruptcy Court for the District of Hawaii to employ Rush Moore LLP as its attorney. The Committee requires Rush Moore to: a. assist, advice and represent the Committee in the administration of the bankruptcy case and the exercise of oversight with respect to the Debtor's affairs including all issues arising from the Debtor, the Committee or the Chapter 11 case; b. assist the Committee in the preparation on behalf of the Committee of necessary applications, motions, memoranda, orders, reports and other legal papers; c. appear in the Bankruptcy Court on behalf of the Committee to protect and pursue the interests of unsecured creditors; d. negotiate, formulate, draft and confirm of a plan or plans of reorganization and matters related thereto; e. investigate the assets, liabilities, financial condition and operating issues concerning the Debtor that may be relevant to the Chapter 11 case; f. communicate with the Committee's constituents and others as the Committee may consider desirable in furtherance of its responsibilities; and g. perform all of the Committee's duties and powers under the Bankruptcy Code and the Bankruptcy Rules and the performance of such other services as are in the interests of those represented by the Committee. Rush Moore will charge its regular hourly rates for services of attorneys and paralegals in the firm, currently $360 per hour for Susan Tius and $325 per hour for Monica K. S. Choi. Susan Tius, a partner at Rush Moore, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Rush Moore can be reached at: Susan Tius, Esq. RUSH MOORE LLP 737 Bishop Street, Suite 2400 Honolulu, HI 96813-3862 Tel: (808) 521-0406 E-mail: stius@rmhawaii.com About Gaucho Group Holdings Honolulu Spine Center, LLC a surgical center in Honolulu, Hawaii, filed a Chapter 11 petition (Bankr. D. Hawaii Case No. 24-01110) on Dec. 6, 2024. In the petition signed by Louis DiMartini, authorized signatory, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Robert J. Faris oversees the case. Chuck C. Choi, Esq., at Choi & Ito serves as the Debtor's counsel. HOUSTON TRUCK: Seeks to Hire Santana and Associates as Accountant ----------------------------------------------------------------- Houston Truck Wash, Inc. seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to hire Santana and Associates as its accountants. The firm provide accounting and financial services, including tax preparation and preparing projections for the Chapter 11 plan if and as needed. Santana will bill at a rate of $398 per hour, plus reimbursement of expenses. As disclosed in the court filings, Santana is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Joshua Santana Santana and Associates 7050 East Freeway, Suite 2A Houston, TX 77020 Tel: (713) 678-8627 About Houston Truck Wash & Lube Houston Truck Wash & Lube, Inc. filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Texas Case No. 24-34706) on October 6, 2024, listing $500,001 to $1 million in both assets and liabilities. Judge Jeffrey P Norman presides over the case. Reese W Baker, Esq., at Baker & Associates represents the Debtor as legal counsel. HOW TO BUILD: Court OKs Continued Use of Cash Collateral -------------------------------------------------------- How to Build a Tent, LLC received interim approval from the U.S. Bankruptcy Court for the Middle District of Florida to continue to use the cash collateral of its secured creditors. The interim order signed by Judge Caryl Delano authorized the company to use cash collateral to pay the expenses set forth in its budget, which shows total expenses of $271,207.01 for January. As adequate protection, secured creditors were granted a post-petition lien on the cash collateral to the same extent and with the same validity and priority as their pre-bankruptcy lien. The next hearing is scheduled for Feb. 12. About How to Build a Tent How to Build a Tent, LLC specializes in residential glass solutions, offering a wide range of services including showers, mirrors, tabletops, sliding doors, windows, glass bathtubs, Digitally Infused Glass, shelves, and frameless glass dry erase boards. The company conducts business under the name A-Rite Glass. How to Build a Tent sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Nev. Case No. 24-01003) on July 11,2024, with total assets of $500,000 to $1 million and total liabilities of $1 million to $10 million. Ruediger Mueller of TCMI, Inc. serves as Subchapter V trustee. Judge Caryl E. Delano oversees the case. The Debtor is represented by: David Lampley, Esq. F&l Law Group, P.A. Tel: 239-275-2103 Email: dlampley@fllawgroup.com I-ON DIGITAL: Establishes Series E Convertible Preferred Stock -------------------------------------------------------------- I-ON Digital Corp. filed a Form 8-K with the Securities and Exchange Commission, disclosing that it filed a Certificate of Amendment to its Amended and Restated Certificate of Incorporation of the Company with the Secretary of State of the State of Delaware, to create a new series of Preferred Stock entitled "Series E Convertible Preferred Stock". The Series E Preferred Stock is convertible at any time into shares of Common Stock, par value $0.0001 per share, at the rate of 500 shares of Common Stock for each share of Series E Preferred Stock. The Series E Preferred Stock votes on an as-converted basis, meaning each share is entitled to 500 votes on all matters submitted to a stockholder vote. About I-On Chicago, Ill.-based I-ON Digital Corp. is a provider of asset-digitization and securitization solutions engineered to provide a secure, fast, transparent, and institutional-grade ecosystem that digitizes documentary evidence of ownership, in accordance with a rigorous onboarding and acceptance process, into secure, asset-backed digital certificates that bring liquidity and accepted value to a wide-array of asset classes. I-ON develops, acquires, and deploys a portfolio of novel and patented next-generation technologies that have been integrated and engineered into a comprehensive ecosystem built on a zero-trust, hybrid blockchain architecture that utilizes state-of-the-art smart contracts and sophisticated workflow management and artificial intelligence-enabled technologies to digitize ownership records of recoverable gold, precious metal, and mineral reserves into digital certificates that facilitate wealth transfer through new asset-backed financial instruments and asset classes that provide reserve owners and investors a new channel to maximize portfolio liquidity. New York, N.Y.-based Kreit & Chiu CPA LLP, the Company's auditor since 2019, issued a "going concern" qualification in its report dated June 6, 2024. The report emphasizes that the Company had an accumulated deficit of $3,496,501 and $2,691,363 at Dec. 31, 2023 and 2022, respectively; had working capital deficits of $707,969 and $0 at Dec. 31, 2023 and 2022 respectively; had a net loss of $805,138 and $27,625 for the years ended Dec. 31, 2023 and 2022, respectively; and net cash used in operating activities of approximately $498,834 and $792,936 for the years ended Dec. 31, 2023 and 2022, respectively. These matters raise substantial doubt about the Company's ability to continue as a going concern. IMOLA ACQUISITION: S&P Corrects Issuer Credit Rating to 'BB' ------------------------------------------------------------ S&P Global Ratings corrected its issuer credit rating on Calif.-based Imola Acquisition Corp. (doing business as Ingram Micro Inc.) by removing it from CreditWatch with positive implications and raising the rating to 'BB' from 'BB-'. The outlook is stable. Due to a systems processing error at the time we resolved the CreditWatch placement of our ratings on Ingram Micro Inc. on Nov. 13, 2024, the rating on Imola Acquisition Corp. inadvertently remained on CreditWatch when it should have been removed from CreditWatch and raised to 'BB'. INGENOVIS HEALTH: $85MM Bank Debt Trades at 42% Discount -------------------------------------------------------- Participations in a syndicated loan under which Ingenovis Health Inc is a borrower were trading in the secondary market around 57.8 cents-on-the-dollar during the week ended Friday, January 17, 2025, according to Bloomberg's Evaluated Pricing service data. The $85 million Term loan facility is scheduled to mature on March 6, 2028. The amount is fully drawn and outstanding. Ingenovis Health is an Ohio based temporary healthcare staffing agency providing nurses on assignments to hospitals and medical centers, including both traditional and fast response staffing, across the US. The company also supplies nurses during strikes and provides interventional cardiologists for rural and remote hospitals. Ingenovis is majority owned by Cornell and Trilantic Capital Partners (the Investor Group). INRI LANDSCAPE: Gets Interim OK to Use Cash Collateral ------------------------------------------------------ INRI Landscape Management Inc. received interim approval from the U.S. Bankruptcy Court for the Northern District of Georgia, Gainesville Division, to use cash collateral. The company needs the use of all cash collateral to maintain operations and meet its ordinary operating expenses. INRI currently has approximately $55,413 owed to it in accounts receivable with $41,805 being for services provided within the last 90 days. In addition, the company has approximately $11,020 owed to it on various notes or receivables from the sale of assets. The company has several creditors that have filed UCC-1 financing statements asserting liens in its assets including liens in assets that may be considered cash collateral. These creditors are the U.S. Small Business Administration, CT Corporation, Financial Agent Services, Corporate Service Company, and Kyle Doster. The SBA asserts a first priority lien on all assets and has a debt due to it in the amount of $77,656. To the extent necessary and as adequate protection for secured creditors, INRI proposed the granting of replacement or continuing liens on the company's assets of the same type, nature, and degree of priority to each secured lender's pre-bankruptcy claims to allow the use of cash collateral in accordance with the budget. The next hearing is set for Feb. 27. A copy of the motion is available at https://urlcurt.com/u?l=lNXGAy from PacerMonitor.com. About INRI Landscape Management Inc. INRI Landscape Management Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 25-20039) on January 13, 2025. In the petition signed by Stacey Braselton, president, the Debtor disclosed up to $1 million in assets and up to $10 million in liabilities. Brad J. Patten, Esq., at Smith, Gilliam, Williams & Miles, P.A., represents the Debtor as legal counsel. INTERNATIONAL LAND: Files Registration Statement ------------------------------------------------ International Land Alliance, Inc., filed with the U.S. Securities and Exchange Commission a registration statement in relation to a preliminary prospectus for the proposed offering and sale of securities. On November 29, 2024, the Company's board of directors and shareholders approved the granting of authority to the board to amend its Articles of Incorporation (i) to increase the number of authorized shares of its common stock from 150 million to 250 million and (ii) to effect a reverse stock split of all outstanding shares of its common stock in a ratio of not less than 1-for-25 and not more than 1-for-75, with the exact ratio to be determined by the board of directors in its sole discretion. The Company is represented by: Joseph M. Lucosky, Esq. Scott E. Linsky, Esq. Lucosky Brookman LLP 101 Wood Avenue South, 5th Floor Iselin, NJ 08830 Tel: (732) 395-4400 R.F. Lafferty & Co., Inc. is acting as the sole bookrunner of this offering, and as the representative of the underwriters. They are represented by: Ross D. Carmel, Esq. Jay Yamamoto, Esq. Benjamin E. Sklar, Esq. Sichenzia Ross Ference Carmel LLP 1185 Avenue of the America, 31st Floor New York, NY 10036 Tel: (212) 930-9700 Email: rcarmel@srfc.law jyamamoto@srfc.law bsklar@srfc.law A full-text copy of the Registration Statement is available at https://urlcurt.com/u?l=QP0dL1 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. 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. IVANTI SOFTWARE: $1.75BB Bank Debt Trades at 28% Discount --------------------------------------------------------- Participations in a syndicated loan under which Ivanti Software Inc is a borrower were trading in the secondary market around 71.8 cents-on-the-dollar during the week ended Friday, January 17, 2025, according to Bloomberg's Evaluated Pricing service data. The $1.75 billion Term loan facility is scheduled to mature on December 1, 2027. About $1.70 billion of the loan has been drawn and outstanding. Ivanti is an IT Software Company headquartered in South Jordan, Utah. It produces software for IT Security, IT Service Management, IT Asset Management, Unified Endpoint Management, Identity Management and supply chain management. IVANTI SOFTWARE: $465MM Bank Debt Trades at 28% Discount -------------------------------------------------------- Participations in a syndicated loan under which Ivanti Software Inc is a borrower were trading in the secondary market around 72.1 cents-on-the-dollar during the week ended Friday, January 17, 2025, according to Bloomberg's Evaluated Pricing service data. The $465 million Term loan facility is scheduled to mature on December 1, 2027. About $447.9 million of the loan has been drawn and outstanding. Ivanti is an IT Software Company headquartered in South Jordan, Utah. It produces software for IT Security, IT Service Management, IT Asset Management, Unified Endpoint Management, Identity Management and supply chain management. IVANTI SOFTWARE: $545MM Bank Debt Trades at 58% Discount -------------------------------------------------------- Participations in a syndicated loan under which Ivanti Software Inc is a borrower were trading in the secondary market around 42.5 cents-on-the-dollar during the week ended Friday, January 17, 2025, according to Bloomberg's Evaluated Pricing service data. The $545 million Term loan facility is scheduled to mature on December 1, 2028. The amount is fully drawn and outstanding. Ivanti is an IT Software Company headquartered in South Jordan, Utah. It produces software for IT Security, IT Service Management, IT Asset Management, Unified Endpoint Management, Identity Management and supply chain management. JACK CREEK: Seeks Bankruptcy Protection in Montana -------------------------------------------------- On January 16, 2025, Jack Creek Land Holdings LLP filed Chapter 11 protection in the U.S. Bankruptcy Court for the District of Montana. According to court filing, the Debtor reports between $1 million and $10 million in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. About Jack Creek Land Holdings LLP Jack Creek Land Holdings LLP is primarily involved in the rental and leasing of real estate properties. Jack Creek Land Holdings LLP sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Mont. Case No.: 25-10006 ) on January 16, 2025. In its petition, the Debtor reports estimated assets and liabilities between $1 million and $10 million each. The Debtor is represented by: Matt Shimanek, Esq. SHIMANEK LAW PLLC 317 East Spruce Street Missoula, MT 59802 Tel: 406-544-8049 E-mail: matt@shimaneklaw.com JACKSON COURT: Christopher Hayes Named Subchapter V Trustee ----------------------------------------------------------- The U.S. Trustee for Region 17 appointed Christopher Hayes as Subchapter V trustee for Jackson Court City Share Owners Association. Mr. Hayes will be paid an hourly fee of $470 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Hayes declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Christopher Hayes 23 Railroad Avenue, #1238 Danville, CA 94526 Phone: (925) 725-4323 Email: chayestrustee@gmail.com About Jackson Court City Share Owners Association Based in San Francisco, Jackson Court City Share Owners Association operates as a property owners association. Jackson Court City Share Owners Association sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Calif. Case No. 25-30010) on January 8, 2025. In its petition, the Debtor reported estimated assets between $1 million and $10 million and estimated liabilities between $100,000 and $500,000. Judge Hannah L. Blumenstiel handles the case. Michael St. James, Esq., at St. James Law, P.C. represents the Debtor as bankruptcy counsel. JOANN INC: Future of Virginia Stores at Risk After 2nd Ch.11 ------------------------------------------------------------ Deb Belt of Patch reports that the future of Joann's 20 Virginia stores is uncertain after the company filed for bankruptcy for the second time in under a year. Joann confirmed that its stores remain open and employees are still being paid while it seeks to sell its assets. Gordon Brothers Retail Partners has been selected as a "stalking horse" bidder, establishing a minimum bid price as Joann continues to explore higher offers. Interim CEO Michael Prendergast said, "The retail environment has posed significant challenges in recent years, and combined with our current financial difficulties and limited inventory, we were forced to take this step. After reviewing all strategic options, we believe a court-supervised sale process is the best way to maximize the business's value. Our goal is to find a path that allows Joann to continue operating." The 81-year-old Ohio-based retailer's debt has risen to $1 billion, with sales dropping after the pandemic-driven surge in demand for sewing and craft supplies. Inflation has since led to reduced consumer spending, further impacting the company's financial stability. Joann's Virginia locations include: * Charlottesville * Chesapeake * Christiansburg * Culpeper * Fairfax * Falls Church * Fredericksburg * Hampton * Lynchburg * Martinsville * Midlothian * Newport News * Richmond * Roanoke * Sterling * Virginia Beach * Warrenton * Williamsburg * Winchester * Woodbridge About Joann Inc. JOANN operates in the fabric and sewing industry with one of the largest assortments of arts and crafts products. JOANN has transformed itself into a fully-integrated, digitally-connected omni-channel retailer. JOANN reported a net loss of $200.6 million for the year ended Jan. 28, 2023. On March 18, 2024, JOANN Inc. and 9 affiliates filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 24-10418). JOANN listed $2,257,700,000 in assets against $2,440,700,000 in liabilities as of Oct. 28, 2023. Judge Craig T. Goldblatt oversees the case. The Debtors tapped Latham & Watkins, LLP as legal counsel; Houlihan Lokey Capital, Inc. as investment banker; and Alvarez & Marsal North America, LLC, as financial advisor. Kroll Restructuring Administration, LLC is the noticing agent. JOANN Inc., on April 30, 2024 successfully emerged from its court-supervised financial restructuring process. 2nd Attempt Joann Inc. sought voluntary Chapter 11 petition for the second time under U.S. Bankruptcy Code (Bankr. D. Del. Case No. 25-10068) on January 15, 2025. Kirkland & Ellis is serving as legal counsel to JOANN, with Centerview Partners LLC serving as financial advisor and Alvarez & Marsal North America, LLC serving as restructuring advisor. JRL ENERGY: U.S. Trustee Unable to Appoint Committee ---------------------------------------------------- The U.S. Trustee for Region 8 disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of JRL Energy, Inc. About JRL Energy JRL Energy, Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Ky. Case No. 24-61173) on Dec. 17, 2024, with up to $50,000 in assets and up to $50 million in liabilities. Tim B. Lusby, chief executive officer of JRL Energy, signed the petition. Judge Gregory R. Schaaf oversees the case. The Debtor is represented by: Laura Day DelCotto, Esq. Delcotto Law Group PLLC Tel: 859-231-5800 Email: ldelcotto@dlgfirm.com KEMMER LLC: Dennis Perrey Named Subchapter V Trustee ---------------------------------------------------- The U.S. Trustee for Region 10 appointed Dennis Perrey as Subchapter V trustee for Kemmer, LLC. Mr. Perrey will be paid an hourly fee of $375 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Perrey declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Dennis J. Perrey P.O. Box 451 Chandler, IN 47610-0451 812.630.5823 Email: dennis.perrey@yahoo.com About Kemmer LLC Kemmer, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Ind. Case No. 25-90017) on January 13, 2025, with $100,001 to $500,000 in assets and $500,001 to $1 million in liabilities. Judge Andrea K. Mccord presides over the case. Michael W. McClain, Esq., at Mcclain Law Group, PLLC represents the Debtor as bankruptcy counsel. KNIGHT HEALTH: $450MM Bank Debt Trades at 40% Discount ------------------------------------------------------ Participations in a syndicated loan under which Knight Health Holdings LLC is a borrower were trading in the secondary market around 60.3 cents-on-the-dollar during the week ended Friday, January 17, 2025, according to Bloomberg's Evaluated Pricing service data. The $450 million Term loan facility is scheduled to mature on December 26, 2028. The amount is fully drawn and outstanding. Knight Health Holdings LLC is a provider of a community-based acute and post-acute care, with 18 short-term acute care hospitals and 61 long-term acute care facilities across 25 states. KOHL'S CORP: Moody's Cuts CFR to Ba3 & Alters Outlook to Negative ----------------------------------------------------------------- Moody's Ratings downgraded Kohl's Corporation's corporate family rating to Ba3 from Ba2, its probability of default rating to Ba3-PD from Ba2-PD and its senior unsecured ratings to B1 from Ba3. Its speculative grade liquidity rating (SGL) was also downgraded to SGL-3 from SGL-2. The outlook was changed to negative from stable. "The downgrade reflects Kohl's weak operating performance which has been below Moody's expectations in 2024 with improvement in topline and profitability expected to remain challenging throughout 2025 given the pressures on its core value- oriented consumer. Moody's therefore expect credit metrics to remain weak with interest coverage and leverage at around 1.5x and 4.7x respectively at the end of fiscal 2025", Moody's Ratings' Vice President Mickey Chadha stated. "Liquidity will also be weaker due to lower free cash flow generation and higher than expected borrowings under its revolving credit facility", Chadha further stated. RATINGS RATIONALE Kohl's Ba3 CFR reflects its significant market position and scale with approximately $16.8 billion of revenue for the LTM period ending November 2, 2024. The company has a long-term track record of innovative merchandising which includes a high level of private label and exclusive merchandise which resonates with its value-oriented customers. However, sales have declined in 2024 as the company's core customer has remained stressed in the face of the ongoing high cost of essentials and profitability has deteriorated. Sales at Sephora continue to grow but that has not been enough to offset the weakness in other Kohl's merchandise categories like apparel and footwear, fine jewelry, and legacy home. Misaligned inventory in the third quarter negatively impacted private label sales and lower traffic into the stores particularly during the back to school period further exacerbated the negative operating performance in 2024. Moody's adjusted debt/EBITDA has therefore increased to 4.9x at November 2, 2024 from 4.2x at the end of fiscal 2023 with EBIT/Interest remaining weak at 1.6x. Kohl's rating also reflects its adequate liquidity and its commitment to a 2.5x leverage target (per the company's definition) and a continued moratorium on share repurchases. Moody's expect some operational progress in the back half of 2025 supported by reduced product costs, improved inventory management, new merchandising efforts and store base rationalization. Nonetheless, Kohl's consumer still remains pressured and the consumer spending environment remains difficult. Kohl's must also decrease its dependency on proprietary credit cards that tend to have lower balances and more of their profitability dependent on late fees than co-branded. Kohl's expects $250-300 million of incremental revenue from a shift to co-brand offerings in 2025 which should offset any potential upcoming loss in late fees. The negative outlook reflects Moody's expectation that meaningful improvement in topline, profitability, free cash flow and credit metrics will be challenging in the next 12 months as Kohl's consumer remains stressed and the consumer spending environment remains difficult. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Ratings could be upgraded if operating margins reflect signficant and consistent improvement toward historical levels as comparable sales growth reflects a stable to improving market position. An upgrade would also require Kohl's to maintain at least good liquidity including significant free cash flow generation while its financial strategy remains balanced. Quantitatively ratings could be upgraded should debt/EBITDA be sustained below 4.5x and EBIT/interest coverage is sustained above 2.25x. Ratings could be downgraded should Kohl's be unable to improve operating margins significantly and stabilize both revenue and its market position. Ratings could also be downgraded if free cash flow does not show sustained improvement or liquidity deteriorate for any reason or financial strategies become more aggressive. Quantitatively, ratings could be downgraded should debt/EBITDA be sustained above 5.25x and EBIT/interest remain below 1.75x. Headquartered in Menomonee Falls, Wisconsin, Kohl's Corporation is a leading department store retailer with 1,178 stores in the US. Total revenue is approximately $16.8 billion for the LTM period ended November 2, 2024. The principal methodology used in these ratings was Retail and Apparel published in November 2023. LABRUZZO WOODLANDS: Claims to be Paid From Income ------------------------------------------------- LaBruzzo Woodlands, LLC, filed with the U.S. Bankruptcy Court for the Western District of Pennsylvania a Disclosure Statement to accompany Plan dated January 15, 2025. The Debtor is a business located in the Commonwealth of Pennsylvania. The Debtor is a real estate holding and property management company. The Debtor initiated this Chapter 11 after becoming financially distressed due to delinquent property taxes and an outstanding SBA loan. The Plan is to be implemented by the reorganized Debtor through future income based on projected growth of revenue from rentals of 8% annually. Class 5 consists of the General Unsecured Non-Tax Claim of the Small Business Administration. The claim of Small Business Administration (POC 1) in the amount of $252,371.01, secured against the business property, will be paid according to terms being negotiated by the parties, and to be paid exclusively by the third parties Joseph LaBruzzo & Charlotte LaBruzzo, directly and not contemplated as part of this proposed plan. Class 6 consists of the Unsecured Claim of Department of Environmental Protection. The claim of Department of Environmental Protection is disputed by Debtor and is currently the subject of litigation. Upon conclusion of this litigation, the claim of Department of Environmental Protection, if any is allowed, shall be paid over 5 years at 0% interest. Source of funds for plan payments will be derived from Debtor’s Income. A full-text copy of the Disclosure Statement dated January 15, 2025 is available at https://urlcurt.com/u?l=9shYZK from PacerMonitor.com at no charge. Counsel to the Debtor: Brian C. Thompson, Esq. Thompson Law Group, PC 125 Warrendale Bayne Road, Suite 200 Warrendale, PA 15086 Telephone: (724) 799-8404 Facsimile: (724) 799-8409 Email: bthompson@thompsonattorney.com About LaBruzzo Woodlands LaBruzzo Woodlands, LLC, is engaged in activities related to real estate. The Debtor offers duplexes, tri-plexes apartments, and houses as well as commercial spaces. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Penn. Case No. 23-10389) on July 27, 2023. In the petition signed by Joseph LaBruzzo, president, the Debtor disclosed up to $50,000 in assets and up to $10 million in liabilities. Judge John C. Melaragno oversees the case. Brian C. Thompson, Esq., at Thompson Law Group, P.C., is the Debtor's legal counsel. LASERSHIP INC: $953MM Bank Debt Trades at 28% Discount ------------------------------------------------------ Participations in a syndicated loan under which Lasership Inc is a borrower were trading in the secondary market around 72.1 cents-on-the-dollar during the week ended Friday, January 17, 2025, according to Bloomberg's Evaluated Pricing service data. The $953 million Payment in kind Term loan facility is scheduled to mature on August 10, 2029. LaserShip is a regional last-mile delivery company that services the Eastern and Midwest United States. Founded in 1986, LaserShip is based in Vienna, Virginia, and has sorting centers in New Jersey, Ohio, North Carolina, and Florida. LEFEVER MATTSON: Taps SSL Law Firm LLP as Real Estate Counsel ------------------------------------------------------------- LeFever Mattson and its affiliates seek approval from the U.S. Bankruptcy Court for the Northern District of California to employ SSL Law Firm LLP as real estate counsel. The firm's services include: (a) negotiating with purchasers, and advising the Debtors in the negotiation of transactions for the disposition of real property; (b) drafting and preparation of documents for real estate transactions; (c) reviewing of title documents; and (d) advising on land use, environmental, leasing, or other real estate litigation matters, where necessary. SSL's benchmark hourly rates for attorneys and senior paralegals currently range from $325 to $850. Sally Shekou, a partner at SSL Law is a "disinterested person" as that term is defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Sally Sekou, Esq. SSL Law Firm, LLP 505 Montgomery Street, Suite 620 San Francisco, CA 94111 Direct: 415-814-6400 Tel: (415) 814-6400 Fax: (415) 814-6401 Email: sally@ssllawfirm.com About LeFever Mattson LeFever Mattson, a California corporation, manages a large real estate portfolio. Timothy LeFever and Kenneth W. Mattson each owns 50% of the equity in the company. Based in Citrus Heights, Calif., LeFever Mattson manages a portfolio of more than 200 properties, comprised of commercial, residential, office, and mixed-use real estate, as well as vacant land, located throughout Northern California, primarily in Sonoma, Sacramento, and Solano Counties. It generates income from the properties through rents and use the proceeds to fund its operations. LeFever Mattson and its affiliates filed voluntary Chapter 11 petitions (Bankr. N.D. Calif. Lead Case No. 24-10545) on September 12, 2024. At the time of the filing, LeFever Mattson listed $100 million to $500 million in assets and $10 million to $50 million in liabilities. Judge Charles Novack oversees the cases. Thomas B. Rupp, Esq., at Keller Benvenutti Kim LLP represents the Debtors as counsel. Kurtzman Carson Consultants, LLC is the Debtors' claims and noticing agent. The U.S. Trustee for Region 17 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. The committee tapped Pachulski Stang Ziehl & Jones LLP as counsel and FTI Consulting Services, Inc. as real estate advisor. LEHIGH VALLEY: Moody's Affirms 'Ba1' Revenue Bond Rating -------------------------------------------------------- Moody's Ratings has affirmed Lehigh Valley Dual Language Charter School, PA's (LVDLCS) Ba1 revenue bond rating. The school had approximately $8.4 million in outstanding debt as of fiscal 2024. The outlook is stable. RATINGS RATIONALE Lehigh Valley Dual Language Charter School's Ba1 rating reflects its strong financial operations and balance sheet, supported by very good fiscal 2024 liquidity at 260 days cash on hand and debt service coverage of maximum annual debt service at 2.94x. Underlying these metrics is a unique dual language pedagogy and academic outperformance compared to other Bethlehem area schools. The school is limited by its modest scale of operations and enrollment capped at 450 students. The school owns its facilities through a condominium structure with a separate condominium board, which could limit the school's ability to expand beyond the current enrollment cap if they were approved to do so by their authorizer. The school expects to receive a renewed 5-year charter in the spring of 2028. RATING OUTLOOK The stable outlook reflects the likelihood that the school's continued strong financial operations will support consistent levels of liquidity and coverage levels. FACTORS THAT COULD LEAD TO AN UPGRADE OF THE RATING -- Growth in scale of operations to over $10 million -- Sustained liquidity of over 250 days cash on hand and consistent coverage of over 2.75x -- Continued maintenance of enrollment at or above 450 students FACTORS THAT COULD LEAD TO A DOWNGRADE OF THE RATING -- Enrollment loss due to deterioration of academic performance or other causes -- Decline in cash position below 150 days and debt service coverage below 1.5x -- Changes in condominium ownership structure which weaken the schools voting position on the condominium board, or weaken its operational flexibility LEGAL SECURITY Bonds are secured by payments by LVDLCS pursuant to the loan agreement with Lehigh County General Purpose Authority and the Trust Agreement with the Trustee, US Bank Trust Company. Pledge revenues include school district payments and charter contract revenues. LVDLCS's payment obligations are absolute and from legally available sources. Additional security includes a first lien mortgage, lease and rent assignments, and base monthly payments. PROFILE LVDLCS offers dual language instruction in English and Spanish, with students spending equal time in each. Social studies are integrated into both language classes. Ninety-seven percent of students are Hispanic, and nearly eighty percent qualify for free or reduced lunch. LVDLCS primarily serves Bethlehem Area and Allentown School District students, but has had students from 16 districts overall. The school is accredited by the Middle States through 2025. METHODOLOGY The principal methodology used in this rating was US Charter Schools published in April 2024. LOGIX INTERMEDIATE: S&P Withdraws 'CCC-' Issuer Credit Rating ------------------------------------------------------------- S&P Global Ratings withdrew its 'CCC-' issuer credit rating on Logix Intermediate Holding Corp. because of a lack of sufficient information to maintain the rating. At the time of the withdrawal, its outlook on the company was negative. LONERO ENGINEERING: Taps Schafer and Weiner as Bankruptcy Counsel ----------------------------------------------------------------- Lonero Engineering Co., Inc. seeks approval from the U.S. Bankruptcy Court for the Eastern District of Michigan to hire Schafer and Weiner, PLLC as general bankruptcy counsel. The firm will represent and assist the Debtor and Debtor-in-Possession as its legal counsel in all facets of its Chapter 11 proceeding. The firm will be paid at these rates: Daniel J. Weiner $645 per hour Howard Borin $490 per hour Joseph K. Grekin $490 per hour Leon Mayer $360 per hour Kim Hillary $425 per hour John J. Stockdale, Jr. $475 per hour Jeff Sattler $390 per hour Brandi M. Dobbs $335 per hour Legal Assistant $180 per hour Michael E. Baum (Of Counsel) $705 per hour The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Michael E. Baum, Esq., a partner at Schafer and Weiner, PLLC, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Michael E. Baum, Esq. John J. Stockdale, Jr., Esq. Schafer and Weiner, PLLC 40950 Woodward Avenue, Suite 100 Bloomfield Hills, MI 48304 Tel: (248) 540-3340 Email: jstockdale@schaferandweiner.com About Lonero Engineering Co. Lonero Engineering Co., Inc. is a company based in Troy, Mich., which operates as a specialized machine shop providing precision machining services for complex, close-tolerance applications. Lonero sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Mich. Case No. 25-40041) on January 3, 2025. In its petition, the Debtor reported up to $50,000 in assets and up to $500,000 in liabilities. Judge Lisa S. Gretchko handles the case. John J. Stockdale, Jr., Esq., represents the Debtor as legal counsel. LOUISIANA DELTA: Taps Oil and Gas Asset Clearinghouse as Auctioneer ------------------------------------------------------------------- Louisiana Delta Oil Company, LLC filed an amended application seeking approval from the U.S. Bankruptcy Court for the Eastern District of Louisiana to hire Oil and Gas Asset Clearinghouse, LLC to sell its 2.5 percent Overriding Royalty Interest in the SL 18076 #2 Well. The firm will receive a 9.5 percent commission/fee for the first $500,000, or as set forth in the Auction Agreement if the gross sale price exceeds $500,000. As disclosed in a court filing, Oil and Gas Asset Clearinghouse is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Oil & Gas Asset Clearinghouse, LLC 16633 Dallas Parkway, Suite 290 Addison, TX 75001-6814 Email: sales@ogclearinghouse.com Tel: (281) 873-4600 About Louisiana Delta Oil Company Louisiana Delta Oil Company, LLC is in the crude petroleum extraction business. The company is based in Charlottesville, Va. Louisiana Delta sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. La. Case No. 24-11493) on August 1, 2024, with $1 million to $10 million in assets and liabilities. Ethan A. Miller, president/manager, signed the petition. Judge Meredith S. Grabill presides over the case. Frederick Bunol, Esq., at The Derbes Law Firm, LLC represents the Debtor as bankruptcy counsel. MALIA REALTY: Hires Rountree Leitman Klein & Geer as Attorney ------------------------------------------------------------- Malia Realty, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Georgia to employ Rountree, Leitman, Klein & Geer, LLC as attorneys. The firm's services include: a. giving the Debtor legal advice with respect to its powers and duties as Debtor-in-Possession in the management of its property; b. preparing on behalf of the Debtor as Debtor-in-Possession necessary schedules, applications, motions, answers, orders, reports and other legal matters; c. assisting in examination of the claims of creditors; d. assisting with formulation and preparation of the disclosure statement and plan of reorganization and with the confirmation and consummation thereof; and e. performing all other legal services for the Debtor as Debtor-in-Possession that may be necessary. The firm will be paid at these rates: William A. Rountree $595 per hour Will B. Geer $595 per hour Michael Bargar $535 per hour Hal Leitman $425 per hour William Matthews $425 per hour David S. Klein $495 per hour Alexandra Dishun $425 per hour Elizabeth Childers $395 per hour Ceci Christy $425 per hour Caitlyn Powers $375 per hour Shawn Eisenberg $300 per hour Dorothy Sideris $225 per hour Elizabeth Miller $250 per hour Megan Winokur $175 per hour Catherine Smith $150 per hour Law Clerk $175 per hour The firm received a pre-petition retainer in the amount of $35,000. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Will B. Geer, Esq., a partner at Rountree, Leitman, Klein & Geer, LLC, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Will B. Geer, Esq. Rountree, Leitman, Klein & Geer, LLC 2987 Clairmont Road, Suite 350 Atlanta, GA 30329 Telephone: (678) 587-8740 Email: wgeer@rlkglaw.com About Malia Realty, LLC Malia Realty LLC is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). Malia Realty LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 24-61684) on November 1, 2024. In the petition filed by Chirhamolekwa Williams, as trustee of the sole member, the Debtor reports estimated assets and liabilities between $1 million and $10 million each. The Debtor is represented by William Rountree, Esq. at ROUNTREE, LEITMAN, KLEIN & GEER, LLC. MARATHON DEVELOPMENT: Case Summary & 11 Unsecured Creditors ----------------------------------------------------------- Debtor: Marathon Development Partners, LLC 329 63rd Court Marathon, FL 33050 Business Description: Marathon Development owns seven properties in Florida, including four vacant lots, with a combined estimated value of $3.67 million. Chapter 11 Petition Date: January 17, 2025 Court: United States Bankruptcy Court Southern District of Florida Case No.: 25-10467 Debtor's Counsel: Christian Somodevilla, Esq. LSS LAW 2 S Biscayne Blvd #2200 Miami, FL 33131 Tel: (305) 894-6163 Email: cs@lss.law Total Assets: $3,671,003 Total Liabilities: $30,057,230 The petition was signed by Mark R. Gerenger as manager. A full-text copy of the petition, which includes a list of the Debtor's 11 unsecured creditors, is available for free on PacerMonitor at: https://www.pacermonitor.com/view/VTVDQEY/Marathon_Development_Partners__flsbke-25-10467__0001.0.pdf?mcid=tGE4TAMA MARS INTERMEDIATE: S&P Downgrades ICR to 'B-', Outlook Negative --------------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating by one notch to 'B-' on Los Angeles-based customer support and business process outsourcing provider Mars Intermediate Ltd.'s (VXI Global Solutions; VXI). S&P also lowered its issue-level rating on the company's senior secured loans by one notch to 'B-'. The negative outlook reflects the potential for lower ratings if expected revenue growth and profitability improvements do not materialize and operating prospects appear insufficient to support increasing levels of free cash flow generation, which S&P considers necessary for the company to sustain the ongoing liquidity requirements of its business and its debt obligations. VXI's ramp-up of revenue has not progressed as S&P previously expected, resulting in significant underperformance relative our prior forecast expectations. For the three-month and nine-month periods ended Sept. 30, 2024, VXI's revenues increased by 2.5% and declined by 0.1%, respectively, over the same periods in the prior year. These results are notably short of expectations set earlier in the year for the company to generate revenue growth of around 9.4%, through wallet share expansion with existing customers and a significant ramp in volumes from winning a fair share of new business opportunities in the sales pipeline. S&P said, "We believe the key drivers of this underperformance include clients transitioning from higher-cost onshore services to lower-cost offshore options, longer sales cycles, and slower conversion of new business opportunities in customer-specific projects. We also suspect that headwinds from competitive market conditions, cost-conscious customers, and emerging threats from AI have likely contributed to some of this underperformance." Additionally, unfavorable shifts in its revenue mix--including volume reductions in VXI's more profitable contracts, combined with one-time costs incurred to pursue cost-saving actions--contributed to VXI's adjusted EBITDA margins contracting to approximately 14%, a decline of 300 basis points (bps) compared to the same period in 2023. Ongoing performance challenges will lead to a strained, but still adequate, liquidity profile. S&P said, "Our updated forecast projects revenue growth in the low-single digit percentage area for 2025. Growth will likely be supported by VXI's pipeline and recent expansion to new locations in both Egypt and India, but still constrained by increasing competitive pressures and pricing pressures stemming from the industry's offshoring and cost-reduction trends. We also expect cost-management initiatives and contributions from incremental revenues and from Chime in the Americas driving modest 20 bps EBITDA margin improvement. Based on these profitability expectations along with the upfront expenses and working capital investment to initiate new business, we project free operating cash flow (FOCF) generation of about $20 million for the year 2025. While this is higher than our expectations for 2024, it would still fall about $7 million short of the company's debt service requirements, causing additional liquidity usage in the year." Nonetheless, S&P believes the company's existing liquidity sources, which include cash balances of approximately $57 million (in line with the prior year's cash balances, but includes growing utilization with approximately $52 million of outstanding its $75 million revolving credit facility), offer sufficient capacity to absorb these shortfalls and support VXI's operations. While VXI's level of utilization on its revolving credit facility subjects the company to the springing covenant test, it is currently complying with the required maximum leverage ratio, maintaining a cushion of more than 30% based on the permitted add-backs under the credit agreement. VXI's upcoming payment obligations offer little leeway for underperformance, making a downgrade probable should the company fall short of expectations. The performance improvements contemplated in the base-case forecast support our view regarding VXI's ability to sustain the obligations in its capital structure. If VXI underperforms against these revenue assumptions, we believe it would face heightened liquidity risks that would only continue to mount, given step-ups required for debt amortization payments in 2025, increasing by an additional $5 million in 2026, and refinancing needs starting in 2027. S&P said, "We believe that demonstrating good growth and an improving trajectory of profitability and cash flow generation will be necessary to entice investors to refinance. Additionally, we see the emergence and adoption of generative AI as a secular threat to the broader industry, potentially compounding refinancing risks." The negative outlook reflects the potential for lower ratings if expected revenue growth and profitability improvements do not materialize and operating prospects appear insufficient to support increasing levels of free cash flow generation, which S&P considers necessary for the company to sustain the ongoing liquidity requirements of its business and its debt obligations. S&P said, "Governance is a moderately negative consideration in our credit rating analysis of VXI, as it is for most rated entities owned by private-equity sponsors. We believe the company's highly leveraged financial risk profile points to corporate decision-making that prioritizes the interests of its controlling owners. This also reflects private-equity sponsors' generally finite holding periods and focus on maximizing shareholder returns. On the other hand, environmental and social factors have a negligible overall influence on our ratings on VXI." MAWSON INFRASTRUCTURE: Responds to Involuntary Chapter 11 Petition ------------------------------------------------------------------ Mawson Infrastructure Group Inc. disclosed in a Form 8-K filed with the Securities and Exchange Commission that on Jan. 10, 2025, it filed its answer to the involuntary petition against the Company pursuant to 11 U.S.C. Section 303(a) filed on Dec. 4, 2024 by W Capital Advisors Pty Ltd, Marshall Investments MIG Pty Ltd, and Rayra Pty Ltd, all of whom are Australian entities. Mawson had previously announced in a Form 8-K filing on Dec. 4, 2024, that the Company's Board of Directors intended to vigorously defend the Company against the Petition filed by these entities. As per the Company's most recent 10-Q filing on Nov. 14, 2024, W Capital Advisors Pty Ltd, as trustee for the W Capital Advisors Fund, and Marshall Investments MIG Pty Ltd, as trustee for the Marshall Investments MIG Trust, had filed proceedings in Australia. The Company holds the view that these entities were using such proceedings in an improper attempt to gain leverage in ongoing legal disputes between the parties. "The Company believes that the filing of this Involuntary Petition is an extension of the ongoing disputes, including with James Manning, the Company's former Board Director and Officer, and a continuation of the pattern of bad faith actions, by James Manning and the Petitioners, with the improper intention of harassing and intimidating Mawson," the Company stated in the SEC filing. "The Company's counsel plans to propound discovery requests to the Petitioners. In addition, James Manning remains the subject of an investigation by the Company's Audit Committee, including related to his dealings with W Capital Advisors Pty Ltd as trustee for the W Capital Advisors Fund – among several other matters – including current litigation with an entity related to James Manning, Vertua Property Inc. ("Vertua"), regarding alleged self-dealing, breach of contract, and tortious interference with a business relationship," it added. The Company previously reported in an 8-K filing on March 29, 2024, that it may seek to exit certain or all of its entities and holdings in Australia. Currently, the Company operates facilities in the United States but has no operating sites or assets in Australia. The Company said it continues to also pursue its complaint filed in The Court of Common Pleas of Mercer County, Pennsylvania (file number 2024-2332) on Oct. 17, 2024 against Vertua as landlord for the Company's Sharon, PA property for breach of the lease agreement and wrongful termination of the lease, as well as for tortious interference with a business relationship. The Company is seeking reinstatement of the lease, compensatory damages, disgorgement of revenue, and exemplary and punitive damages, as well as reimbursement for its costs and litigation expenses. According to Mawson, Vertua is a company not only related to James Manning, but also affiliated with Darron Wolter of W Capital Advisors Pty Ltd, as trustee for the W Capital Advisors Fund. Mawson expects to vigorously pursue sanctions, attorney fees, general and punitive damages against the Petitioners, as available to the full extent of the law. The Company expects to continue to operate as usual and execute its business plan accordingly. A full-text copy of the Alleged Debtor's Answer to Involuntary Petition is available for free at: https://www.sec.gov/Archives/edgar/data/1218683/000117184325000166/exh_991.htm About Mawson Infrastructure Mawson Infrastructure Group (NASDAQ: MIGI) is a technology company that offers digital infrastructure platforms for artificial intelligence (AI), high-performance computing (HPC) and digital assets. The Company's digital infrastructure platforms can be used to operate computing resources for a number of applications, and are offered across artificial intelligence (AI), high-performance computing (HPC), digital assets, and other computing applications. The Company's innovation, technology, and operational expertise enables it to operate and optimize digital infrastructure to accelerate the digital economy. The Company has a strategy to prioritize the usage of carbon-free energy sources, including nuclear energy, to power its digital infrastructure platforms and computational machines. For more information, visit https://www.mawsoninc.com On Dec. 4, 2024, an involuntary Chapter 11 case was filed against the Company by alleged creditors W Capital Advisors Pty Ltd, Marshall Investments MIG Pty Ltd, and Rayra Pty Ltd. in the U.S. Bankruptcy Court for the District of Delaware (Bankr. D. Del. Case No. 24-12726). Judge Mary F. Walrath presides over the case. The petitioning creditors are represented by Robert J. Dehney, Sr., Esq., of Morris, Nichols, Arsht & Tunnell LLP. MIDCENTRAL CONSTRUCTION: Janice Seyedin Named Subchapter V Trustee ------------------------------------------------------------------ The U.S. Trustee for Region 11 appointed Janice Seyedin as Subchapter V trustee for Midcentral Construction. Ms. Seyedin will be paid an hourly fee of $295 for her services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Ms. Seyedin declared that she is a disinterested person according to Section 101(14) of the Bankruptcy Code. About Midcentral Construction Midcentral Construction sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ill. Case No. 24-16814) on November 8, 2024, with $50,001 to $100,000 in assets and $100,001 to $500,000 in liabilities. Judge David D. Cleary presides over the case. MIDWEST MOBILE: Hires Evans & Mullinix P.A. as Attorney ------------------------------------------------------- Midwest Mobile Imaging, LLC seeks approval from the U.S. Bankruptcy Court for the Western District of Missouri to hire Evans & Mullinix, P.A. as attorney. The services to be provided by the firm include the customary services required to represent a Chapter 11 Debtor-in-Possession. The firm will be paid at these rates: Colin N. Gotham, Esq. $350 per hour Paralegals $125 per hour The firm received the amount of $10,262 as retainer, plus filing fee of $1,738. Evans & Mullinix will also be reimbursed for reasonable out-of-pocket expenses incurred. Colin N. Gotham, Esq., a partner at Evans & Mullinix, P.A., disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Colin N. Gotham, Esq. Evans & Mullinix, P.A., 7225 Renner Road, Suite 200 Shawnee, KS 66217 Tel: (913) 926-8700 Fax: (913) 962-8701 Email: cgotham@emlawkc.com About Midwest Mobile Imaging Midwest Mobile Imaging, LLC is a full-service mobile diagnostic x-ray services provider in Springfield, Mo. Midwest Mobile Imaging sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Mo. Case No. 25-60002) on January 3, 2025, with up to $500,000 in assets and up to $10 million in liabilities. Dan Taylor, member of Midwest Mobile Imaging, signed the petition. Judge Brian T. Fenimore oversees the case. Colin N. Gotham, Esq., at Evans & Mullinix, PA, represents the Debtor as legal counsel. MINIMALLY INVASIVE: Claims to be Paid From Income & Sale Proceeds ----------------------------------------------------------------- Minimally Invasive Vascular Center of Maryland, LLC and Jeffrey Dormu filed with the U.S. Bankruptcy Court for the District of Maryland a Second Amended Disclosure Statement describing Amended Plan of Reorganization. The Debtor is a medical doctor currently licensed in the state of Maryland who specializes in the treatment of diseases of the veins and blood vessels, such as aneurysms, varicose veins, and peripheral artery disease. Dr. Dormu is associated with and has a twenty-five percent interest in Minimally Invasive Vascular Center of Maryland LLC (hereinafter "MIVC"). Dr. Dormu is also a member and owner of MIVC Spa, LLC, an entity that owns a Massage Envy Franchise located at 955 Wayne Avenue, Silver Spring, Maryland 20910. Dr. Dormu filed for Chapter 11 bankruptcy on April 14, 2024, as a result of the medical malpractice cases, just before the trial in Heather Ann Terry v. Jeffrey Dormu, et al., Case #: CAL21-10978. During the two years before the bankruptcy petition was filed, the Debtor was in control of his financial affairs and that of his businesses, Minimally Invasive Vascular Center of Maryland, LLC, and MIVC Spa, LLC. Class 2 consists of General Unsecured Claims. Class 2 is impaired, and all approved unsecured non-priority claims will be paid pro rata the balance of the Total Liquidation Value, minus paid priority claims after the resolution of any claim objections. This class would be paid from the sale of property the Debtor owns portions jointly with the spouse in Belize. The debtor would distribute $1000.00 every month to this class of claim until the property is sold, and the proceeds from the sale would be distributed up to the amount to be paid to claims under this class. The allowed unsecured claims total $1,636,775.31. Payment and distributions under the Amended Plan will be funded by the following: * income from the debtor's businesses, MIVC and MIVC Spa, which has been projected to provide the Debtor with a monthly income sufficient to make monthly distributions as stated in the projection. * Lots #65, 66, 67, 68, 69, 70 recorded at the office of the Commissioner of Lands and Surveys, City of Belmopan, Cayo District, in Register 7 Entry number 3999, containing 5802.288 Square Meters, False Bight Placencia, Stann Creek District, Belize. The proceeds, estimated at $750,000.00, would be used to towards the Amended Plan payment. This property is expected to be sold before February 18, 2025. * Sale of MIVC Spa and 2327 Green Street, SE, Washington, DC, on or before November 15, 2025. A full-text copy of the Second Amended Disclosure Statement dated January 14, 2025 is available at https://urlcurt.com/u?l=CfMn8I from PacerMonitor.com at no charge. Counsel to the Debtor: Charles Iweanoge, Esq. The Iweanoges' Firm, PC 1026 Monroe Street, NE Washington DC 20017 Tel: (202) 347-7026 Email: cci@iweanogesfirm.com About Minimally Invasive Vascular Center of Maryland Founded in 2007, The Minimally Invasive Vascular Center is a vascular care facility, offering access to much needed surgical treatment of all vascular related diseases. Minimally Invasive Vascular Center of Maryland, LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Md. Case No. 24-12134) on April 15, 2024. In the petition signed by Jeffrey Dormu as managing member the Debtor estimated $10 million to $50 million in assets and $1 million to $10 million in liabilities. Charles Iweanoge, Esq., at THE IWEANOGES' FIRM, PC, is the Debtor's counsel. MOBIVITY HOLDINGS: Bruce Terker Holds 12.32% Equity Stake --------------------------------------------------------- Bruce E. Terker Schedule disclosed in a Scheduled 13G filing with the U.S. Securities and Exchange Commission that as of December 31, 2024, he beneficially owns 8,813,999 shares of Mobivity Holdings Corp.'s common stock, representing 12.32% of the Company's outstanding shares of stock. Bruce E. Terker is the Sole Owner of Ballyshannon Partners, Inc., the General Partner of Ballyshannon Partners, LP, Ballyshannon Family Partnership, LP, Insignia Partners, LP, and is the Sole Owner of Odyssey Capital Group, Inc., the General Partner of Odyssey Capital Group, LP. Ballyshannon Partners, LP, as of December 31, 2024, beneficially owns 5,776,657 shares of the Company's common stock, representing 8.07% of the Company's outstanding shares of stock. Ballyshannon Family Partnership, LP, as of December 31, 2024, beneficially owns 1,937,342 shares of the Company's common stock, representing 2.71% of the Company's outstanding shares of stock. Insignia Partners, LP, and Odyssey Capital Group, LP, as of December 31, 2024, each beneficially owns 1,000,000 shares of the Company's common stock, representing 1.40% of the Company's outstanding shares of stock. About Mobivity Headquartered in Chandler, Arizona, Mobivity Holdings Corp. -- www.mobivity.com -- is in the business of developing and operating proprietary platforms through which brands and enterprises can conduct national and localized, data-driven marketing campaigns. The Woodlands, Texas-based M&K CPAS, PLLC, the Company's auditor since 2012, issued a "going concern" qualification in its report dated April 16, 2024, citing that the Company has suffered net losses from operations and has a net capital deficiency, which raises substantial doubt about its ability to continue as a going concern. MONTEREY CAPITOLA: Seeks to Hire Joan Chipser as Legal Counsel -------------------------------------------------------------- Monterey Capitola, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of California to hire Joan Chipser, Esq., an attorney practicing in Millbrae California, to handle its Chapter 11 case. Ms. Chipser will be compensated at an hourly rate of $350 plus reimbursement for out-of-pocket expenses incurred. The attorney disclosed in a court filing that she is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The attorney can be reached at: Joan Marie Chipser, Esq. 1 Green Hills Ct. Millbrae, CA 94030 Telephone: (650) 697-1564 Facsimile: (650) 873-2858 Email: joanchipser@sbcglobal.net About Monterey Capitola LLC Monterey Capitola, LLC is a California-based company primarily engaged in renting and leasing real estate properties. Monterey Capitola sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Calif. Case No. 24-51916) on December 17, 2024, with $1 million to $10 million in both assets and liabilities. Steven M. Davis, sole member, signed the petition. Judge M. Elaine Hammond handles the case. The Debtor is represented by Joan M. Chipser, Esq. MP PRODUCTIONS: Seeks Bankruptcy Protection in Arkansas ------------------------------------------------------- On January 17, 2025, MP Productions LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the Eastern District of Arkansas. According to court filing, the Debtor reports $2,716,467 in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. About MP Productions LLC MP Productions LLC is a Little Rock, Arkansas-based live event production company that provides turnkey production and convention services, specializing in corporate events, sales meetings, and national conventions. Operating from its facility at 6700 Allied Way in Little Rock, the company offers comprehensive event services including pre-production planning, on-site production management, and post-production services. MP Productions LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Ark.Case No. 25-10158) on January 17, 2025. In its petition, the Debtor reports total assets of $490,000 and total liabilities of $2,716,467. Honorable Bankruptcy Judge Bianca M. Rucker handles the case. The Debtor is represented by Kevin P. Keech, Esq., at KEECH LAW FIRM, PA, in Amity, Arkansas. MPH ACQUISITION: $1.33BB Bank Debt Trades at 19% Discount --------------------------------------------------------- Participations in a syndicated loan under which MPH Acquisition Holdings LLC is a borrower were trading in the secondary market around 80.9 cents-on-the-dollar during the week ended Friday, January 17, 2025, according to Bloomberg's Evaluated Pricing service data. The $1.33 billion Term loan facility is scheduled to mature on September 1, 2028. About $1.28 billion of the loan has been drawn and outstanding. MPH Acquisition Holdings LLC, doing business as MultiPlan, provides health care solutions. The Company offers payment integrity, network, and analytics-based solutions. MultiPlan serves customers in the United States. MURRIETA HOLDINGS: Seeks Chapter 11 Bankruptcy Protection --------------------------------------------------------- On January 16, 2025, Murrieta Holdings 2012-12 LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the Central District of California. According to court filing, the Debtor reports $2,312,415 in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. About Murrieta Holdings 2012-12 LLC Murrieta Holdings 2012-12 LLC is the fee simple owner of the property located at Lemon & Adams Street, which is currently valued at $2 million, according to a broker's opinion. Murrieta Holdings 2012-12 LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No.: 25-10130) on January 16, 2025. In its petition, the Debtor reports total assets of $2,000,000 and total liabilities of $2,312,415. The Debtor is represented by: James Mortensen, Esq. Socal Law Group PC 2855 Michelle Drive 120 Irvine CA 92606 Tel: 213-387-7414 E-mail: pimmsno1@aol.com NAKED JUICE: $1.82BB Bank Debt Trades at 27% Discount ----------------------------------------------------- Participations in a syndicated loan under which Naked Juice LLC is a borrower were trading in the secondary market around 72.7 cents-on-the-dollar during the week ended Friday, January 17, 2025, according to Bloomberg's Evaluated Pricing service data. The $1.82 billion Term loan facility is scheduled to mature on January 24, 2029. The amount is fully drawn and outstanding. Naked Juice LLC is the entity resulting from a spin-off from PepsiCo, with PAI Partners owning 61% and Pepsi retaining a 39% stake. Naked Juice, LLC owns the Tropicana, Naked Juice, KeVita and other select juice brands. NAKED JUICE: $450MM Bank Debt Trades at 64% Discount ---------------------------------------------------- Participations in a syndicated loan under which Naked Juice LLC is a borrower were trading in the secondary market around 35.7 cents-on-the-dollar during the week ended Friday, January 17, 2025, according to Bloomberg's Evaluated Pricing service data. The $450 million Term loan facility is scheduled to mature on January 24, 2030. The amount is fully drawn and outstanding. Naked Juice LLC is the entity resulting from a spin-off from PepsiCo, with PAI Partners owning 61% and Pepsi retaining a 39% stake. Naked Juice, LLC owns the Tropicana, Naked Juice, KeVita and other select juice brands. NAYA BIOSCIENCE: Prices $9.5 Million Public Offering ---------------------------------------------------- NAYA Biosciences announced on January 13, 2025, the pricing of a public offering of an aggregate of 13,615,171 units at a public offering price of $0.70 per unit. Each unit consists of one share of common stock (or pre-funded warrant in lieu thereof) and one warrant to purchase one share of common stock. The warrants will have an exercise price of $0.70 per share, will be exercisable immediately upon issuance, and will expire on the five year anniversary of the original issuance date. The shares of common stock (or pre-funded warrants) and the warrants comprising the units are immediately separable and will be issued separately in this offering. The closing of the offering was expected to occur on or about Jan. 14, 2025, subject to the satisfaction of customary closing conditions. Maxim Group LLC is acting as the lead placement agent for the offering. Brookline Capital Markets, a division of Arcadia Securities, LLC, is acting as co-placement agent for the offering. The gross proceeds from the offering, before deducting placement agent's fees and other offering expenses, are expected to be approximately $9.5 million. The Company intends to use the net proceeds from this offering for the following purposes: to fund an installment towards the purchase price of the Wisconsin Fertility Institute; to redeem 4,000 shares of its Series C-2 preferred stock with a stated value of $4,000,000; to satisfy outstanding debt obligations that are, or will become payable upon completion of the offering, and that the Company does not restructure or refinance; and the remaining proceeds will be used for clinical trials, product development, marketing, strengthening the corporate management team, working capital, general corporate purposes, and potential acquisitions of complementary businesses, technologies, or other assets. The securities described above are being offered pursuant to a registration statement on Form S-1, as amended (File No. 333-283872), which was declared effective by the Securities and Exchange Commission on Jan. 13, 2025. The offering is being made only by means of a prospectus which forms a part of the effective registration statement. A preliminary prospectus relating to the offering has been filed with the SEC. Electronic copies of the final prospectus, when available, may be obtained on the SEC's website at www.sec.gov and may also be obtained by contacting Maxim Group LLC at 300 Park Avenue, 16th Floor, New York, NY 10022, Attention: Prospectus Department, or by telephone at (212) 895-3745 or by email at syndicate@maximgrp.com. About Naya Headquartered in Sarasota, FL, NAYA Biosciences, Inc. (formerly known as INVO Bioscience, Inc.) is a life science portfolio company dedicated to bringing breakthrough treatments to patients in oncology, autoimmune diseases, and women's health. The Company's proven hub & spoke model harnesses the shared resources of a parent company and agility of lean strategic franchises, enabling efficient acquisition, development, and partnering of assets and allowing for optimized return on investment by combining scalable, profitable commercial revenues with the upside of innovative clinical-stage therapeutics. The Woodlands, TX-based M&K CPAS, PLLC, the Company's auditor since 2019, issued a "going concern" qualification in its report dated April 16, 2024, citing that the Company has suffered net losses from operations and has a net capital deficiency, which raises substantial doubt about its ability to continue as a going concern. NEUROONE MEDICAL: Faces Nasdaq Delisting Over Low Stock Price ------------------------------------------------------------- NeuroOne Medical Technologies Corporation reported in a Form 8-K filed with the Securities and Exchange Commission that on Jan. 8, 2025, the Company received a letter from the Staff of the Listing Qualifications Department of the Nasdaq Stock Market, indicating the Company's continued non-compliance with the Minimum Bid Price Requirement. The letter further informed the Company that the Company's common stock would be delisted from The Nasdaq Capital Market unless the Company appeals the Staff's delisting determination by requesting a hearing before the Nasdaq Hearings Panel. The Company's request for a hearing will stay any further delisting action by the Staff pending the ultimate outcome of the hearing. The Company's common stock will remain listed and eligible for trading on Nasdaq at least pending the ultimate conclusion of the hearing process. The Company intends to timely request a hearing before the Panel to appeal the determination by the Staff, and to present its plan to regain and sustain compliance with the Minimum Bid Price Requirement. There can be no assurance that the Company will ultimately regain compliance and remain listed on Nasdaq. On July 11, 2024, NeuroOne Medical received a letter from Nasdaq notifying the Company that, because the closing bid price for its common stock had been below $1.00 per share for 30 consecutive trading days, it was not compliant with Nasdaq Marketplace Rule 5550(a)(2). In accordance with Nasdaq Marketplace Rule 5810(c)(3)(A), the Company had a period of 180 calendar days from July 11, 2024, or until Jan. 7, 2025, to regain compliance with the Minimum Bid Price Requirement. About NeuroOne Medical Technologies Headquartered in Eden Prairie, MN, NeuroOne Medical Technologies Corporation -- nmtc1.com -- is a medical technology company focused on (i) diagnostic, ablation and deep brain stimulation technology for brain related conditions such as epilepsy and Parkinson's disease; (ii) ablation and stimulation for pain management throughout the body; and (iii) drug delivery including diagnostic and stimulation capabilities. Minneapolis, Minnesota-based Baker Tilly US, LLP, the Company's auditor since 2021, issued a "going concern" qualification in its report dated Dec. 17, 2024, citing that the Company had recurring losses from operations and 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. NEW DIRECTION: Seeks to Tap Joyce Lindauer as Bankruptcy Counsel ---------------------------------------------------------------- New Direction Home Health Care of DFW Inc. seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas to hire Joyce W. Lindauer Attorney, PLLC to serve as legal counsel in its Chapter 11 case. The firm's hourly rates are: Joyce W. Lindauer, Esq. $595 per hour Laurance Boyd $295 per hour Dian Gwinnup $125 per hour Legal Assistants $125 to $250 per hour In addition, the firm will seek reimbursement for out-of-pocket expenses incurred. The firm received a retainer of $16,738 from the Debtor. Joyce Lindauer, Esq., the owner of the law firm, disclosed in a court filing that she is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Joyce W. Lindauer, Esq. Joyce W. Lindauer Attorney, PLLC 1412 Main Street, Suite 500 Dallas, TX 75202 Tel: (972) 503-4033 Fax: (972) 503-4034 Email: joyce@joycelindauer.com About New Direction Home Health Care of DFW New Direction Home Health Care of DFW, Inc. provides personalized and compassionate home health care services. New Direction sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Texas Case No. 24-44654) on December 17, 2024, with $50,001 to $100,000 in assets and $500,001 to $1 million in liabilities. Chiketa Kelly Williams, administrator, signed the petition. Judge Mark X. Mullin oversees the case. Joyce W. Lindauer, Esq., at Joyce W. Lindauer Attorney, PLLC represents the Debtor as bankruptcy counsel. NEWPORT VENTURES: Court Extends Use of Cash Collateral to Jan. 31 ----------------------------------------------------------------- Newport Ventures, LLC received interim approval from the U.S. Bankruptcy Court for the Central District of California, Santa Ana Division, to use cash collateral until Jan. 31, marking the third extension since the company's Chapter 11 filing. The court previously issued an interim order, allowing the company to access cash collateral until Jan. 14 only. The third interim order authorized the company to use cash collateral to pay the expenses set forth in its budget, plus an amount not to exceed 10% for each line item. Auxilior Capital Partners, Inc., as agent for NBH Bank, will be provided with adequate protection in the form of a post-petition lien on the cash collateral to the same extent and with the same validity and priority as its pre-bankruptcy lien. As additional protection, the secured lender will receive a monthly payment of $94,041.67. Auxilior and NBH Bank can be reached through their counsel: Lisa M. Peters, Esq. Kutak Rock, LLP 1650 Farnam Street Omaha, NE 68102 Telephone: 402.346.6000 Facsimile: 402.346.1148 Email: lisa.peters@kutakrock.com About Newport Ventures Newport Ventures, LLC, a company in Orange, Calif., owns and operates a restaurant. Newport Ventures filed Chapter 11 petition (Bankr. C.D. Calif. Case No. 24-12738) on October 26, 2024, with $10 million and $50 million in both assets and liabilities. Shahvand Aryana, principal of Newport Ventures, signed the petition. Judge Theodor Albert oversees the case. The Debtor is represented by Steven M. Kries, Esq. The U.S. Trustee for Region 16 appointed an official committee to represent unsecured creditors in the Debtor's Chapter 11 case. NORTHERN LIGHT: Moody's Alters Outlook on 'Ba3' Rating to Negative ------------------------------------------------------------------ Moody's Ratings has confirmed Northern Light Health's (NLH) (ME) Ba3 rating. The outlook has been revised to negative from ratings under review. This action concludes Moody's rating review for possible downgrade that was initiated on October 8, 2024. NLH had approximately $630 million of debt outstanding at fiscal year-end 2024. The confirmation of the Ba3 rating reflects a recent sizable payment from the state and early indications of performance improvement, which will help slow the pace of further declines in liquidity. Also, while NLH is still negotiating a waiver following a covenant breach on its bank line, there is sufficient liquidity to repay the line if needed. RATINGS RATIONALE The Ba3 rating reflects NLH's very weak financial performance, with significant challenges reversing cashflow losses and stemming further declines in already low liquidity. Labor costs are particularly challenging at NLH's rural locations and the flagship, where continued agency usage and wage increases from union nurses have driven up expenses. Repaying a large advance from Optum and possibly bank line draws, along with operational challenges, could reduce liquidity despite potential FEMA grants and accelerated Medicaid payments. Favorably, NLH has a dominant market position over a broad geography and has limited competition. Positive operating cash flow in the first quarter of fiscal 2025 is an early indication of improving operating performance. RATING OUTLOOK The negative outlook reflects the risk of further declines in liquidity as well as challenges related to the slow pace of operating performance improvement. FACTORS THAT COULD LEAD TO AN UPGRADE OF THE RATINGS -- Material growth in liquidity absent additional debt -- Sustained and material improvement in operating performance FACTORS THAT COULD LEAD TO A DOWNGRADE OF THE RATINGS -- Inability to generate positive operating cash flow in fiscal 2025 -- Decline or projected decline in cash on hand to below 45 days (excluding bank line draws) -- Failure to receive waiver for bank line covenant breach -- Inability to renew bank lines or renewal with unfavorable terms LEGAL SECURITY The bonds are secured by a pledge of gross receipts of the obligated group (represents virtually all system revenue) as well as a mortgage lien on facilities. PROFILE Northern Light Health is comprised of 10 hospitals located across Maine, including the flagship Eastern Maine Medical Center in Bangor. The system employs a large number of physicians and has the largest geographic footprint in the state. METHODOLOGY The principal methodology used in these ratings was Not-for-profit Healthcare published in October 2024. NORTHSTARR BUILDERS: Hires George E. Jacobs as Legal Counsel ------------------------------------------------------------ Northstarr Builders, LLC received approval from the U.S. Bankruptcy Court for the Eastern District of Michigan to hire eorge E. Jacobs, Esq. of Bankruptcy Law Offices as counsel. The attorney will provide these services: a. give the LLC legal advice with respect to its rights and duties in connection with this Chapter 11 proceeding; and b. perform all other legal services which may be necessary. George E. Jacobs, Esq. will be paid at $350 per hour. The firm was paid a retainer in the amount of $7,500 and will also be reimbursed for reasonable out-of-pocket expenses incurred. George E. Jacobs, Esq., a partner at Bankruptcy Law Offices, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: George E. Jacobs, Esq. Bankruptcy Law Offices 2425 S. Linden Rd., Ste. C Flint, MI 48532 Tel: (810) 720-4333 Email: George@bklawoffice.com About Northstarr Builders Northstarr Builders, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Mich. Case No. 24-32419) on December 23, 2024, with up to $100,000 in assets and up to $1 million in liabilities. Marty Johnson, company owner, signed the petition. Judge Joel D. Applebaum represents the Debtor as legal counsel. The Debtor is represented by George E. Jacobs, Esq. at Bankruptcy Law Office. NOVABAY PHARMACEUTICALS: Poplar Point Holds 7.7% Equity Stake ------------------------------------------------------------- Poplar Point Capital Management LLC, Poplar Point Capital Partners LP, Poplar Point Capital GP LLC, and Jad Fakhry disclosed in a Schedule 13G filing with the U.S. Securities and Exchange Commission that as of December 31, 2024, they beneficially own 378,297 shares of NovaBay Pharmaceuticals, Inc.'s common stock, representing 7.7% of the Company's 4,885,693 shares of stock outstanding as of November 4, 2024. PPCM is the investment manager for PPCP. PPCGP is the general partner of PPCP. Mr. Fakhry is the manager of, and owns a controlling interest in, PPCM and PPCGP. PPCP directly owns 378,297 shares of Common Stock of the Company, and each of PPCM, PPCGP and Mr. Fakhry may be deemed to beneficially own the Shares based on the ownership and control structure. About Novabay Headquartered in Emeryville, California, NovaBay Pharmaceuticals, Inc. -- http://www.novabay.com/-- develops and sells scientifically created and clinically proven eyecare and skincare products. The Company's leading product, Avenova Antimicrobial Lid and Lash Solution, or Avenova Spray, is proven in laboratory testing to have broad antimicrobial properties as it removes foreign material, including microorganisms and debris, from the skin around the eye, including the eyelid. San Francisco, California-based WithumSmith+Brown, PC, the Company's auditor since 2010, issued a "going concern" qualification in its report dated March 26, 2024, citing that the Company has sustained operating losses for the majority of its corporate history and expects that its 2024 expenses will exceed its 2024 revenues, as the Company continues to invest in its commercialization efforts. Additionally, the Company expects to continue incurring operating losses and negative cash flows until revenues reach a level sufficient to support ongoing growth and operations. Accordingly, the Company has determined that its planned operations raise substantial doubt about its ability to continue as a going concern. As of September 30, 2024, NovaBay Pharmaceuticals had $3.9 million in total assets, $2.8 million in total liabilities, and $1.1 in total stockholders' equity. OLYMPIA INVESTMENTS: Taps Olympia Investments as Broker ------------------------------------------------------- Olympia Investments, Inc. and Tsintolas Investments, Inc. seek approval from the U.S. Bankruptcy Court for the District of Columbia to employ Marcus & Millichap Real Estate Investment Services of North Carolina, Inc. as their broker. The firm will market and sell these properties: -- 810 Kennedy Street, NW, Washington DC 20011 (14 units); -- 829 Rock Creek Church Road, NW, Washington, DC 20010 (6 units); -- 1010 G Street, NE, Washington, DC 20002 (14 units); -- 1521 E Street, SE, Washington, DC 20003 (6 units); -- 5400 7th Street, NW, Washington, DC 20011 (22 units); -- 3901 53rd Street, Bladensburg, MD 20710 (28 units); -- 8212 Flower Avenue, Takoma Park, MD (20 units); -- 4020 - 4040 Livingston Road, SE, Washington, DC 20032. The firm will be paid at 2.50 percent of the sale price of each Property. As disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: John M. Zupancic III Marcus & Millichap Real Estate Investment Services of North Carolina, Inc. 7200 Wisconsin Ave, Suite 1101 Bethesda, MD 20814 Office: (202) 536-3700 Email: marty.zupancic@marcusmillichap.com About Olympia Investments, Inc. Olympia Investments, Inc., is primarily engaged in renting and leasing real estate properties. Olympia Investments, Inc. filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Col. Case No. 24-00158) on May 7, 2024, listing $10 million to $50 million in assets and $1 million to $10 million in liabilities. The petition was signed by Efstratios Tsintolas as president. Stephen A. Metz, Esq. at OFFIT KURMAN, P.A. represents the Debtor as counsel. OPTIV PARENT: $650MM Bank Debt Trades at 19% Discount ----------------------------------------------------- Participations in a syndicated loan under which Optiv Parent Inc is a borrower were trading in the secondary market around 81.2 cents-on-the-dollar during the week ended Friday, January 17, 2025, according to Bloomberg's Evaluated Pricing service data. The $650 million Term loan facility is scheduled to mature on August 3, 2026. The amount is fully drawn and outstanding. Optiv Parent Inc, provides computer data security solutions. The Company offers program development, enterprise risk management, cloud security, training, implementation, and malware re-mediation services. Optiv Parent serves customers worldwide. OYA RENEWABLES: Seeks to Hire Ordinary Course Professionals ----------------------------------------------------------- OYA Renewables Development LLC and its affiliates seek approval from the U.S. Bankruptcy Court for the District of Delaware to retain professionals utilized in the ordinary course of business. These OCPs have provided legal, technical, accounting, consulting, and/or other related services to the Debtors, upon which they rely on to manage their day-to-day operations. The Debtors seek to pay OCPs 100 percent of the fees and expenses incurred. The Debtors do not believe that any of the OCPs have an interest materially adverse to them, their estates, creditors, or other parties in interest in connection with the matter upon which they are to be engaged. The OCPs include: RSM US LLP 400 Locust Street, Suite 640 Des Moines, IA 50309-2354 -- Tax Return Services About OYA Renewables OYA Renewables Development LLC own a portfolio of operating solar projects and projects in various stages of development in North America. OYA also deliver distributed energy and smart long-term renewable energy solutions to local communities. OYA Renewables and seven its affiliates filed for bankruptcy protection (Bankr. D. Del., Lead Case No. 24-12574) on November 6, 2024. In petition signed by John Shepherd as chief restructuring officer, the Debtors reported $100 million to $500 million in estimated assets and liabilities. The Hon. Karen B. Owens presides over the cases. Young Conway Stargatt & Taylor LLP serves the Debtors' local bankruptcy counsel and Sisley Austin LLP serves as the general bankruptcy counsel. Ankara Consulting Group, LLC acts as financial advisor to the Debtors, while Agenis Capital Advisors and SenahillAdvisors LLC act as investment bankers to the Debtors. Kroll Restructuring Administration LLC is the Debtors' notice and claims agent. OYA Renewables Development LLC own a portfolio of operating solar projects and projects in various stages of development in North America. OYA also deliver distributed energy and smart long-term renewable energy solutions to local communities. OYA Renewables and seven its affiliates filed for bankruptcy protection (Bankr. D. Del., Lead Case No. 24-12574) on November 6, 2024. In petition signed by John Shepherd as chief restructuring officer, the Debtors reported $100 million to $500 million in estimated assets and liabilities. The Hon. Karen B. Owens presides over the cases. Young Conway Stargatt & Taylor LLP serves the Debtors' local bankruptcy counsel and Sisley Austin LLP serves as the general bankruptcy counsel. Ankara Consulting Group, LLC acts as financial advisor to the Debtors, while Agenis Capital Advisors and Senahill Advisors LLC act as investment bankers to the Debtors. Kroll Restructuring Administration LLC is the Debtors' notice and claims agent. PEACHY ATHLETIC: Court OKs Continued Use of Cash Collateral ----------------------------------------------------------- Peachy Athletic, LLC received approval from the U.S. Bankruptcy Court for the Middle District of Florida to use cash collateral on an interim basis pending a further hearing to be held on Feb. 6. The interim order signed by Judge Roberta Colton approved the use of cash collateral to pay the operating expenses set forth in the company's budget, plus an amount not to exceed 10% for each line item. The four-week budget shows total projected expenses of $25,976. The U.S. Small Business Administration and other creditors with a security interest in cash collateral were granted a post-petition lien on the collateral to the same extent and with the same validity and priority as their pre-bankruptcy liens. As additional protection, Peachy Athletic was ordered to maintain insurance coverage for its property in accordance with the obligations under applicable loan and security documents with the SBA. About Peachy Athletic Peachy Athletic, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-06501) on November 1, 2024, with $100,001 to $500,000 in assets and $100,001 to $500,000 in liabilities. Judge Roberta A. Colton oversees the case. The Debtor is represented by: Scott A. Stichter, Esq. Stichter, Riedel, Blain & Postler, P.A. 110 E. Madison St., Suite 200 Tampa, FL 33602 Phone: (813) 229-0144 Email: sstichter.ecf@srbp.com PEEK LLC: Seeks to Hire Walton Law Group as Bankruptcy Counsel -------------------------------------------------------------- Peek, LLC seeks approval from the U.S. Bankruptcy Court for the District of Colombia to hire Walton Law Group, LLC as counsel. The firm will render these services: (a) prepare and file all necessary bankruptcy pleadings on behalf of the Debtor; (b) negotiate with secured creditors regarding post-petition payments and a Chapter 11 Plan; (c) represent with respect to adversary and other proceedings in connection with the bankruptcy; (d) prepare the Debtor's status reports, disclosure statement, and plan of reorganization; (e) prepare and respond to any and all necessary pleadings and requests from the court, trustee, creditors, and any other interested party; and (f) advise the Debtor with respect to powers and duties as a debtor in continued and future financial affairs. The hourly rates of the firm's counsel and staff are as follows: Charles E. Walton $375 Senior Associates $325 Junior Associates $250 Paralegal $175 Financial Analysis $100 Charles Walton, Esq., an attorney at Walton Law Group, disclosed in a court filing that the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Charles E. Walton, Esq. Walton Law Group, LLC 10905 Fort Washington Road, Suite 201 Fort Washington, MD 20744 Telephone: (301) 233-0607 Facsimile: (202) 595-9121 Email: cwalton@cwaltonlaw.com About Peek, LLC Peek, LLC sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. D.C. Case No. 24-00415) on Dec. 4, 2024, listing $500,001 to $1 million in both assets and liabilities. Judge Elizabeth L Gunn presides over the case. Charles Earl Walton, Esq. at Law Office Of Charles E. Walton represents the Debtor as counsel. PH BEAUTY: S&P Ups ICR to 'B-' on Proposed Maturity Extensions -------------------------------------------------------------- S&P Global Ratings raised its issuer credit rating to 'B-' from 'CCC' on U.S.-based pH Beauty Holdings I Inc. and revised the outlook to stable from negative. At the same time, S&P assigned its 'B-' issue-level rating with a '3' recovery rating to the proposed $425 million first-lien term loan due September 2027. The stable outlook reflects S&P's expectation that in the next 12 months the company will modestly grow revenue and EBITDA and generate free operating cash flow (FOCF) above $20 million. The proposed transaction will address the company's upcoming debt maturities and improve its liquidity position, assuming it closes later this month. The proposed transaction is an overall credit positive despite leverage rising since it will push out maturities of both the revolver and first-lien term loan to 2027 from 2025. S&P said, "That said, we also note the company is raising $152 million incremental first-lien term loan to fund a $96 million shareholder dividend and repay the existing second-lien term loan. We estimate S&P Global Rating-adjusted debt to EBITDA will increase to 5.5x pro forma for the transaction from 4.2x for the last 12 months ended Sept. 30, 2024." S&P said, "While we do not incorporate the proposed transaction into our existing liquidity assessment (which remains "weak") since the deal is not fully underwritten, the transaction will ultimately improve the company's liquidity assessment to "adequate" if closed on the terms provided to us. Pro forma for the transaction, the company has about $30 million of total liquidity, including $14 million of pro forma cash and full availability on the $15 million revolver. "The company's operating performance has exceeded our prior expectation for 2024. "The company has outperformed our expectations despite pressure on consumer discretionary income. Revenue for the last 12 months ended Sept. 30, 2024, increased 17.5% year over year, mainly due to brand Byoma's expanded door count and increased distribution. "In the same period, S&P Global Ratings-adjusted EBITDA more than 50% due to revenue growth, cost savings, and favorable mix shift toward higher margin brands. Our base-case projection assumes a successful refinancing, and we expect revenue will increase by low-single-digit percent in 2025 as demand normalizes. We forecast EBITDA margin will modestly expand as cost savings will be partially offset by increased marketing investment. As a result, we expect pH Beauty will improve S&P Global Ratings-adjusted leverage to 4.8x by the end of 2025 from 5.5x at the close of the transaction and generate annual FOCF of over $20 million in 2025. "The stable outlook reflects our expectation that in the next 12 months the company will modestly grow revenue and EBITDA and generate FOCF above $20 million." S&P could lower its ratings if the company does not complete the proposed refinancing; or subsequent to this, its capital structure becomes unsustainable and EBITDA interest coverage falls below 1.5x. This could occur if: -- The company's performance deteriorated following the divestiture of its high-growth brand, the loss of a major customer, weaker-than-expected demand for its products, or intensifying competition in the industry that erodes its market share; -- The company does not generate positive FOCF because its products fall out of favor, potentially leading to an unsustainable capital structure. -- The company adopts more aggressive financial policies, including debt-financed dividends or large acquisitions. S&P could raise its ratings if the company has a viable capital structure in the long term, and the company continued to improve its performance as it projects, such that EBITDA interest coverage sustains above 2x and the company generates consistent positive FOCF of at least $20 million. This could happen if: -- The company further pushes out maturities and has a viable capital structure in the long term; -- The company's business momentum continues, due to expanded door count and increased distribution of Byoma; and -- The company's cost-savings initiatives take hold, leading to improving EBITDA margin. POWER CITY: Seeks to Use Cash Collateral ---------------------------------------- Power City Technologies, LLC asked the U.S. Bankruptcy Court for the Southern District of Texas, Galveston Division, for authority to use cash collateral. The company requires the use of cash collateral to fund its payroll, maintain its Estate and pay professionals. The parties that assert an interest in the company's cash collateral are Fundthrough USA, Inc., Capybara Capital, LLC, Five Lakes Financial, Leaf Capital Funding, CT Corporation Systems, and Maddox Industrial Transformer LLC. As adequate protection, Power City Technologies will provide the secured creditors replacement liens equivalent to the secured creditors' pre-bankruptcy liens. However, such shall not have the effect of constituting a final order or finding as to the validity of the pre-bankruptcy or post-petition liens of the secured creditors. Power City Technologies also proposed to provide monthly adequate protection payments. A copy of the motion is available at https://urlcurt.com/u?l=IcuRZb from PacerMonitor.com. About Power City Technologies Power City Technologies, LLC is a Texas Limited Liability Company that focuses on Field Service industrial machinery repair and conditional monitoring systems in the Houston and Galveston area. It works with Oil & Gas, Automotive, Food and Beverage and other manufacturing companies. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 24-80390) on December 30, 2024. In the petition signed by Paul Hopkins, managing member, the Debtor disclosed up to $50,000 in assets and up to $500,000 in liabilities. Gabe Perez, Esq., at Zendeh Del & Associates, PLLC, represents the Debtor as legal counsel. PREDICTIVE ONCOLOGY: 3 of 4 Proposals Approved at Annual Meeting ---------------------------------------------------------------- Predictive Oncology Inc. disclosed in a Form 8-K filed with the Securities and Exchange Commission that it held its Annual Meeting of Stockholders on Dec. 30, 2024, at which the stockholders: (1) elected Raymond F. Vennare and Veena Rao, Ph.D., as Class III directors, each to serve for a three-year term that expires at the annual meeting of stockholders to be held in 2027 or until such director's successor has been duly elected or appointed and qualified, or until their earlier resignation or removal; (2) ratified the appointment of KPMG LLP as the Company's independent auditor for 2024; (3) approved the 2024 Equity Incentive Plan; and (4) did not approve, on an advisory basis, the compensation of the Company's named executive officers. About Predictive Oncology Headquartered in Pittsburgh, Pennsylvania, Predictive Oncology Inc. is a knowledge and science-driven company that applies artificial intelligence to support the discovery and development of optimal cancer therapies, which can ultimately lead to more effective treatments and improved patient outcomes. The Company uses AI and a proprietary biobank of 150,000+ tumor samples, categorized by tumor type, to provide actionable insights about drug compounds to improve the drug discovery process and increase the probability of drug compound success. The Company offers a suite of solutions for oncology drug development from early discovery to clinical trials. Minneapolis, Minnesota-based BDO USA, P.C., the Company's auditor since 2023, issued a "going concern" qualification in its report dated March 28, 2024, citing that the Company has suffered recurring losses from operations and has an accumulated deficit that raises substantial doubt about its ability to continue as a going concern. PRETIUM PKG: $1.25BB Bank Debt Trades at 22% Discount ----------------------------------------------------- Participations in a syndicated loan under which Pretium PKG Holdings Inc is a borrower were trading in the secondary market around 78.1 cents-on-the-dollar during the week ended Friday, January 17, 2025, according to Bloomberg's Evaluated Pricing service data. The $1.25 billion Term loan facility is scheduled to mature on October 2, 2028. The amount is fully drawn and outstanding. Pretium PKG Holdings, Inc. is a manufacturer of rigid plastic containers for variety of end markets, including food and beverage, chemicals, healthcare, wellness and personal care. Pretium PKG Holdings, Inc. is a portfolio company of Clearlake since January 2020. PRETIUM PKG: $350MM Bank Debt Trades at 68% Discount ---------------------------------------------------- Participations in a syndicated loan under which Pretium PKG Holdings Inc is a borrower were trading in the secondary market around 32.2 cents-on-the-dollar during the week ended Friday, January 17, 2025, according to Bloomberg's Evaluated Pricing service data. The $350 million Term loan facility is scheduled to mature on October 1, 2029. The amount is fully drawn and outstanding. Pretium PKG Holdings, Inc. is a manufacturer of rigid plastic containers for variety of end markets, including food and beverage, chemicals, healthcare, wellness and personal care. Pretium PKG Holdings, Inc. is a portfolio company of Clearlake since January 2020. R & R INDUSTRIES: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: R & R Industries, Inc. 500 Carswell Avenue Daytona Beach, FL 32117 Chapter 11 Petition Date: January 17, 2025 Court: United States Bankruptcy Court Middle District of Florida Case No.: 25-00298 Judge: Hon. Lori V Vaughan Debtor's Counsel: Scott W. Spradley, Esq. THE LAW OFFICES OF SCOTT W. SPRADLEY P.O. Box 1 301 S. Central Avenue Flagler Beach, FL 32136 Tel: 386-693-4935 Email: scott@flaglerbeachlaw.com Estimated Assets: $500,000 to $1 million Estimated Liabilities: $1 million to $10 million The petition was signed by Larry T. Beasley II as president. A full-text copy of the petition, which includes a list of the Debtor's 20 largest unsecured creditors, is available for free on PacerMonitor at: https://www.pacermonitor.com/view/WKZRSRI/R__R_Industries_Inc__flmbke-25-00298__0001.0.pdf?mcid=tGE4TAMA RELIABLE GENERAL: Seeks to Hire Calaiaro Valencik as Legal Counsel ------------------------------------------------------------------ Reliable General Contractor LLC seeks approval from the U.S. Bankruptcy Court for the Western District of Pennsylvania to hire Calaiaro Valencik as legal counsel. The firm will render these services: (a) prepare bankruptcy petition and attend the meeting of creditors; (b) represent the Debtor in relation to negotiating an agreement on cash collateral; (c) represent the Debtor in relation to acceptance or rejection of executory contracts; (d) advise the Debtor regarding its rights and obligations during the Chapter 11 case; (e) represent the Debtor in relation to any motions to convert or dismiss this Chapter 11 case; (f) represent the Debtor in relation to any motions for relief from stay filed by any creditors; (g) prepare the Plan of Reorganization; (h) prepare any objection to claims in the Chapter 11 case; and (i) otherwise, represent the Debtor in general. The firm will be paid at these hourly rates: Donald Calaiaro, Partner $450 David Valencik, Partner $375 Andrew Pratt, Partner $325 Paralegals $100 In addition, the firm will seek reimbursement for expenses incurred. Prior to the petition date, Calaiaro Valencik received a total payments of $6,738. Mr. Calaiaro disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Donald R. Calaiaro, Esq. Calaiaro Valencik 555 Grant Street, Suite 300 Pittsburgh, PA 15219 Telephone: (412) 232-0930 Facsimile: (412) 232-3858 Telephone: dcalaiaro@c-vlaw.com About Reliable General Contractor LLC Reliable General Contractor LLC is a trusted exterior remodeler in Western Pennsylvania. Reliable General Contractor LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Pa. Case No.24-23106) on December 23, 2024. In its petition, the Debtor reports estimated assets up to $50,000 and estimated liabilities between $100,000 and $500,000. The Debtor is represented by Donald R. Calaiaro, Esq. at Calaiaro Valencik. SASSY MEDCHILL: Unsecureds Will Get 4.61% of Claims over 3 Years ---------------------------------------------------------------- Sassy Medchill LLC filed with the U.S. Bankruptcy Court for the Eastern District of Texas a Plan of Reorganization dated January 14, 2025. The Debtor started operations in January 2019. The Debtor operates a luxury hair extension salon business. The Debtor's owner, Sassy Medchill, was diagnosed with Cancer last year, which caused her to step away from the business. Because she was a primary owner/operator, the revenue dropped significantly while she fought for her life. While in recovery, the Debtor attempted to continue with its debt payments, but the now-reduced annual revenue was incapable of sustaining its existing debt obligations. Accordingly, the Debtor filed for Chapter 11 reorganization to restructure the business debt. The Debtor has made changes to minimizes expenses moving forward, including moving to a smaller/less expensive rental space. 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 three years, nothing prevents Debtor from prepaying its claims. Class 5 consists of Allowed Unsecured Claims. All allowed unsecured creditors shall receive a pro rata distribution at zero percent per annum over the next three years beginning 30 days after the effective date of the plan monthly. Debtor will distribute $14,500.00 to the general allowed unsecured creditor pool over the 3-year term of the plan. The Debtor will make quarterly payments as to the Class 5 Claimants. The Debtor's General Allowed Unsecured Claimants will receive 4.61% of their allowed claims under this plan. The allowed unsecured claims total $314,496.75. This Class is impaired. Class 6 consists of Equity Interest Holders (Current Owner). The current owner will receive no payments under the Plan; however, they will be allowed to retain their ownership in the Debtor. Class 6 Claimants are not impaired under the Plan. The Debtor anticipates the continued operations of the business to fund the Plan. A full-text copy of the Plan of Reorganization dated January 14, 2025 is available at https://urlcurt.com/u?l=AqANyz from PacerMonitor.com at no charge. Counsel to the Debtor: Robert C. Lane, Esq. Joshua D. Gordon, Esq. A. Zachary Casas, Esq. The Lane Law Firm, PLLC 6200 Savoy, Suite 1150 Houston, Texas 77036 Telephone: (713) 595-8200 Facsimile: (713) 595-8201 Email: notifications@lanelaw.com joshua.gordon@lanelaw.com zach.casas@lanelaw.com About Sassy Medchill Sassy MedChill, LLC, based in Frisco, Texas, operates as a wellness and medical service provider offering specialized treatments. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Texas Case No. 24-42447), with up to $50,000 in assets and up to $500,000 in liabilities. The Debtor is represented by Robert C. Lane, Esq., at The Lane Law Firm, PLLC. SAY YES OF BIRMINGHAM: John Caraway Named Subchapter V Trustee -------------------------------------------------------------- The U.S. Bankruptcy Administrator for the Northern District of Alabama appointed John Caraway, Jr. as Subchapter V trustee for Say Yes of Birmingham, LLC. The Subchapter V trustee can be reached at: John M. Caraway, Jr. 2107 5th Avenue North, Ste. 301 Birmingham, Alabama 35203 Phone: 205-214-7942 Email: johncarawayecf@outlook.com About Say Yes of Birmingham Say Yes of Birmingham, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ala. Case No. 25-00115) on January 15, 2025, with $100,001 to $500,000 in both assets and liabilities. Judge D. Sims Crawford presides over the case. SCIENTIFIC ENERGY: Centurion ZD Resigns as Independent Accountant ----------------------------------------------------------------- On January 13, 2025, Centurion ZD CPA & Co., the independent registered public accounting firm for Scientific Energy, Inc., resigned from its role as the Company's independent registered public accounting firm in connection with its intention to withdraw from registration with Public Company Accounting Oversight Board, according to the Form 8-K filing with the U.S. Securities and Exchange Commission. The Board of Directors of the Company did not participate in Centurion ZD's decision to resign. The reports of Centurion ZD on the Company's financial statements as of and for the two most recent fiscal years ended December 31, 2023 and December 31, 2022, did not contain an adverse opinion or a disclaimer of opinion, nor were such reports qualified or modified as to uncertainty, audit scope or accounting principles. During the Company's two most recent fiscal years ended December 31, 2023 and December 31, 2022, and the subsequent interim period through Centurion ZD's resignation, there were no "disagreements" between the Company and Centurion ZD on any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure, which disagreements, if not resolved to the satisfaction of Centurion ZD, would have caused Centurion ZD to make reference to the subject matter of the disagreements in connection with its reports on financial statements of the Company for such years. During this same period, there were no "reportable events." Engagement of new independent registered public accounting firm The Company has engaged AOGB CPA Limited as the independent registered public accounting firm for the Company, effective January 13, 2025. The Board of Directors of the Company approved the engagement of AOBG. During the Company's two most recent fiscal years (ended December 31, 2023 and December 31, 2022) and the subsequent interim period prior to the engagement of AOBG, neither the Company, nor anyone on the Company's behalf consulted with AOBG regarding either: (1) the application of accounting principles to any specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Company's financial statements; or (2) any matter that was either the subject of a disagreement. About Scientific Energy Scientific Energy, Inc. is a mobile platform of ordering and delivery services for restaurants or other merchants in Macau. The Company's businesses are built on its platform, Aomi App. The Platform connects restaurants/merchants with consumers and delivery riders. The Platform is created to serve the needs of these three key areas and to become more intelligent and efficient with every customer order. Hong Kong-based Centurion ZD CPA & Co, the Company's auditor since 2014, issued a "going concern" qualification in its report dated April 16, 2024, citing that the Company has suffered recurring losses from operations and has a net capital deficiency that raise substantial doubt about its ability to continue as a going concern. SCORPIUS HOLDINGS: To Implement 1-for-20 Reverse Stock Split ------------------------------------------------------------ Scorpius Holdings, Inc., announced on January 16, 2025, that the Company's Board of Directors approved a 1-for-20 reverse stock split of the Company's common stock, to increase the selling price of the Company's Common Stock in order to maintain compliance with the requirements and policies of the NYSE American. The Reverse Stock Split will take legal effect at 12:01 A.M. Eastern Time on Jan. 21, 2025, and the Company's Common Stock will open for trading on the NYSE American on Jan. 21, 2025, on a post-split basis, under the existing ticker symbol "SCPX" but with a new CUSIP number 42237K607. At Scorpius' Special Meeting of Stockholders held on Jan. 16, 2025, the Company's stockholders approved a proposal to amend the Company's certificate of incorporation to effect a reverse stock split of its Common Stock at a ratio of between 1-for-5 to 1-for-35, with the ratio within such range to be determined at the discretion of the Company's Board. Following the Special Meeting, the Board approved a final split ratio of 1-for-20. Following the Reverse Stock Split, the ownership percentage of each stockholder will remain unchanged, other than with respect to fractional shares. No fractional shares will be issued in connection with the Reverse Stock Split. In lieu of fractional shares, any person who would otherwise be entitled to a fractional share of Common Stock as a result of the Reverse Stock Split will receive a cash payment equal to the number of fractional shares that would otherwise have been issued multiplied by the average closing sales price of the Common Stock as reported on the NYSE American LLC for the ten days prior to the effective date of the Reverse Stock Split. About Scorpius Holdings Headquartered in Morrisville, NC, Scorpius Holdings, Inc. -- http://www.scorpiusbiologics.com-- is an integrated contract development and manufacturing organization (CDMO) focused on rapidly advancing biologic programs to the clinic and beyond. Scorpius offers a broad array of analytical testing, process development, and manufacturing services to pharmaceutical and biotech companies at its state-of-the-art facilities in San Antonio, TX. With an experienced team and new, purpose-built U.S. facilities, Scorpius is dedicated to transparent collaboration and flexible, high-quality biologics biomanufacturing. Raleigh, North Carolina-based BDO USA, P.C., the Company's auditor since 2012, issued a "going concern" qualification in its report dated April 26, 2024, citing that the Company has suffered recurring losses from operations and has not generated significant revenue or positive cash flows from operations. These factors raise substantial doubt about the Company's ability to continue as a going concern. SEETAL LLC: Case Summary & Six Unsecured Creditors -------------------------------------------------- Debtor: Seetal, LLC 960 Thibideau Ct Sandy Springs, GA 30328 Chapter 11 Petition Date: January 6, 2025 Court: United States Bankruptcy Court Northern District of Georgia Case No.: 25-50151 Debtor's Counsel: John F. Beard III, Esq. BEARD LAW FIRM 6595 Roswell Rd, Ste G-807 Sandy Springs, GA 30328 Tel: 470-277-4044 Email: beardlawfirmga@gmail.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Seetal Patel as manager. A copy of the Debtor's list of six unsecured creditors is available for free on PacerMonitor at: https://www.pacermonitor.com/view/SXFODAY/Seetal_LLC__ganbke-25-50151__0004.0.pdf?mcid=tGE4TAMA A full-text copy of the petition is available for free on PacerMonitor at: https://www.pacermonitor.com/view/4JGCMVI/Seetal_LLC__ganbke-25-50151__0013.0.pdf?mcid=tGE4TAMA SERVE TECH: Gina Klump Named Subchapter V Trustee ------------------------------------------------- The U.S. Trustee for Region 17 appointed Gina Klump, Esq., at the Law Office of Gina R. Klump, as Subchapter V trustee for Serve Tech Global, LLC. Ms. Klump will be paid an hourly fee of $500 for her services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Ms. Klump declared that she is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Gina Klump, Esq. Law Office of Gina R. Klump 11 5th Street, Suite 102 Petaluma, CA 94952 Phone: (707) 778-0111 Email: gklump@klumplaw.net About Serve Tech Global Serve Tech Global, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Calif. Case No. 25-30021) on January 13, 2025, with up to $50,000 in assets and liabilities. Judge Dennis Montali presides over the case. SHELTERING ARMS: Hires Steven D. Pertuz LLC as Bankruptcy Counsel ----------------------------------------------------------------- Sheltering Arms LLC seeks approval from the U.S. Bankruptcy Court for the District of New Jersey to hire The Law Offices of Steven D. Pertuz, LLC, as bankruptcy counsel. The firm will render these services: a. advise the Debtor of its rights and obligations under the Bankruptcy Code, and to represent the Debtor before the Court and other courts on matters relating to the Bankruptcy Case; b. enforce the restraining provisions of 11 U.S.C. Sec. 362; c. represent the Debtor in connection with motions for sale or lease of cash collateral and other property pursuant to 11 U.S.C. Section 363; d. represent the Debtor in connection with motions to assume or reject executory contracts and unexpired leases; e. assist the Debtor determining the extent of its interests in property, to represent the Debtor in disputes over the extent, validity and priority of liens and other interests in such property, and to assist in the Debtor's efforts to recover property; f. represent the Debtor in motions and/or adversary proceeding for avoidance of liens and/or other transfers of property; g. negotiate with various parties to obtain financing, if necessary; h. assist in the Debtor's financial rehabilitation, to assist in the Debtor's development of and proposal of a plans of reorganization or of orderly liquidation, and negotiate with creditors and other parties in interest in connection with such plans; and i. advise the Debtor on other matters which may arise in the Bankruptcy Case requiring legal counseling or representation. Steven D. Pertuz, LLC, will be paid at these hourly rates: Attorneys $385 Law Clerks $90 Steven D. Pertuz, LLC, will also be reimbursed for reasonable out-of-pocket expenses incurred. Steven D. Pertuz, a partner of the Law Offices of Steven D. Pertuz, LLC, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. Steven D. Pertuz, LLC, can be reached at: Steven D. Pertuz, Esq. LAW OFFICES OF STEVEN D. PERTUZ, LLC 111 Northfield Avenue, Suite 304 West Orange, NJ 07052 Tel: (973) 669-8600 Fax: (973) 669-8700 E-mail: pertuzlaw@verizon.net About Sheltering Arms LLC Sheltering Arms LLC is a single asset real estate company, operates from its principal location at 2-8 Broadway in Paterson, New Jersey. Sheltering Arms LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.N.J. Case No. 24-22808) on December 31, 2024. In its petition, the Debtor reports estimated assets up to $50,000 and estimated liabilities between $1 million and $10 million. Steven D. Pertuz, Esq. of Law Offices Of Steven D. Pertuz, LLC represents the Debtor as counsel. SHILOH HOMECARE: Case Summary & 11 Unsecured Creditors ------------------------------------------------------ Debtor: Shiloh Homecare Corporation d/b/a ComForCare Home Care 1561 East Market Street York, PA 17403 Business Description: ComForCare Home Care provides compassionate, personalized in-home care services to support individuals in living their best lives. The company offers a wide range of services including 24/7 care, assistance with daily activities like bathing and grooming, dementia care, and private duty nursing. Chapter 11 Petition Date: January 17, 2025 Court: United States Bankruptcy Court Middle District of Pennsylvania Case No.: 25-00122 Judge: Hon. Henry W Van Eck Debtor's Counsel: Lawrence V. Young, Esq. CGA LAW FIRM 135 North George Street York, PA 17401 Tel: 717-848-4900 Fax: 717-843-9039 Email: lyoung@cgalaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Michael Griffin as president. A full-text copy of the petition, which includes a list of the Debtor's 11 unsecured creditors, is available for free on PacerMonitor at: https://www.pacermonitor.com/view/WOMVTZY/Shiloh_Homecare_Corporation__pambke-25-00122__0001.0.pdf?mcid=tGE4TAMA SHILOH HOMECARE: Seeks Bankruptcy Protection in Pennsylvania ------------------------------------------------------------ On January 17, 2025, Shiloh Homecare Corporation filed Chapter 11 protection in the U.S. Bankruptcy Court for the Middle District of Pennsylvania. According to court filing, the Debtor reports between $1 million and $10 million in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. About Shiloh Homecare Corporation Shiloh Homecare Corporation operating as ComForCare Home Care in York, Pennsylvania, provides in-home healthcare services including personal care, dementia care, and private duty nursing. The company operates from its principal location at 1561 East Market Street in York, serving multiple communities throughout the region. Shiloh Homecare Corporation sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Pa. Case No. 25-00122) on January 17, 2025. In its petition, the Debtor reports estimated assets and liabilities between $1 million and $10 million each. Honorable Bankruptcy Judge Henry W. Van Eck handles the case. The Debtor is represented by: Lawrence V. Young, Esq. CGA Law Firm 135 North George Street York, PA 17401 Phone: 717-848-4900 Fax: 717-843-9039 SIGYN THERAPEUTICS: Board Appoints Michael Ryan as Director ----------------------------------------------------------- Sigyn Therapeutics, Inc., filed a Form 8-K with the Securities and Exchange Commission on Jan. 16, 2025, disclosing that the Company's Board of Directors appointed Michael Ryan as a director. Mr. Ryan will serve in this capacity until the next meeting of stockholders or until his successor has been duly elected and qualified, or until the earlier of his death, resignation or removal. Mr. Ryan is a seasoned executive, entrepreneur and investor within the early-stage technology and life science industry. Mr. Ryan is one of the Founder Directors of Irrus Investments, Ltd., a role he has held since 2011. Irrus Investments is the largest angel investment syndicate in Ireland with an emphasis on life science companies. To date, Irrus has invested over EUR 40 million in 35 early-stage life science and technology companies in Ireland, UK, Sweden and USA. Mr. Ryan previously served as chief executive officer and Board Member of Sedana Medical, from 2011 until shortly before the Company was listed on the Nasdaq-owned First North stock exchange in Stockholm in 2017. Prior to this, he was the main shareholder and chief executive officer of Artema Medical AB, where he helped orchestrate the Company's acquisition by Datascope Corporation. Mr. Ryan holds a B.Eng in Mechanical Engineering and a Masters in Industrial Engineering from University College Dublin. In connection with his appointment, Mr. Ryan was granted the same compensation as the other members of the Company's Board of Directors, namely, (i) an annual payment of $30,000 paid in equal quarterly installments, and (ii) restricted stock units with a grant date fair value of $50,000, or at the discretion of the Directors, options to acquire the same number of shares of common stock, with any equity compensation priced on the average closing prices of the Corporation's common stock for the five trading days preceding and including the date of grant and will vest in equal quarterly installments over one year. About Sigyn Headquartered in San Diego, California, Sigyn Therapeutics, Inc. is a development-stage company that creates blood purification technologies to overcome clearly defined limitations in healthcare. Sigyn Therapy, its lead product candidate, is being advanced to treat life-threatening conditions that are not addressed with market-cleared drug agents. Candidate treatment indications include endotoxemia, sepsis (a leading cause of hospital deaths), community acquired pneumonia (a leading cause of infectious disease deaths), drug-resistant bacterial infections, and emerging pandemic viral threats. Based in New York, Kreit & Chiu CPA LLP, the Company's auditor since 2021, issued a "going concern" qualification in its report dated Feb. 20, 2024, citing the Company's recurring losses from operations, net capital deficiency, and negative cash flows from operating activities, which raise substantial doubt regarding its ability to continue as a going concern. SILVER AIRWAYS: Gets OK to Hire Verita Global as Claims Agent ------------------------------------------------------------- Silver Airways, LLC and Seaborne Virgin Islands, Inc. received approval from the U.S. Bankruptcy Court for the Southern District of Florida to hire Kurtzman Carson Consultants, LLC dba Verita Global ("Verita") as the notice, claims, and solicitation agent. The firm will oversee the distribution of notices and will assist in the maintenance, processing and docketing of proofs of claim filed in the Debtor's Chapter 11 case. The firm will receive an advance payment in amount of $25,000 from the Debtor. Evan Gershbein, an executive vice president at Verita Global, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Evan Gershbein Verita Global 222 N. Pacific Coast Highway, 3rd Floor El Segundo, CA 90245 Telephone: (310) 823-9000 Facsimile: (310) 823-9133 Email: egershbein@kccllc.com About Silver Airways Silver Airways, LLC is a regional U.S. airline operating flights between gateways in Florida, the Southeast and The Bahamas. The Silver Airways fleet is comprised of modern, state of the art aircraft with reliable, fuel-efficient turbo-prop engines. In the summer of 2018, Silver completed the acquisition of Seaborne Airlines, a San Juan, Puerto Rico-based air carrier serving destinations throughout Puerto Rico, the U.S. Virgin Islands, and other countries in the Caribbean. Seaborne provides connections throughout the Caribbean via the carrier's hub in San Juan, while also serving as the most critical link between St. Croix and St. Thomas with the carrier's seaplane operation. Silver Airways and Seaborne Virgin Islands, Inc. filed Chapter 11 petitions (Bankr. S.D. Fla. Lead Case No. 24-23623) on December 30, 2024. At the time of the filing, Silver Airways reported $100 million to $500 million in assets and liabilities while Seaborne reported $1 million to $10 million in assets and liabilities. Judge Peter D. Russin oversees the cases. Brian P. Hall, Esq., at Smith, Gambrell & Russell, LLP is the Debtors' legal counsel. SINCLAIR TELEVISION: $740MM Bank Debt Trades at 15% Discount ------------------------------------------------------------ Participations in a syndicated loan under which Sinclair Television Group Inc is a borrower were trading in the secondary market around 84.9 cents-on-the-dollar during the week ended Friday, January 17, 2025, according to Bloomberg's Evaluated Pricing service data. The $740 million Term loan facility is scheduled to mature on April 3, 2028. About $714.3 million of the loan has been drawn and outstanding. Sinclair Television Group, Inc. provides media broadcasting services. The Company offers television broadcasting and programming services. SINCLAIR TELEVISION: $750MM Bank Debt Trades at 16% Discount ------------------------------------------------------------ Participations in a syndicated loan under which Sinclair Television Group Inc is a borrower were trading in the secondary market around 84.3 cents-on-the-dollar during the week ended Friday, January 17, 2025, according to Bloomberg's Evaluated Pricing service data. The $750 million Term loan facility is scheduled to mature on April 23, 2029. About $731.3 million of the loan has been drawn and outstanding. Sinclair Television Group, Inc. provides media broadcasting services. The Company offers television broadcasting and programming services. SKY ROCK: Scott Seidel Named Subchapter V Trustee ------------------------------------------------- The U.S. Trustee for Region 6 appointed Scott Seidel as Subchapter V trustee for Sky Rock Trucking, LLC. Mr. Seidel will be paid an hourly fee of $520 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Seidel declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Scott Seidel 6505 West Park Blvd., Suite 306 Plano, TX 75093 214-234-2500-main 214-234-2503-direct Email: scott@scottseidel.com About Sky Rock Trucking Sky Rock Trucking, LLC operates a trucking business in the Dallas metropolitan area. It is based in Sachse, Texas. Sky Rock Trucking filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. E.D. Texas Case No. 25-40105) on January 14, 2025, with $500,000 to $1 million in both assets and liabilities. The Debtor is represented by Daniel Herrin, Esq., at Herrin Law, PLLC, in Dallas, Texas. SKYWISE LOUNGE: Seeks to Hire Alla Kachan as Legal Counsel ---------------------------------------------------------- Skywise Lounge LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to hire the Law Offices of Alla Kachan, PC as legal counsel. The firm will render these services: (a) assist the Debtor in administering this Chapter 11 case; (b) make such motions or take such action as may be appropriate or necessary under the Bankruptcy Code; (c) represent the Debtor in prosecuting adversary proceedings to collect assets of the estate and such other actions as it deems appropriate; (d) take such steps as may be necessary for the Debtor to marshal and protect the estate's assets; (e) negotiate with the Debtor's creditors in formulating a plan of reorganization in this case; (f) draft and prosecute the confirmation of the Debtor's plan of reorganization in this case; and (g) render such additional services as the Debtor may require in this case. The hourly rates of the firm's counsel and staff are as follows: Attorneys $475 Clerks and Paraprofessionals $250 In addition, the firm will seek reimbursement for expenses incurred. The firm also received an initial retainer of $15,000 from the Debtor. Alla Kachan, Esq., an attorney at the Law Offices of Alla Kachan, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Alla Kachan, Esq. Law Offices of Alla Kachan, PC 2799 Coney Island Avenue, Suite 202 Brooklyn, NY 11235 Telephone: (718) 513-3145 About Skywise Lounge LLC Skywise Lounge LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 24-45066) on Dec. 2, 2024, listing $500,001 to $1 million in both assets and liabilities. Judge Jil Mazer-Marino presides over the case. Alla Kachan, Esq. at Law Offices Of Alla Kachan P.C. represents the Debtor as counsel. SORENTO ON YESLER: U.S. Trustee Unable to Appoint Committee ----------------------------------------------------------- The U.S. Trustee for Region 18 disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of Sorento on Yesler Owner, LLC. About Sorento on Yesler Owner Sorento on Yesler Owner, LLC is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). Sorento sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Wash. Case No. 24-13217) on December 17, 2024, with $10 million to $50 million in both assets and liabilities. Judge Christopher M. Alston handles the case. The Debtor is represented by Christopher L. Young, Esq., at the Law Offices of Christopher L. Young, PLLC. SOUTHERN POINT: Christopher Meredith Named Subchapter V Trustee --------------------------------------------------------------- The Acting U.S. Trustee for Region 5 appointed Christopher Meredith of Copeland, Cook, Taylor & Bush, P.A. as Subchapter V trustee for Southern Point Planting Company, LLC. Mr. Meredith 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. Meredith declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Christopher H. Meredith Copeland, Cook, Taylor & Bush, P.A 600 Concourse, Suite 200 1076 Highland Colony Parkway (Zip—39157) P.O. Box 6020 Ridgeland, MS 39158-6020 Telephone: (601) 856-7200 Facsimile: (601) 856-7626 Email: cmeredith@cctb.com About Southern Point Planting Company Southern Point Planting Company LLC is a limited liability company based in Holly Bluff, Miss. Southern Point Planting Company sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Miss. Case No. 25-00090) on January 11, 2025. In its petition, the Debtor reported estimated assets between $1 million and $10 million and estimated liabilities between $500,000 and $1 million. Judge Jamie A. Wilson handles the case. Craig M. Geno, Esq., at the Law Offices of Craig M. Geno, PLLC, represents the Debtor as bankruptcy counsel. SPECTRUM GROUP: $507MM Bank Debt Trades at 14% Discount ------------------------------------------------------- Participations in a syndicated loan under which Spectrum Group Buyer Inc is a borrower were trading in the secondary market around 85.6 cents-on-the-dollar during the week ended Friday, January 17, 2025, according to Bloomberg's Evaluated Pricing service data. The $507 million Term loan facility is scheduled to mature on May 19, 2028. The amount is fully drawn and outstanding. Spectrum Group Buyer, Inc. is operating through Pixelle Specialty Solutions LLC, a manufacturer of specialty papers for diverse end markets. The company is owned by funds affiliated with H.I.G. Capital. STEWARD HEALTH: Seeks to Hire Latham & Watkins LLP as Co-Counsel ---------------------------------------------------------------- Steward Health Care System, LLC and affiliates seek approval from the U.S. Bankruptcy Court for the Southern District of Texas to hire Latham & Watkins LLP as co-counsel. The firm's services include: a. advise the Debtors with respect to their powers and duties as debtors in possession in the management and operation or wind-down of their businesses and properties, as applicable; b. advise the Debtors and take all necessary action to protect and preserve the Debtors' estates, including prosecuting actions on the Debtors' behalf, defending any action commenced against the Debtors, and representing the Debtors' interests in negotiations and settlements concerning litigation in which the Debtors are involved; c. participate in meetings and negotiations with representatives of creditors, interest holders, and other parties in interest regarding, among other things, the Debtors' chapter 11 plan of reorganization and related matters necessary to the conclusion of these Chapter 11 Cases; d. prepare and/or prosecute select pleadings in connection with the Chapter 11 Cases that are necessary or otherwise beneficial to the final administration of the Debtors' estates; e. advise the Debtors in connection with any issues or challenges arising from the sale of the Debtors' remaining assets; f. take necessary action on behalf of the Debtors to obtain approval of a disclosure statement and confirmation of a chapter 11 plan of reorganization; g. appear before this Court or any appellate courts to protect the interests of the Debtors' estates before those courts; h. advise on corporate, litigation, finance, tax, employee benefits, and other legal matters pertinent to the conclusion of the Chapter 11 Cases; and i. perform all other necessary legal services for the Debtors in connection with the finalization and closure of the Chapter 11 Cases. The firm will be paid at these rates: Partners $1,680 to $2,650 Counsel $1,595 to $2,070 Associates $835 to $1,635 Professional Staff $255 to $980 Paralegals $355 to $755 The firm received from the Debtor a retainer of $200,000. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. The following is provided in response to the request for additional information set forth in Paragraph D.1 of Appendix B -- Guidelines for Reviewing Applications for Compensation and Reimbursement of Expenses Filed Under 11 U.S.C. Sec. 330 by Attorneys in Larger Chapter 11 Cases, effective as of November 1, 2013, issued by the Executive Office of the United States Trustee: a. Question: Did L&W agree to any variations from, or alternatives to, L&W's standard billing arrangements for this engagement? Answer: No. L&W and the Debtors have not agreed to any variations from, or alternatives to, L&W's standard billing arrangements for this engagement. The rate structure provided by L&W is appropriate and comparable to (a) the rates that L&W charges for non-bankruptcy representations or (b) the rates of other comparably skilled professionals. b. Question: Do any of the L&W professionals in this engagement vary their rate based on the geographic location of the Debtors' chapter 11 cases? Answer: No. c. Question: If L&W has represented the Debtors in the 12 months prepetition, disclose L&W's billing rates and material financial terms for the prepetition engagement, including any adjustments during the 12 months prepetition. If L&W's billing rates and material financial terms have changed post-petition, explain the difference and the reasons for the difference. Answer: L&W did not represent the Debtors prepetition. L&W's current hourly rates for services rendered on behalf of the Debtors are set forth above. These rates have been used since January 1, 2025. During the prior calendar year, L&W used the following rates for services rendered on behalf of the Debtors: $1,495 to $2,550 for partners; $1,430 to $1,860 for counsel; $760 to $1,505 for associates; $230 to $1,130 for professional staff; and $325 to $710 for paralegals. d. Question: Have the Debtors approved L&W's budget and staffing plan and, if so, for what budget period? Answer: Yes, in connection with the Application, L&W prepared a budget and staffing plan for the period from December 2, 2024 through Jan. 31, 2025 that was approved by the Debtors. Ray C. Schrock, a partner of Latham & Watkins LLP, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Ray C. Schrock, Esq. Latham & Watkins LLP 1271 Avenue of the Americas New York, NY 10020 Email: ray.schrock@lw.com Phone: (212) 906-1285 About Steward Health Care Steward Health Care System, LLC owns and operates the largest private physician-owned for-profit healthcare network in the U.S. Headquartered in Dallas, Texas, Steward's operations include 31 hospitals in eight states, approximately 400 facility locations, 4,500 primary and specialty care physicians, 3,600 staffed beds, and nearly 30,000 employees. Steward Health Care provides care to more than two million patients annually. Steward and 166 affiliated debtors filed Chapter 11 petitions (Bankr. S.D. Texas Lead Case No. 24-90213) on May 6, 2024. Judge Christopher M. Lopez oversees the cases. The Debtors tapped Weil, Gotshal & Manges, LLP as bankruptcy counsel; McDermott Will & Emery as special corporate and regulatory counsel; AlixPartners, LLP as financial advisor and John Castellano of AlixPartners as chief restructuring officer. Lazard Freres & Co. LLC, Leerink Partners LLC, and Cain Brothers, a division of KeyBanc Capital Markets Inc., provide investment banking services to the Debtors. Kroll is the claims agent. Susan N. Goodman is the patient care ombudsman appointed in the Debtors' cases. TECTUM ROOFING: Gets Approval to Hire Given CPA LLC as Accountant ----------------------------------------------------------------- Tectum Roofing, LLC received approval from the U.S. Bankruptcy Court for the District of Colorado to hire Given CPA, LLC to perform professional accounting services. The accountant will bill a flat fee for specific services: a. $150: one time set up fee b. $500: monthly service fee to include the following services: i. Review of business activity entered from the business bank and credit card accounts into the bookkeeping software and make adjustments if needed. ii. Reconcile and review the business accounts with the bank and credit card statements each month. iii. Update the books for inventory, outstanding loans, assets, and payroll reports. iv. Review, analyze and reconcile general ledger accounts for accuracy and confer regarding any items not fully understood. v. Prepare and record all necessary journal entries to reflect correct accounting records from an income tax perspective. vi. Prepare and present monthly Financial Statements. c. $1,425: total fee for preparation of 2024 business and personal tax returns d. Monthly fees will cover the cost of 2025 business and personal tax returns e. Additional fees for services such as preparation of sales tax, payroll, or 1099 forms, etc. Wayne Given, CPA, managing member of Given CPA, assured the court from the firm is disinterested as defined by 11 U.S.C. Sec. 101(14) and does not have an interest materially adverse to the interest of the Debtor, its estate, or its creditors. The firm can be reached through: Wayne Given, CPA Given CPA, LLC 1826 E Platte Ave B18 Colorado Springs, CO 80909 Tel: (719) 582-8492 Email: wayne@givencpallc.com About Tectum Roofing Tectum Roofing, LLC specializes in roofing services, focusing on projects that require durable, high-quality solutions. Known for their expertise in both commercial and residential roofing, the company handles installations, repairs, and maintenance. Tectum Roofing sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Colo. Case No. 24-16169) with $1 million to $10 million in both assets and liabilities. Mark Dennis, a certified public accountant at SL Biggs, serves as Subchapter V trustee. Judge Michael E Romero oversees the case. Jeffrey S. Brinen, Esq., at Kutner Brinen Dickey Riley, P.C. is the Debtor's legal counsel. TERVIS TUMBLER: Gets OK to Use Cash Collateral Until Feb. 11 ------------------------------------------------------------ The U.S. Bankruptcy Court for the Middle District of Florida extended Tervis Tumbler Co.'s authority to use the cash collateral of United Community Bank until Feb. 11. The interim order signed by Judge Roberta Colton authorized the company to use its secured creditor's cash collateral to pay expenses, including payments to the U.S. Trustee for quarterly fees; expenses set forth in its budget; and other payments approved by the secured creditor. United Community Bank and other creditors with security interest in cash collateral were granted a post-petition lien on the collateral to the same extent and with the same validity and priority as their pre-bankruptcy lien. As additional protection, Tervis was ordered to maintain insurance coverage for its property in accordance with its obligations under the loan and security documents with United Community Bank. The next hearing is set for Feb. 11. United Community Bank can be reached through its counsel: Michael S. Provenzale, Esq. Lowndes, Drosdick, Doster, Kantor and Reed, P.A. P.O. Box 2809 215 N. Eola Drive Orlando, FL 32801 Telephone: (407) 843-4600 Facsimile: (407) 843-4444 Email: michael.provenzale@lowndes-law.com About Tervis Tumbler Co. Tervis Tumbler Co. -- https://www.tervis.com/ -- is a third-generation American-owned and operated company, renowned for the durable construction of its drinkware, the timelessness of its decorations and designs, and the insulation qualities. Tervis sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-05274) on Sept. 5, 2024, with $10 million to $50 million in both assets and liabilities. Hosana Fieber, president and chief executive officer of Tervis, signed the petition. Judge Roberta A. Colton oversees the case. The Debtor is represented by: Steven M Berman, Esq. Shumaker, Loop & Kendrick, LLP Tel: 813-229-7600 Email: sberman@shumaker.com TRINSEO PLC: S&P Lowers ICR to 'SD' on Distressed Exchange ---------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating on Trinseo PLC to 'SD' (selective default) from 'CC'. At the same time, S&P's lowered the issue-level ratings on the 5.125% senior unsecured notes due 2029 to 'D' from 'C' and subsequently withdrew the rating. The downgrade follows Trinseo's completion of a distressed debt exchange. As part of the transaction, the company exchanged 99.88% of its outstanding 5.125% senior unsecured notes due 2029 for new 7.625% second-lien super holdco notes due 2029. The exchange was offered at 85 cents on the dollar. S&P said, "As a result, we believe the transaction offered noteholders less value than originally promised on the securities and thus view it as a selective default. Specifically, we do not believe the increased position in the capital stack at a second-lien position and the higher offered coupon is adequate, offsetting compensation for the below-par redemption." Furthermore, while the remaining portion of the 5.125% notes following the exchange is minimal, the release of covenants added additional risk to holders who opted out of the exchange. S&P said, "Based on our current assumptions, we expect to raise the issuer credit rating on Trinseo to 'CCC+' over the next week following the conclusion of the exchange. This reflects our expectation that Trinseo will maintain high leverage over the next 12 months which, combined with a higher interest burden following the exchange, would sustain pressure on the company's negative free cash flow and liquidity." TUPPERWARE BRANDS: Creditors to Get Proceeds From Liquidation ------------------------------------------------------------- Tupperware Brands Corporation and affiliates filed with the U.S. Bankruptcy Court for the District of Delaware a Disclosure Statement relating to the Joint Chapter 11 Plan of Liquidation dated January 14, 2025. Tupperware is a leading global brand for food storage and other kitchen and beverage solutions and an iconic American company. For decades, Tupperware's direct selling business model thrived, offering individuals across the globe -- predominantly women -- an opportunity to build their own businesses and develop valuable leadership and financial management skills, while also cementing the Tupperware brand in the hearts and homes of consumers. In recent years, however, the historical strengths of a widespread direct selling model began to turn into weaknesses. After over a year of marketing their business and working to find an alternate solution, on September 17 and 18, 2024, the Debtors commenced these Chapter 11 Cases in the United States Bankruptcy Court for the District of Delaware to utilize their approximately $7.4 million of cash on hand to fund a final 30-day sale process to preserve Tupperware as a going concern, to the benefit of all of the Debtors' stakeholders, including the thousands of employees, consumers, vendors, and others that depend on a value-maximizing outcome. On October 17-18 and October 22, 2024, the Bankruptcy Court held a contested hearing on the Bidding Procedures Motion (the "Bidding Procedures Hearing"). During the course of the Bidding Procedures Hearing, the Debtors, their secured lenders, and the official committee of unsecured creditors (the "Committee") reached agreement on a global resolution of all contested issues, and on October 23, 2024, the Court entered the Order (I) Approving the Bidding Procedures, (II) Approving the Form and Manner of Sale Notice, (III) Scheduling a Sale Hearing, (IV) Approving the Procedures for the Assumption and Assignment of Contracts, (V) Approving the Sale of the Debtors' Assets Free and Clear, and (VI) Granting Related Relief (the "Bidding Procedures Order"). The Bidding Procedures Order approved, among other things, the Debtors' cancellation of an auction and scheduling the Sale Hearing regarding the proposed Sale Transaction to the Purchaser. The parties' agreement also provided, in part, for the creation of the Liquidating Trust and the Liquidation Proceeds Allocation reflected in the Plan. On November 24, 2024, the Bankruptcy Court entered the Order (I) Approving the Asset Purchase Agreement, (II) Authorizing the Sale of Acquired Assets Free and Clear of All Liens, Claims, Encumbrances, and Other Interests, (III) Authorizing and Approving the Assumption and Assignment of Executory Contracts and Unexpired Leases in Connection Therewith, and (IV) Granting Related Relief (the "Sale Order") approving the proposed Sale Transaction to the Purchaser, and the agreement for the acquisition via credit bid of the collateral constituting 100% of the equity interests in Premiere Brands International Holdings BV from Dart Industries Inc. and Tupperware Home Parties, LLC. The Sale Transaction closed on November 27, 2024. The Debtors believe that the Plan maximizes the value of recoveries to all stakeholders and generally distributes all property of the Debtors' Estates that is or becomes available for distribution according to the priorities established by the Bankruptcy Code and applicable law. The Plan provides the ability of the Debtors to satisfy administrative and priority claims in full. The primary objective of the Plan is to maximize value for all Holders of Allowed Claims and Allowed Interests and generally to distribute all property of the Estates that is or becomes available for distribution generally in accordance with the priorities established by the Bankruptcy Code. The Debtors believe that the Plan accomplishes this objective and is in the best interest of the Estates. Class 4 consists of General Unsecured Claims. Each Holder of an Allowed General Unsecured Claim Holder shall receive its Pro Rata share of the right to recovery from the Liquidating Trust in accordance with the Liquidation Proceeds Allocation. Distributions under the Plan shall be funded by (i) Cash on hand as of the Effective Date and (ii) all other Liquidating Trust Assets; provided, however, that Allowed Professional Fee Claims shall be paid from the Professional Fee Reserve in the first instance. On the Effective Date, the Liquidating Trust will be established pursuant to the Liquidating Trust Agreement. Upon establishment of the Liquidating Trust, title to the Liquidating Trust Assets shall be deemed transferred to the Liquidating Trust without any further action of the Debtors or any managers, employees, officers, directors, members, partners, shareholders, agents, advisors, or representatives of the Debtors. A full-text copy of the Disclosure Statement dated January 14, 2025 is available at https://urlcurt.com/u?l=Az6VXI from Epiq, claims agent. Co-Counsel for the Debtors: Anup Sathy, P.C. Spencer A. Winters, P.C. Jeffrey T. Michalik, Esq. Gabriela Z. Hensley, Esq. KIRKLAND & ELLIS LLP KIRKLAND & ELLIS INTERNATIONAL LLP 333 West Wolf Point Plaza Chicago, Illinois 60654 Tel: (312) 862-2000 Fax: (312) 862-2200 E-mail: anup.sathy@kirkland.com spencer.winters@kirkland.com jeff.michalik@kirkland.com gabriela.hensley@kirkland.com -and- Patrick J. Reilley, Esq. Stacy L. Newman, Esq. Michael E. Fitzpatrick, Esq. Jack M. Dougherty, Esq. COLE SCHOTZ P.C. 500 Delaware Avenue, Suite 1410 Wilmington, Delaware 19801 Tel: (302) 652-3131 Fax: (302) 652-3117 E-mail: preilley@coleschotz.com snewman@coleschotz.com mfitzpatrick@coleschotz.com jdougherty@coleschotz.com About Tupperware Brands Tupperware Brands Corporation (NYSE: TUP) -- https://www.tupperwarebrands.com/ -- is a global consumer products company that designs innovative, functional, and environmentally responsible products. Founded in 1946, Tupperware's signature container created the modern food storage category that revolutionized the way the world stores, serves, and prepares food. Today, this iconic brand has more than 8,500 functional design and utility patents for solution-oriented kitchen and home products. The company distributes its products into nearly 70 countries, primarily through independent representatives around the world. Tupperware Brands sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 24-12166) on Sept. 17, 2024. In the bankruptcy petition, Tupperware reported more than $1.2 billion in total debts and $679.5 million in total assets. Kirkland & Ellis LLP is serving as legal advisor to Tupperware, Moelis & Company LLC is serving as the Company's investment banker, and Alvarez & Marsal is serving as the Company's financial and restructuring advisor. Epiq is the claims agent and has put up the page https://dm.epiq11.com/Tupperware. UNITED AIRLINES: Moody's Alters Outlook on 'Ba2' CFR to Positive ---------------------------------------------------------------- Moody's Ratings revised the outlooks of United Airlines Holdings, Inc., United Airlines, Inc. (together "United") and Mileage Plus Holdings, LLC ("MPH") to positive from stable. At the same time, the ratings of each company were affirmed. United Airlines Holdings, Inc.'s ratings were affirmed as follows: corporate family rating at Ba2 and probability of default rating at Ba2-PD. United Airlines, Inc.'s ratings were affirmed as follows: backed senior secured rating at Ba1, backed senior secured bank credit facility rating at Ba1, backed senior unsecured revenue of the company's rated Enhanced Equipment Trust Certificates ("EETC"). The Baa1 rating for United Airlines, Inc.'s EETC tranche CAL 2012-2A is being withdrawn as it has matured. MPH's backed senior secured rating was affirmed at Baa3. United Airlines Holdings, Inc.'s Speculative Grade Liquidity rating remains unchanged at SGL-1. The affirmation of the Ba2 CFR and the outlook change to positive from stable reflect Moody's projection that earnings improvement and debt reduction will result in debt/EBITDA below 3.5x with funds from operations+interest expense/interest expense approaching 5x in 2025. The company's strong free cash flow – Moody's project total free cash flow of more than $3.5 billion combined in 2025 and 2026 – will lead to further deleveraging in 2026. Earnings improvement will come from continued strong international demand, the benefits of having premium product offerings and disciplined capacity growth among the US airlines. In the third quarter of 2024, United was one of three US rated airlines to report an operating margin near or above 10%. Moody's project United will generate approximately $10 billion of EBITDA in 2025, improving to almost $11 billion in 2026. This improvement, along with reduced capital investment expectations due to new aircraft delivery delays, will result in deleveraging to below 3.0x in 2026. RATINGS RATIONALE The Ba2 CFR reflects United's favorable business profile as a leading global airline and the company's extensive global network – United generated $17.3 billion of international operating revenue in the first nine months of 2024 – more than any of the US airlines. Operating the largest international network, a large loyalty program and emphasis on premium offerings provide foundational strength for United. The rating also reflects the company's very good liquidity. Moody's project total liquidity at the end of 2025 in excess of $13 billion, including availability under its revolving credit facilities, cash and short-term investments, after scheduled debt repayment of about $3 billion. The company's strong liquidity will support its financial position in the event earnings and operating cash flow trail Moody's expectations. The SGL-1 Speculative Grade Liquidity rating reflects very good liquidity. United reported $14.2 billion of cash plus short-term investments at Sep. 30, 2024. The committed facility is now $2.965 billion and will be available through Feb. 15, 2029. However, the committed amount will step down to $2.8 billion on April 21, 2025. Moody's expect the revolver to remain undrawn and fully available. Moody's project operating cash flow will exceed $9.0 billion in 2025. At this level, free cash flow will approximate almost $2 billion assuming capital investment of over $7 billion. United maintains sufficient cushion with the $2 billion minimum liquidity covenant in the revolving credit facility. There is also a 1.6x minimum collateral coverage test, performed annually. Coverage for the company's senior notes, secured by its slots, gates and routes, remains substantial. The company has an estimated $11 billion of unencumbered assets and first or second lien capacity on existing secured financings. The ratings of the company's various EETCs reflect Moody's estimates of the respective loan-to-values of each tranche and the importance of the aircraft collateral to the company's operations. The Baa3 senior secured rating of MPH considers the importance of the Mileage Plus co-brand program to United's franchise, operations and cash flows. Credit card charge volume and cash flows remain strong, providing comfortable debt service cushion. The Baa3 rating is one notch above the rating assigned to United Airlines, Inc.'s other senior secured obligations, reflecting Moody's view of a lower probability of default given the importance of the program's cash flows and the transaction's structure. The loyalty program financing utilizes bankruptcy remote, special purpose Cayman Island issuers, license and sub-licenses of the program's intellectual property, lock boxes for cash collections and payment guarantees from United Airlines, Inc. and United Airlines Holdings, Inc. Moody's believe that United would quickly affirm the transaction's sub-license of intellectual property should it file for a reorganization under Chapter 11 of the US Bankruptcy Code, in order to maintain timely access to the program's cash flows, which will remain core to funding the airline's operations. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded if EBITDA margin is sustained above 18%, debt/EBITDA approaches 3.0x and funds from operations plus interest-to-interest above 6x. The ratings could be downgraded if Moody's expect debt/EBITDA and funds from operations plus interest-to-interest to be sustained above 4.5x and below 4.0x, respectively. Cash plus revolver availability that is sustained below $10 billion while reported debt remains above $25 billion could also pressure the ratings. Any combination of future changes in the underlying credit quality or ratings of United, the importance of particular aircraft models to United's network, or in Moody's estimates of aircraft market values that affect estimates of loan-to-value, can result in changes to EETC ratings. LIST OF AFFECTED RATINGS Issuer: United Airlines Holdings, Inc. Affirmations: Probability of Default Rating, Affirmed Ba2-PD LT Corporate Family Ratings (Local Currency), Affirmed Ba2 Senior Unsecured Shelf (Local Currency), Affirmed (P)Ba3 Outlook Actions: Outlook, Changed To Positive From Stable Issuer: United Airlines, Inc. Affirmations: Backed Senior Secured Bank Credit Facility (Local Currency), Affirmed Ba1 Enhanced Equipment Trust (Local Currency), Affirmed A2 Enhanced Equipment Trust (Local Currency), Affirmed A3 Enhanced Equipment Trust (Local Currency), Affirmed A1 Enhanced Equipment Trust (Local Currency), Affirmed Ba2 Enhanced Equipment Trust (Local Currency), Affirmed Ba1 Enhanced Equipment Trust (Local Currency), Affirmed Aa3 Enhanced Equipment Trust (Local Currency), Affirmed Baa2 Enhanced Equipment Trust (Local Currency), Affirmed Baa1 Enhanced Equipment Trust (Local Currency), Affirmed Baa3 Backed Senior Secured (Local Currency), Affirmed Ba1 Withdrawals: Enhanced Equipment Trust (Local Currency), Withdrawn , previously rated Baa1 Outlook Actions: Outlook, Changed To Positive From Stable Issuer: Mileage Plus Holdings, LLC Affirmations: Backed Senior Secured (Local Currency), Affirmed Baa3 Outlook Actions: Outlook, Changed To Positive From Stable Issuer: Cleveland (City of) OH Affirmations: Backed Senior Unsecured Revenue Bonds (Local Currency), Affirmed Ba3 Issuer: Denver (City & County of) CO Affirmations: Backed Senior Unsecured Revenue Bonds (Local Currency), Affirmed Ba3 Issuer: Hawaii Department of Transportation Affirmations: Backed Senior Unsecured Revenue Bonds (Local Currency), Affirmed Ba3 Issuer: Houston (City of) TX Affirmations: Backed Senior Unsecured Revenue Bonds (Local Currency), Affirmed Ba3 Issuer: New Jersey Economic Development Authority Affirmations: Backed Senior Unsecured Revenue Bonds (Local Currency), Affirmed Ba3 The principal methodology used in rating United Airlines Holdings, Inc. and Mileage Plus Holdings, LLC was Passenger Airlines published in August 2024. United Airlines Holdings, Inc. (NASDAQ: UAL) is the holding company for United Airlines, Inc. Revenue was $56 billion for the 12 months ended September 30, 2024. UPSTREAM NEWCO: $140MM Bank Debt Trades at 24% Discount ------------------------------------------------------- Participations in a syndicated loan under which Upstream Newco Inc is a borrower were trading in the secondary market around 75.7 cents-on-the-dollar during the week ended Friday, January 17, 2025, according to Bloomberg's Evaluated Pricing service data. The $140 million Term loan facility is scheduled to mature on November 22, 2027. The amount is fully drawn and outstanding. Upstream Newco, Inc., headquartered in Birmingham, Alabama, is a provider of outpatient rehabilitation services — primarily physical therapy. Through its subsidiaries, Upstream operates about 1,150 clinics in 28 states, with a strong presence in the Southeast. VERITEC INC: Incurs $390K Net Loss in First Quarter --------------------------------------------------- Veritec, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q, reporting a net loss of $390,000 on $39,000 of total revenue for the three months ended Sept. 30, 2024, compared to a net loss of $306,000 on $58,000 of total revenue for the three months ended Sept. 30, 2023. As of Sept. 30, 2024, the Company had $75,000 in total assets, $10.19 million in total liabilities, and a total stockholders' deficit of $10.12 million. During the three months ended Sept. 30, 2024, the Company used cash in operating activities of $152,000. In addition, as of Sept. 30, 2024, the Company is delinquent in payment of $802,000 of its convertible notes and notes payable. The Company said that these factors, among others, raise substantial doubt about its ability to continue as a going concern within one year of the date that the financial statements are issued. In addition, the Company's independent registered public accounting firm, in its report on the Company's June 30, 2024 financial statements, has raised substantial doubt about the Company's ability to continue as a going concern. "The Company believes it will require additional funds to continue its operations through fiscal 2024 and to continue to develop its existing projects and plans to raise such funds by finding additional investors to purchase the Company's securities, generating sufficient sales revenue, implementing dramatic cost reductions or any combination thereof. There is no assurance that the Company can be successful in raising such funds, generating the necessary sales, or reducing major costs. Further, if the Company is successful in raising such funds from sales of equity securities, the terms of these sales may cause significant dilution to existing holders of common stock," stated Veritec in the SEC filing. A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/0000773318/000171328225000012/vrtc093024form10q.htm About Veritec, Inc. Headquartered in Golden Valley, MN, Veritec, Inc. is primarily engaged in the development, sales, and licensing of products and providing services related to its mobile banking solutions. Los Angeles, California-based Weinberg & Company, P.A., the Company's auditor since 2008, issued a "going concern" qualification in its report dated Oct. 10, 2024, citing that the Company has had recurring losses from operations and had a stockholders' deficiency as of June 30, 2024. In addition, convertible notes and notes payable in the amount of $794,000 are in default or past due. These conditions raise substantial doubt about the Company's ability to continue as a going concern. VH NUTRITION: Seeks to Tap Beall & Burkhardt as Bankruptcy Counsel ------------------------------------------------------------------ VH Nutrition, LLC seeks approval from the U.S. Bankruptcy Court for the Central District of California to hire Beall & Burkhardt, APC as counsel. The firm's services include: a. advising the Debtor generally concerning its rights, duties and obligation under the Bankruptcy Code, the Federal Rules of Bankruptcy Procedure, and the requirements of the Office of the U.S. Trustee; b. representing the Debtor in all hearings and meetings before the bankruptcy court; c. prosecuting and defending adversary proceedings; d. prosecuting claims objections; e. preparing and prosecuting a disclosure statement and Chapter 11 plan of reorganization; and f. providing other necessary legal services. The firm will be paid at these rates: William C. Beall $575 to 650 per hour Eric W. Burkhadt $525 per hour Ryan W. Beall $450 per hour Carissa Horowitz $400 per hour In addition, the firm will receive reimbursement for out-of-pocket expenses incurred. The Debtor paid the firm a retainer of $31,985. William Beall, Esq., a partner at Beall & Burkhardt, disclosed in a court filing that his firm is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached at: William C. Beall, Esq. Beall & Burkhardt, APC 1114 State Street La Arcada Building, Suite 200 Santa Barbara, CA 93101 Telephone: (805) 966-6774 Facsimile: (805) 963-5988 Email: will@beallandburkhardt.com About VH Nutrition VH Nutrition, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Calif. Case No. 25-10005) on January 3, 2025, with up to $500,000 in assets and up to $10 million in liabilities. Drew Littlejohns, chief executive officer of VH Nutrition, signed the petition. Judge Ronald A. Clifford, III oversees the case. William C. Beall, Esq., at Beall & Burkhardt, APC, represents the Debtor as legal counsel. VIASAT INC: Fitch Lowers LongTerm IDR to 'B', Outlook Stable ------------------------------------------------------------ Fitch Ratings has downgraded the Long-Term Issuer Default Ratings (IDRs) of Viasat Inc. and Viasat Technologies to 'B' from 'BB-'. Fitch has also downgraded the Long-Term IDRs of Connect Bidco Ltd, Connect Finco SARL and Connect U.S. Finco LLC (together, Inmarsat) to 'B'+ from 'BB-'. The Rating Outlook is Stable. Fitch downgraded Viasat Inc.'s senior secured debt to 'BB-' with a Recovery Rating of 'RR2' from 'BB+'/'RR1' and the unsecured debt to 'CCC+'/'RR6' from 'BB-'/'RR4'. Viasat Technologies' first-lien export-import facility is downgraded to 'BB'/'RR1' from 'BB+'/'RR1'. Fitch has also downgraded Inmarsat's senior secured debt to 'BB'/'RR2' from 'BB+'/ 'RR1'. The downgrades reflect Fitch's expectation of moderation in Viasat's revenue growth profile in a highly competitive satellite industry. The significant growth of low Earth orbit (LEO) network operators, particularly Starlink, in recent years has resulted in LEO taking significant market share from geostationary Earth orbit (GEO) satellite providers in most end markets. Key Rating Drivers Increased Sector Competitive Intensity: Fitch's rating action considers heightened sector competition, as LEO satellite networks, particularly Starlink, continue to increasingly capture the residential, mobility and government markets. Fitch has moderated its revenue and EBITDA expectations from prior forecasts due to increased competition. The ratings support Viasat's significant scale and market share across commercial segments, particularly in in-flight connectivity (IFC)and government and high revenue visibility with a strong contract backlog. Fitch believes Viasat continues to have a material advantage in cost/bit capacity but is disadvantaged by latency. LEO satellites have low latency, which is crucial in certain applications, especially in residential markets. Residential accounts for less than 10% of Viasat's revenues. Viasat has a relatively strong competitive position in the government and IFC segments, but faces increased competition from LEO providers, such as Starlink. Fitch expects the sector competitiveness to increase further as Amazon is expected to deploy its LEO Kuiper satellites in early 2025, with plans to roll out service in late 2025. Weak But Expected Improving FCF: Fitch expects the company to turn FCF positive sometime in FY 2026, with full year positive FCF in FY2027. Fitch expects (CFO-capex)/debt near -3% in FY25, improving to around 1.5% in FY2027-2028. Viasat is in a high capex period as it builds three third-generation, high-throughput satellites at a total cost of $2 billion or more. Fitch expects capex to remain high but decrease from current levels, as ViaSat-3 Flight 2 (VS-3 F2) and ViaSat-3 Flight 3 (VS-3 F3) are launched. The company is also constructing three other Ka-band satellites acquired from Inmarsat. High Execution Risk: Fitch believes there is high execution risk on the construction of the remaining VS-3 satellites and Inmarsat's satellites. In addition, the company will need to execute on growth strategies once the satellites are in service to grow EBITDA and achieve positive FCF cash flow growth. Fitch expects the company will benefit from a strong revenue backlog, and from the additional global markets opened up by the VS-3 satellites and Inmarsat acquisition. Viasat expects VS-3 F3 to enter commercial service in mid- to late 2025, while VS-3 F2 is expected to enter commercial service in late 2025. Leverage Steady at Low-4x: Fitch estimates Viasat's gross EBITDA leverage will approximate 4.6x at FYE 2025 (net leverage 3.5x, reflecting a high cash balance from the sale of tactical data link business — TDL or Link 16 in early 2023 and approximately $0.8 billion of insurance proceeds in FY24 and FY25). Fitch expects leverage to gradually decline to slightly above 4x over the forecast. Fitch expects Viasat to carry high cash balances over the next couple of years as Viasat will likely use a portion of the cash to repay 2025 unsecured notes at maturity and will continue to use cash for debt reduction going forward. Strong Revenue Backlog: Viasat had a $3.7 billion contract backlog as of Sept. 30, 2024. The company does not include amounts in its backlog if it does not have purchase orders. As of Sept. 30, 2024, Viasat has approximately 20,100 vessels and aircraft in service, with approximately 3,820 active commercial aircraft and 1,920 business aircraft. A majority of the company's IFC contracts are for five to 10 years, with varying levels of penalties associated with a termination for convenience. Parent-Subsidiary Linkage (PSL): Fitch believes the standalone credit profile (SCP) of Inmarsat is higher than Viasat's standalone SCP. This is due to lower leverage (Connect Bidco has leverage of about 3.5x as of Sept. 30, 2024), higher EBITDA margins and a positive FCF profile when compared with standalone Viasat parent. Viasat's standalone leverage is about 6.8x. Therefore, Fitch assesses the PSL using a stronger subsidiary path in its PSL Rating criteria. Inmarsat's IDR is notched up one level from the consolidated rating, supported by porous legal ringfencing and open access and control factors. Fitch has updated its assessment of the SCPs as it previously considered Viasat's standalone SCP stronger due to higher asset value from satellites completed and under construction. However, the rise of LEO competition, an alternative technology, in the last couple of years combined with Inmarsat's stronger credit metrics have resulted in Fitch evaluating the latter's SCP to be stronger. Fitch equalizes the ratings of Viasat, Inc. and Viasat Technologies Limited based on high legal, strategic and operational linkages under the stronger parent path in its PSL criteria. Derivation Summary Across its end markets, Viasat competes with Intelsat Jackson Holdings S.A. (BB-/RWP), SES S.A. (BBB/Stable), Iridium Communications Inc. (BB/Stable), GoGo Inc., Anuvu (formerly Global Eagle Entertainment), Panasonic Avionic Corporation, SpaceX and others. In the government systems, Viasat competes or, at times, partners against higher-rated companies that have access to much greater resources. Viasat's major competitors in the manufacture of defense electronics include BAE Systems plc (BBB+/Stable) and Collins Aerospace, as well as others such as Intelsat, SES and Iridium. SES recently announced an agreement to acquire Intelsat. In maritime service offerings, Viasat competes against Marlink, Navarino, KVH, SES, SpaceX and Speedcast, among others. In fixed broadband, as a provider of communications infrastructure, Viasat's comparable businesses include satellite providers (LEO and GEO) as well as cable and fiber companies. In comparison to Intelsat, SES and Iridium, Viasat is significantly larger but operates at higher consolidated leverage. Viasat's EBITDA margins are lower than the pure service providers due to its vertically integrated strategy, which includes not only satellite services but also the development and manufacture of equipment. In the commercial network, the company competes against much larger companies including Airbus SE (A-/Positive), General Dynamics Corp., L3Harris Technologies, Inc. (BBB+/Stable) and MAXAR Technologies. Most of these are investment grade companies, with significant scale and/or are operating at lower debt leverage. Key Assumptions - Revenue of approximately $4.5 billion in FY 2025, largely flat yoy based on adjusted combined financials, excluding the litigation benefit in FY24. Fitch expects revenue growth to remain flat to slightly up in FY26, as the IFC and government segments offset declines in fixed broadband; - Adjusted EBITDA margins of 34.5% in FY25, and remain in the range of 33% to 34% over the forecast; - Capex in FY25 and FY26 near $1.2 billion and $1.1 billion, respectively (excluding capitalized interest). Fitch expects capex to decline over the forecast as satellite constructions are completed; - Roughly $275 million of proceeds from insurance claims on loss of ViaSat-3 Americas in FY25; - Fitch has not assumed any receipts from Ligado to Inmarsat, given it recently filed for bankruptcy. Recovery Analysis Fitch contemplates a bankruptcy scenario where default is caused by material revenue and EBITDA declines due to one or more of the following factors: loss of significant market share to new or existing competitors, anomalies or delays in satellite launches, or technology disruption. Fitch has applied the U.S. as the relevant country for recovery analysis because Viasat is incorporated in the U.S. and the assets are in space. The Inmarsat debt and Viasat debt are in two separate credit silos and, therefore, a separate recovery exercise is undertaken for each debt silo. For the Inmarsat credit silo, Fitch estimates the post-restructuring enterprise value using the going concern (GC) approach. Fitch has assumed 10% of administrative claims. Fitch estimates a GC enterprise value of $3.6B based on $800M of GC EBITDA and a 5x multiple. The multiple considers the following factors: - Per Fitch's 2024 "Telecom, Media and Technology Bankruptcy Enterprise Values and Creditor Recoveries" report, the median TMT multiple of reorganization enterprise value/forward EBITDA was 5.9x, with the median for telecom companies at 5.5x; - The above-mentioned report includes Speedcast International Limited, a satellite communications and network service provider. Speedcast emerged from bankruptcy in early 2021 with a multiple of 8.7x. Unlike Viasat, Speedcast did not own its own satellites and had a less diversified revenue stream. A significant percentage of its customers are in the maritime and oil and gas industries, and faced headwinds and impacts from the coronavirus pandemic that greatly affected its liquidity position; - However, industry dynamics have significantly changed in the last few years with Starlink becoming a formidable satellite player, taking market share from existing satellite operators. The competition also increased from alternate technologies such as fiber operators; - The transaction multiples considered were Viasat's acquisition of Inmarsat at approximately 9x EV/EBITDA (at the time of announcement in 2021) and more recently SES's acquisition announcement in 2024 of Intelsat estimated at approximately 6x. The recovery waterfall results in an 'RR2' recovery for Inmarsat's senior secured debt, representing 'Superior' recovery prospects. For Viasat's debt silo, Fitch estimates the post restructuring enterprise value using the GC approach. Fitch estimates a GC enterprise value of $1.8B based on a 5x multiple and $400M of GC EBITDA, adjusted for $29M of export-import facility. Fitch has assumed the same multiple of 5x due to factors noted above. The recovery waterfall results in an 'RR2' recovery for Viasat's senior secured debt, and an 'RR6' recovery for the unsecured debt. Fitch assumes the export-import facility at Viasat Technologies (outstanding amount of $29M as of Sept. 30, 2024) recovers fully given that it is secured by a significant collateral provided by the Viasat-2 satellite. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - (CFO-capex)/debt sustained below 2.5%, combined with an inability to fund capex in the capital markets on economic terms; - EBITDA leverage sustained above 5.5x; - Material delays or issues in anticipated satellite launches, or delays in achieving revenue and EBITDA growth from future satellites due to business or competitive reasons; - For Inmarsat, weakening of its SCP such that it is in line with the consolidated credit profile. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - Sustained positive FCF generation such that (CFO)-capex)/debt is sustained above 5%; - EBITDA leverage sustained below 4.5x. Liquidity and Debt Structure Viasat's liquidity is relatively strong, given its high cash balances and revolver availability, partly offset by its FCF deficits. At Sept. 30, 2024, Viasat had $3.53 billion of cash, including $1.97 billion used to redeem the Inmarsat 2026 senior secured notes subsequent to quarter-end. Excluding that amount, Viasat ended the quarter with $2.69 billion in available liquidity, comprised of $1.55 billion of cash and $1.14 billion of borrowing availability under the two undrawn revolvers. In September 2024, Inmarsat refinanced $1,975 million of senior secured notes and extended maturity to 2029 from 2026. Fitch expects capex to gradually decline as Viasat completes construction and launch of the remaining two VS-3 satellites. Fitch expects Viasat to turn FCF positive in FY2026, with fully annual FCF positive in FY2027. Viasat does not guarantee Inmarsat's debt. Fitch expects Viasat will maintain, at least for the time being, two separate debt silos: Viasat credit group and Inmarsat credit group. There are no cross guarantees between the two debt silos. Viasat also has approximately $30 million outstanding under an export-import credit facility, a senior secured direct loan facility put in place primarily to fund the construction, launch and insurance of the ViaSat-2 satellite. Issuer Profile Viasat is a vertically integrated technology provider offering an end-to-end platform of high-capacity satellites, ground infrastructure and user terminals for enterprise, government and consumer users. On May 30, 2023, Viasat acquired Inmarsat, becoming one of the largest satellite companies globally. MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS Fitch's latest quarterly Global Corporates Macro and Sector Forecasts data file which aggregates key data points used in its credit analysis. Fitch's macroeconomic forecasts, commodity price assumptions, default rate forecasts, sector key performance indicators and sector-level forecasts are among the data items included. ESG Considerations The highest level of ESG credit relevance is a score of '3', unless otherwise disclosed in this section. A score of '3' means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. Fitch's ESG Relevance Scores are not inputs in the rating process; they are an observation on the relevance and materiality of ESG factors in the rating decision. Entity/Debt Rating Recovery Prior ----------- ------ -------- ----- Viasat, Inc. LT IDR B Downgrade BB- senior unsecured LT CCC+ Downgrade RR6 BB- senior secured LT BB- Downgrade RR2 BB+ Connect Bidco Limited LT IDR B+ Downgrade BB- Connect Finco SARL LT IDR B+ Downgrade BB- senior secured LT BB Downgrade RR2 BB+ senior secured LT BB Downgrade RR2 BB+ Connect U.S. FinCo LLC LT IDR B+ Downgrade BB- senior secured LT BB Downgrade RR2 BB+ senior secured LT BB Downgrade RR2 BB+ Viasat Technologies Limited LT IDR B Downgrade BB- senior secured LT BB Downgrade RR1 BB+ VIGILANT HEALTH: Michael Abelow Named Subchapter V Trustee ---------------------------------------------------------- The Acting U.S. Trustee for Region 8 appointed Michael Abelow, Esq., at Sherrard Roe Voigt & Harbison, PLC, as Subchapter V trustee for Vigilant Health Network Inc. and affiliates. Mr. Abelow 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. Abelow declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Michael G. Abelow, Esq. Sherrard Roe Voigt & Harbison, PLC 150 3rd Ave. South, Suite 1100 Nashville TN 37201 Phone: (615) 742-4532 Email: mabelow@srvhlaw.com About Vigilant Health Network Vigilant Health Network, Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Tenn. Case No. 25-00100) on January 9, 2025, with up to $10 million in both assets and liabilities. G. Austin Triggs, Jr., executive chairman of Vigilant Health Network, signed the petition. Judge Charles M. Walker oversees the case. Robert J. Gonzales, Esq., at EmergeLaw, PLC, represents the Debtor as bankruptcy counsel. VROOM INC: Represented by Latham & Watkins in Recapitalization -------------------------------------------------------------- Vroom, Inc., a leading automotive finance company and a data, AI-powered analytics and digital services platform supporting the automotive industry, has announced that as of January 14, 2025, it has successfully completed its recapitalization of unsecured convertible senior notes and emerged from the prepackaged Chapter 11 case it voluntarily filed in the United States Bankruptcy Court for the Southern District of Texas. Latham & Watkins LLP represented Vroom in the transaction, with a restructuring and special situations team led by New York partners George Davis, David Hammerman, Anu Yerramalli, and counsel Hugh Murtagh, with associates Brian Rosen, Ali Zablocki, Thomas Fafara, Alexandra Lisner, Alex McKenzie, Skye Lee, and Richard Cantoral. Advice was provided on corporate matters by New York partners Ian Schuman, John Slater, and Gail Neely, with associates Sofia Sitterson, Justin Reinking, and Armaan Bhimani; on insurance matters by San Diego partner Drew Gardiner, with associate John Niemeyer; on employee benefits matters by Bay Area partner Maj Vaseghi, with associate Alisa Hand; on tax matters by Chicago partner Joseph Kronsnoble, with associates Lukas Kutilek and Jay Khurana; on public company representation matters by New York partner Dennis Craythorn, with associates Naseem Faqihi Alawadhi and Hamna Ahmad; and on litigation matters by New York partner Jason Hegt. About Vroom Inc. Vroom, Inc. (NASDAQ: VRM) is a parent company of United Auto Credit Corporation and CarStory. Previously, it was a used car retailer and e-commerce company that let consumers buy, sell, and finance cars online. Vroom ceased e-commerce automotive sales operations in January 2024. Vroom Inc. sought relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 24-90571) on Nov. 13, 2024. In the petition filed by CEO Thomas Shortt, the Debtor reported total assets of $43,807,067 and total debt of $304,615,138 as of Sept. 30, 2024. Bankruptcy Judge Christopher M. Lopez oversees the case. Porter Hedges LLP, led by John F. Higgins, serves as the Debtor's bankruptcy counsel. Latham Watkins LLP serves as the Debtor's corporate, finance, tax, and securities counsel. Stout Risius Ross, LLC, serves as the Debtor's financial advisor. Deloitte Touche Tohmatsu Limited serves as the Debtor's tax consultant. The Overture Group, LLC, serves as the Debtor's compensation consultant. Verita Global is the Debtor's noticing and solicitation agent. VUZIX CORP: ARK Investment Holds 3.77% Equity Stake --------------------------------------------------- ARK Investment Management LLC disclosed in a Schedule 13G filing with the U.S. Securities and Exchange Commission that as of September 30, 2024, it beneficially owns 249 shares of Vuzix Corp's common stock, representing 3.77% of the Company's outstanding shares of stock. About Vuzix Vuzix Corporation -- www.vuzix.com -- incorporated in Delaware in 1997, is a designer, manufacturer, and marketer of Smart Glasses and Augmented Reality (AR) technologies and products for the enterprise, medical, defense, and consumer markets. The Company's HUDs) smart personal display and wearable computing devices that offer users a portable high-quality viewing experience, providing solutions for mobility, wearable displays, and augmented reality, as well as OEM waveguide optical components and display engines. The Company's wearable display devices are worn like eyeglasses or attach to a head-worn mount. Buffalo, New York-based Freed Maxick CPAs, P.C., the Company's auditor since 2014, issued a "going concern" qualification in its report dated April 15, 2024, citing that the Company has suffered recurring losses from operations and has future cash requirements to fund operating losses. This raises substantial doubt about the Company's ability to continue as a going concern. WATER'S EDGE: Taps Brown Rudnick LLP as Special Corporate Counsel ----------------------------------------------------------------- Water's Edge Limited Partnership seeks approval from the U.S. Bankruptcy Court for the District of Massachusetts to employ Brown Rudnick LLP as special corporate counsel. The firm's services include: a. assistance with the Debtor's negotiations with key constituents, including its affiliates (which affiliates assert the largest claims of any type in this case); b. assistance and advice as to governance matters; c. advice as to the fiduciary and other obligations of the Debtor as to various classes of creditors and other parties in interest; d. potential sources of capital investment in the Debtor, given historical relationships and expressions of interest, and the treatment of such potential sources within the Debtor's capital structure and existing creditor, regulatory, and executive relationships; and e. Performance of such other legal services for the Debtor that are necessary and proper in these proceedings and are not duplicative of matters handled by general bankruptcy counsel without the need for assistance of the firm. Brown Rudnick agrees to cap its hourly rates charged in this case at $1,020 per hour. William Baldiga, Esq., a partner at Brown Rudnick LLP, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: William R. Baldiga, Esq. BROWN RUDNICK LLP 7 Times Square New York, NY 10036 Telephone: (212) 209-4800 Facsimile: (212) 209-4801 Email: wbaldiga@brownrudnick.com About Water's Edge Limited Partnership Water's Edge Limited Partnership is primarily engaged in renting and leasing real estate properties. Water's Edge Limited Partnership sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Mass. Case No. 24-12445) on December 5, 2024. In the petition filed by Evelyn M. Carabetta, authorized representative, the Debtor reports estimated assets and liabilities between $10 million and $50 million each. Honorable Bankruptcy Judge Christopher J. Panos handles the case. The Debtor tapped David Frye, Esq., at Russo, Frye & Associates, LLP as counsel and Verdolino & Lowey, PC as financial advisor. WE BE BOOK'N: Commences Subchapter V Bankruptcy Proceeding ---------------------------------------------------------- On January 18, 2025, We Be Book'N LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the Western District of Washington. According to court filing, the Debtor reports between $100,000 and $500,000 in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. About We Be Book'N, LLC We Be Book'N LLC operates an independent bookstore and coffee shop in Monroe, Washington, providing a family-friendly environment with a children's play space, local art displays, and custom coffee blends. We Be Book'N LLC sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Wash.Case No. 25-10139) on January 18, 2025. In its petition, the Debtor reports estimated assets up to $50,000 and estimated liabilities between $100,000 and $500,000. Honorable Bankruptcy Judge Christopher M. Alston handles the case. The Debtor is represented by: Jennifer L. Neeleman, Esq. Neeleman Law Group, P.C. 1403 8th Street Marysville, WA 98270 Phone: 425-212-4800 Email: jennifer@neelemanlaw.com WH INTERMEDIATE: Moody's Alters Outlook on 'B2' CFR to Stable ------------------------------------------------------------- Moody's Ratings changed WH Intermediate, LLC's outlook to stable from negative and affirmed the company's B2 corporate family rating and B2-PD probability of default rating. Moody's also changed the outlook on WH Intermediate's subsidiary, WH Borrower, LLC ("WH Borrower", together "WHP") to stable from negative, and affirmed the B2 ratings on WH Borrower's senior secured first lien bank credit facilities. At the same time, Moody's assigned a B2 rating to WH Borrower's proposed $128 million incremental senior secured first lien term loan. Proceeds from the incremental term loan will be used to partially fund the acquisition of the Vera Wang brand from its founder. The change in outlook to stable reflects Moody's expectation that the company will continue to drive revenue and earnings growth through successful integration of recent acquisitions and new license arrangements, despite the ongoing difficult consumer spending environment. Moody's also expect WHP to maintain good liquidity over the next 12 to 18 months, supported by balance sheet cash, positive free cash flow and ample revolver availability, and that the company's leverage profile will remain well within appropriate levels for the B2 rating, with Moody's-adjusted debt/EBITDA remaining below 6.0x and free cash flow to debt above 4%. RATINGS RATIONALE WHP's B2 CFR reflects governance considerations including moderate pro forma leverage of around 4.5x, majority private equity ownership and a debt-financed acquisitive growth strategy. Also, while many of its brands have a long operating history, the rating reflects WHP's relatively short track record having been founded in 2019, as well as integration risks associated with multiple material acquisitions completed over the past few years. The rating also reflects the meaningful brand and licensee concentrations as a percentage of pro forma revenue, although supported by the relatively stable and predictable revenue and cash flow streams derived from royalty payments received from licensees, which include significant guaranteed minimum amounts with upside from license overage receipts being accretive to earnings and cash flow as it leverages the existing cost base. Further, the licensor business model is asset light with low capital costs, which typically supports robust operating margins and positive free cash flow. Moody's also expect WHP to maintain good liquidity over the next 12 months, supported by balance sheet cash, positive free cash flow and ample revolver availability. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be downgraded if the company experiences weaker than anticipated operating performance resulting from challenges in integrating acquired brands, the non-renewal of licenses, or renewals of its licenses at materially lower revenue streams. Ratings could also be downgraded should WHP's financial policies become more aggressive or liquidity materially declines such as an inability to generate solid free cash flow after dividends. Specific metrics include debt/EBITDA sustained above 6 times or free cash flow to debt sustained below 4% and EBITA/interest sustained below 2.0 times A ratings upgrade is unlikely over the near-to-intermediate term given the company's short track record, small scale, and Moody's expectation that cash flow will likely support acquisition activity. Over time, ratings could be upgraded if the company maintains its operating performance and more conservative financial policies through a demonstrated willingness to sustain debt/EBITDA below 4.5 times, EBITA/interest expense above 3 times and free cash flow to debt well above 6%. Headquartered in New York, NY, WHP Global is a brand management company with a portfolio of brands that includes Anne Klein, Joseph Abboud, Joe's Jeans, EXPRESS, Bonobos, Isaac Mizrahi, G-Star Raw, Lotto, Toys "R" Us, Babies "R" Us, and a 50% interest in the Rag & Bone brand among others. The company is majority owned by private equity firms and other co-investors; although no one firm has majority control. Funds managed by Oaktree Capital Management, L.P. and Ares Management Corporation are the largest shareholders, with the remaining equity owned by management and others. WH Borrower, LLC is the borrowing entity in the credit group, and WH Intermediate, LLC is its direct parent, guarantor and financial reporting entity. WHP Global is privately owned and does not publicly disclose its financial information. Pro forma annual revenue exceeds $300 million. The principal methodology used in these ratings was Business and Consumer Services published in November 2021. WH INTERMEDIATE: S&P Assigns 'B' Rating on First-Lien Term Loan --------------------------------------------------------------- S&P Global Ratings assigned its 'B' issue-level rating to WH Intermediate LLC (WHP) subsidiary's $128 million nonfungible incremental first-lien term loan due 2027. The recovery rating is '3', reflecting its expectation for meaningful recovery (50%-70%; rounded estimate: 50%) in the event of a default. All of our existing ratings on the company, including its 'B' issuer credit rating, are unchanged. The outlook is stable. The additional debt will support WHP's acquisition of the Vera Wang brand. S&P said, "Pro forma the acquisition, we estimate S&P Global Ratings-adjusted leverage for the 12 months ended Sept. 30, 2024, will be about 6x, which is below our 6.5x downgrade trigger for the rating. We include $125 million of preferred equity as debt in our calculation given its optional redemption feature." This was used to fund WHP's acquisition of the remaining interest in the Express brand and its investment in the related PHOENIX joint venture in June 2024. Without including preferred equity as debt, WHP's S&P Global Ratings-adjusted leverage would be in the high-5x area. S&P said, "Our ratings on WHP continue to reflect the company's highly leveraged capital structure, financial-sponsor ownership, and track record for debt-funded acquisitions. The company's asset-lite business model requires minimal working capital and operating expenses while ensuring predictable revenue streams through guaranteed minimum royalties from its owned brands in exchange for licensing rights. This allows for good cash flow generation and EBITDA margins near 70%. While WHP continues to rapidly gain scale, it remains a small player in terms of revenue as it builds its track record through an acquisitive growth strategy. This leads to our expectation for leverage to remain above 5x." ISSUE RATINGS--RECOVERY ANALYSIS Key analytical factors: The company's proposed capital structure consists of: -- $50 million revolving credit facility due in 2026 (rated); -- $450 million first-lien term loan due in 2027 (rated); -- $390 million incremental first-lien term loan due in 2027 (rated); -- $180 million incremental first-lien term loan due in 2027 (rated); and -- New $128 million incremental first-lien term loan due in 2027 (rated). S&P said, "Our simulated default scenario contemplates a default in 2028 stemming from an unexpected loss of one of its key licensing contracts that significantly decreases the company's EBITDA and cash flow, constraining liquidity. We valued the company on a going-concern basis using a 5.5x multiple of our projected emergence EBITDA. The multiple is in line with levels used for U.S.-based branded nondurable issuers." Security package and guarantors: -- WH Borrower LLC is the borrower of the senior secured revolving credit facility, first-lien term loan, and incremental first-lien term loans. WH Intermediate LLC and all existing and future direct and indirect domestic wholly owned subsidiaries are guarantors of the facility. -- The senior secured revolving credit facility, first-lien term loan, and incremental first-lien term loans have a first-priority security interest in substantially all tangible and intangible assets of the borrower and guarantors (including pledges of equity in first-tier, non-wholly owned subsidiaries). Simulated default assumptions: -- Simulated year of default: 2028 -- Debt service assumptions: $103.2 million (assumed default year interest plus amortization) -- Minimum capex assumption: $3.2 million -- Preliminary emergence EBITDA: $106.4 million -- Operational adjustment: 15% ($15.9 million) -- Emergence EBITDA: $122.3 million -- EBITDA multiple: 5.5x -- Gross enterprise value (EV): $672.8 million Simplified waterfall: -- Net EV (after 5% administrative costs): $639.1 million -- Valuation split (obligors/nonobligors): 100%/0% -- First-lien claims: $1.2 billion -- Collateral value available to first-lien claims: $639.1 million --Recovery expectations: 50%-70% (rounded estimate: 50%) Note: All debt amounts include six months of prepetition interest. WHISKEY RANCH: Seeks Chapter 11 Bankruptcy Protection in Washington ------------------------------------------------------------------- On January 17, 2025, Whiskey Ranch Estates LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the Eastern District of Washington. According to court filing, the Debtor reports liabilities at least $900,000 in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. About Whiskey Ranch Estates LLC Whiskey Ranch Estates LLC is a real estate development company based in Bellevue, Washington. Whiskey Ranch Estates LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Wash. Case No. 25-00095) on January 17, 2025. In its petition, the Debtor reports estimated liabilities at least $900,000. Honorable Bankruptcy Judge Whitman L. Holt handles the case. The Debtor is represented by: Benjamin A. Ellison, Esq. Salish Sea Legal PLLC 2212 Queen Anne Ave N., No. 719 Seattle, WA 98109 Tel: 206-257-9547 E-mail: salishsealegal@outlook.com WHOLESALE CAR: Mark Shapiro Named Subchapter V Trustee ------------------------------------------------------ The U.S. Trustee for Regions 3 and 9 appointed Mark Shapiro of Steinberg, Shapiro & Clark as Subchapter V trustee for Wholesale Car Buying, LLC. Mr. Shapiro 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. Shapiro declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Mark H. Shapiro Steinberg, Shapiro & Clark 25925 Telegraph Rd., Ste. 203 Southfield, MI 48033 Phone: (248) 352-4700 Email: shapiro@steinbergshapiro.com About Wholesale Car Buying Wholesale Car Buying, LLC, a company in Saginaw, Mich., sells a variety of vehicles. Wholesale Car Buying sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Mich. Case No. 25-20043) on January 13, 2025, with total assets of $434,394 and total liabilities $1,342,755. The Debtor is represented by George E. Jacobs, Esq., at Bankruptcy Law Offices, in Flint, Mich. WHOLESALE CAR: Seeks to Use $11,150 in Cash Collateral ------------------------------------------------------ Wholesale Car Buying, LLC asked the U.S. Bankruptcy Court for the Eastern District of Michigan, Northern Division, for authority to use cash collateral. The company intends to use cash collateral as working capital in the operation of its business. This amount totals $11,150 for the four-week period from Jan. 13 until Feb. 9. The filing of the bankruptcy came as the result of the company's failure to cash flow from the downturn in value of used vehicles. The company borrowed heavily from MCA's and could not service debt. Wholesale Car Buying has the following creditors with an interest in cash collateral: Automotive Finance Corp., $69,237; the U.S. Small Business Administration, $75,000; Atipana Credit Fund, $70,950; BCA, $128,500; and Thoro Corp., $60,000. As adequate protection for the diminution value of cash collateral, the company will maintain the value of its business as a going concern, and provide replacement liens upon now owned and after-acquired cash to the extent of any diminution of value of cash collateral for both creditors with liens on cash collateral. The secured creditors will also be granted post-petition replacement liens on the accounts receivable of the company, including cash generated or received by company subsequent to the petition date, but only to the extent that they will be the same as existed as of the petition date. A copy of the motion is available at https://urlcurt.com/u?l=FJB6Hr from PacerMonitor.com. About Wholesale Car Buying LLC Wholesale Car Buying LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Mich. Case No. 25-20043) on January 13, 2025. In the petition signed by Christoper Robinson, owner, the Debtor disclosed up to $500,000 in assets and up to $10 million in liabilities. Judge Daniel S. Opperman oversees the case. George E. Jacobs, Esq., at Bankruptcy Law Offices, represents the Debtor as legal counsel. WILLIAM LAY DDS: Case Summary & 10 Unsecured Creditors ------------------------------------------------------ Debtor: William Lay DDS, PLLC 1810 S. Bowen Road Arlington, TX 76013 Business Description: William Lay DDS, PLLC, doing business as Pantego Dental and Orthodontics, offers comprehensive dental services including general, cosmetic, and orthodontic treatments. Chapter 11 Petition Date: January 20, 2025 Court: United States Bankruptcy Court Northern District of Texas Case No.: 25-40202 Judge: Hon. Mark X Mullin Debtor's Counsel: Robert T DeMarco, Esq. DEMARCO MITCHELL, PLLC 12770 Coit Road, Suite 850 Dallas, TX 75251 Tel: (972) 991-5591 Email: robert@demarcomitchell.com Total Assets: $192,921 Total Liabilities: $1,458,828 The petition was signed by William Lay as managing member. A full-text copy of the petition, which includes a list of the Debtor's 10 unsecured creditors, is available for free on PacerMonitor at: https://www.pacermonitor.com/view/USBDHZA/William_Lay_DDS_PLLC__txnbke-25-40202__0001.0.pdf?mcid=tGE4TAMA YERBAE BRANDS: To Be Acquired by Safety Shot -------------------------------------------- Safety Shot, Inc. (Nasdaq: SHOT) a wellness and dietary supplement company, is acquiring Yerbae Brands Corp. (TSX-V: YERB.U; OTCQX: YERBF), a plant-based energy beverage company, according to the parties' definitive arrangement agreement dated January 7, 2025. Safety Shot and Yerbae will combine primary and secondary management teams in an attempt to deliver top-line growth. The proposed strategic acquisition looks to bring together Safety Shot's innovative wellness solutions with Yerbae's popular line of plant-based energy drinks, adding a company that generated approximately $12 million of revenue in fiscal year 2023 and creating a powerful platform for potential accelerated growth and market leadership, the parties said in a joint statement, available at https://bit.ly/3IxlM8a The deal will be implemented by way of a plan of arrangement in accordance with the Business Corporations Act (British Columbia) and is subject to approval by the Supreme Court of British Columbia, the stockholders of Safety Shot and the shareholders of Yerbae, and subject to other customary closing conditions for a transaction of this nature and size. Yerbae has previously indicated there is substantial doubt about its ability to continue as a going concern. According to the company, due to its recurring losses, the ongoing challenging market conditions for beverage companies and its limited cash balance as of September 30, 2024, management believes it is probable that the Company will be unable to meet its obligations as they come due within one year after the date that the unaudited condensed interim consolidated financial statements are issued. The Company had a working capital deficit of $5,095,669 and surplus of $843,478, respectively, and has incurred losses since inception and as of September 30, 2024, and December 31, 2023, had an accumulated deficit of approximately $41.5 million and $34.5 million, respectively. The Company has indicated while it is attempting to plan additional financings, including equity and debt, which are intended to mitigate the conditions or events that raise substantial doubt about its ability to continue as a going concern, those financings may not occur. If the financings do not occur, management will try and implement alternative arrangements, and such arrangements could have a potentially significant negative impact on the current net asset value of the Company. These alternatives include: (1) raising additional capital by means other than those planned through equity and/or debt financing; and/or (2) entering into new commercial relationships to help fund future expenses. * * * On the terms and subject to the conditions of the Arrangement Agreement and the Plan of Arrangement, at the effective time of the Arrangement, all of the common shares of Yerbae then issued and outstanding immediately prior to the Effective Time (including the common shares of Yerbae to be issued on the settlement of all of the performance share units and restricted share units of Yerbae, which will be settled immediately prior to the Effective Time) will be acquired by Safety Shot in consideration for an aggregate of 20,000,000 shares of common stock of Safety Shot. Each option to purchase common shares of Yerbae outstanding immediately prior to the Effective Time (whether or not vested) will be deemed to be exchanged for an option entitling the holder to purchase shares of common stock of Safety Shot. The number of shares of common stock of the Company underlying each Replacement Option will equal the number of common shares of Yerbae underlying the corresponding Replaced Option multiplied by the exchange ratio. The exercise price of each Replacement Option will equal the exercise price of the corresponding Replaced Option divided by the exchange ratio and each Replacement Option will be fully vested. In accordance with the respective terms of Yerbae's outstanding warrants and debentures, the terms of each warrant and debenture of Yerbae will entitle the holder thereof to receive, upon exercise or conversion, as applicable, in substitution for the number of Yerbae common shares subject to such warrant or debenture, such number of shares of Safety Shot common stock multiplied by the exchange ratio. In addition, if the Arrangement is consummated, Safety Shot will pay up to $500,000 of Yerbae's transaction expenses. A copy of the Arrangement Agreement is available at https://bit.ly/3UUQO41 About Yerbae Brands Co. Yerbae is engaged in the development, marketing, sale, and distribution of plant-based energy beverages that do not contain calories, carbohydrates, or sugar. Yerbae's line of beverages are blended with non-GMO plant-based ingredients and offer the benefits of yerba mate and white tea; sustainably sourced from Brazil and other growing regions in South America. As of September 30, 2024, the company had $2,529,907 in total assets, $7,550,544 in total liabilities, and $2,529,907 in total shareholder's deficiency. YOUSSEF CORP: Hires Deos Law PC as Bankruptcy Counsel ----------------------------------------------------- Youssef Corporation seeks approval from the U.S. Bankruptcy Court for the Eastern District of California to hire Deos Law PC as bankruptcy counsel. The firm will render these services: a. support co-counsel in the preparation and amendment of schedules and statements in support of relief under Chapter 11 of the United States Code; b. advise and represent the Debtor within the present Chapter 11 case; c. support co-counsel in the obtaining employment of professionals as necessary for the proper administration of the estate and case; d. communicate with and negotiate as necessary with the creditors and other parties of interest in this case; e. obtain Court authority for any and all actions necessary to the administration of the estate, including funding. It is anticipated that Stephen Reynolds will lead in this task; f. propose and obtain confirmation of a Plan of Reorganization; and g. support co-counsel in all other actions necessary for the proper administration of the estate. The firm will bill $350 per hour for its services. Deos Law PC received $14,238 as a prepetition retainer. Linda Deos, Esq., principal at Deos Law PC, assured the court that she has no connections with the Debtor, the officers, owners, or employees of the Debtor outside of this case. The firm can be reached through: Linda Deos, Esq. Deos Law, PC 428 J Street, 4th Floor Sacramento, CA 95814 Tel: (916) 442-4442 Fax: (916) 583-7693 Email: Linda@deoslaw.com About Youssef Corporation Youssef Corporation, doing business as Rick's Dessert Diner, a Sacramento-based dessert shop operating since 1986. Youssef Corporation sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Calif. Case No. 24-25864) on December 31, 2024. In its petition, the Debtor reports estimated assets between $50,000 and $100,000 and estimated liabilities between $1 million and $10 million. Honorable Bankruptcy Judge Christopher D. Jaime handles the case. Linda D. Deos, Esq. of Deos Law PC represents the Debtor as counsel. YOUSSEF CORP: Seeks to Hire Reynolds Law as Co-Counsel ------------------------------------------------------ Youssef Corporation seeks approval from the U.S. Bankruptcy Court for the Eastern District of California to hire Reynolds Law Corporation as bankruptcy co-counsel. The firm will render these services: a. support co-counsel in the preparation and amendment of schedules and statements in support of relief under Chapter 11 of the United States Code; b. advise and represent the Debtor within the present Chapter 11 case; c. support co-counsel in the obtaining employment of professionals as necessary for the proper administration of the estate and case; d. communicate with and negotiate as necessary with the creditors and other parties of interest in this case; e. obtain Court authority for any and all actions necessary to the administration of the estate, including funding. It is anticipated that Stephen Reynolds will lead in this task; f. propose and obtain confirmation of a Plan of Reorganization; and g. support co-counsel in all other actions necessary for the proper administration of the estate. The firm will bill $450 per hour for its services. Reynolds Law received $12,500 as a prepetition retainer. Stephen Reynolds, Esq., attorney at Reynolds Law, assured the court that his firm no connections with the Debtor, the officers, owners, or employees of the Debtor outside of this case. The firm can be reached through: Stephen M. Reynplds, Esq. Reynolds Law Corporation PO Box 733799 Davis, CA 95617 Tel: (530) 297-5030 Email: sreynolds@lr-law.net About Youssef Corporation Youssef Corporation, doing business as Rick's Dessert Diner, a Sacramento-based dessert shop operating since 1986. Youssef Corporation sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Calif. Case No. 24-25864) on December 31, 2024. In its petition, the Debtor reports estimated assets between $50,000 and $100,000 and estimated liabilities between $1 million and $10 million. Honorable Bankruptcy Judge Christopher D. Jaime handles the case. Linda D. Deos, Esq. of Deos Law PC represents the Debtor as counsel. [^] Large Companies with Insolvent Balance Sheet ------------------------------------------------ Total Share- Total Total Holders' Working Assets Equity Capital Company Ticker ($MM) ($MM) ($MM) ------- ------ ------ -------- ------ ACADIAN ASSET MA AAMI US 555.2 (3.8) - AIRSHIP AI HOLDI AISP US 9.1 (12.9) 0.0 ALTRIA GROUP INC MO US 34,167.0 (3,418.0) (4,497.0) AMC ENTERTAINMEN AMC US 8,324.1 (1,685.3) (789.8) AMERICAN AIRLINE AAL US 63,528.0 (4,854.0) (11,076.0) AMNEAL PHARM INC AMRX US 3,461.0 (33.7) 418.1 APPIAN CORP-A APPN US 549.9 (49.8) 62.0 AQUESTIVE THERAP AQST US 110.0 (45.4) 81.4 AUTOZONE INC AZO US 17,465.8 (4,672.9) (1,468.0) AVEANNA HEALTHCA AVAH US 1,644.2 (156.4) (24.7) AVIS BUDGET GROU CAR US 32,749.0 (229.0) (1,007.0) B. RILEY FINANCI RILY US 3,236.3 (143.1) 678.5 BATH & BODY WORK BBWI US 4,984.0 (1,748.0) 145.0 BAUSCH HEALTH CO BHC CN 26,540.0 (242.0) 845.0 BAUSCH HEALTH CO BHC US 26,540.0 (242.0) 845.0 BELLRING BRANDS BRBR US 837.0 (205.9) 389.0 BEYOND MEAT INC BYND US 692.9 (611.9) 210.8 BIGBEAR.AI HOLDI BBAI US 354.1 98.4 53.6 BIOAGE LABS INC BIOA US 337.4 313.7 317.4 BIOCRYST PHARM BCRX US 491.3 (468.6) 295.2 BIOTE CORP-A BTMD US 101.3 (126.8) 23.5 BLEICHROEDER ACQ BACQU US 0.3 (0.1) (0.3) BLEICHROEDER ACQ BACQ US 0.3 (0.1) (0.3) BOEING CO/THE BA US 137,695 (23,562.0) 12,136.0 BOLD EAGLE ACQ-A BEAG US 0.9 (0.1) (0.0) BOLD EAGLE ACQUI BEAGU US 0.9 (0.1) (0.0) BOMBARDIER INC-A BDRAF US 12,670.0 (1,996.0) 328.0 BOMBARDIER INC-A BBD/A CN 12,670.0 (1,996.0) 328.0 BOMBARDIER INC-B BDRBF US 12,670.0 (1,996.0) 328.0 BOMBARDIER INC-B BBD/B CN 12,670.0 (1,996.0) 328.0 BOOKING HOLDINGS BKNG US 27,978.0 (3,653.0) 3,851.0 BRIDGEBIO PHARMA BBIO US 665.0 (1,218.4) 305.4 BRIDGEMARQ REAL BRE CN 163.4 (68.9) (86.7) BTQ TECHNOLOGIES BTQ CN 1.8 (1.3) (1.1) CALUMET INC CLMT US 2,640.1 (426.6) (464.6) CANTOR PA CEP US 101.5 100.9 (0.1) CARDINAL HEALTH CAH US 43,059.0 (3,276.0) (1,773.0) CHARLTON ARIA AC CHARU US 0.2 (0.1) (0.3) CHARLTON ARIA-A CHAR US 0.2 (0.1) (0.3) CHECKPOINT THERA CKPT US 5.2 (12.6) (12.6) CHENIERE ENERGY CQP US 17,385.0 (626.0) (543.0) CHILDREN'S PLACE PLCE US 888.8 (49.6) (46.3) CHOICE HOTELS CHH US 2,544.0 (96.2) (140.2) CINEPLEX INC CGX CN 2,209.3 (39.7) (310.5) CINEPLEX INC CPXGF US 2,209.3 (39.7) (310.5) CLIPPER REALTY I CLPR US 1,287.0 (9.5) - COHEN CIRCLE ACQ CCIRU US 0.2 (0.5) (0.7) COHEN CIRCLE ACQ CCIR US 0.2 (0.5) (0.7) COMMSCOPE HOLDIN COMM US 8,810.7 (2,111.8) 973.2 COMMUNITY HEALTH CYH US 13,905.0 (1,270.0) 982.0 COMPOSECURE IN-A CMPO US 435.4 (285.0) 92.2 CONSENSUS CLOUD CCSI US 622.5 (93.2) 4.5 CONTANGO ORE INC CTGO US 158.3 (10.2) (43.0) COOPER-STANDARD CPS US 1,797.5 (163.1) 223.8 CPI CARD GROUP I PMTS US 342.3 (42.8) 123.7 CROSSAMERICA PAR CAPL US 1,130.1 (30.7) (47.1) CYTOKINETICS INC CYTK US 1,436.1 (13.9) 908.8 D-WAVE QUANTUM I QBTS US 49.6 (16.9) 9.3 DAVE INC DAVE US 272.2 (169.3) 217.3 DELEK LOGISTICS DKL US 1,960.7 (45.1) 16.4 DELL TECHN-C DELL US 81,951.0 (2,190.0) (11,465.0) DENNY'S CORP DENN US 461.6 (54.5) (53.8) DIGITALOCEAN HOL DOCN US 1,526.5 (211.7) 376.0 DINE BRANDS GLOB DIN US 1,699.5 (216.7) (55.4) DOMINO'S PIZZA DPZ US 1,775.1 (3,976.6) 361.7 DOMO INC- CL B DOMO US 190.2 (171.2) (105.7) DROPBOX INC-A DBX US 2,576.7 (546.1) (156.6) ELUTIA INC ELUT US 48.4 (40.2) (2.4) EMBECTA CORP EMBC US 1,285.3 (738.3) 387.0 EOS ENERGY ENTER EOSE US 216.8 (417.7) 74.1 ETSY INC ETSY US 2,442.2 (624.3) 767.7 EXCO RESOURCES EXCE US 1,032.7 (1,026.5) (421.2) FAIR ISAAC CORP FICO US 1,717.9 (962.7) 237.1 FENNEC PHARMACEU FENC US 58.9 (5.2) 50.5 FENNEC PHARMACEU FRX CN 58.9 (5.2) 50.5 FERRELLGAS PAR-B FGPRB US 1,413.7 (457.2) (18.4) FERRELLGAS-LP FGPR US 1,413.7 (457.2) (18.4) FOGHORN THERAPEU FHTX US 308.4 (28.3) 214.4 FREIGHTCAR AMERI RAIL US 245.9 (72.4) 63.3 GCM GROSVENOR-A GCMG US 575.0 (113.0) 152.8 GOAL ACQUISITION PUCKU US 3.6 (12.2) (13.6) GRINDR INC GRND US 456.3 (13.4) 29.3 GUARDANT HEALTH GH US 1,538.7 (60.1) 1,029.4 H&R BLOCK INC HRB US 2,550.0 (368.1) (184.3) HERBALIFE LTD HLF US 2,653.5 (954.2) (40.4) HILTON WORLDWIDE HLT US 16,689.0 (3,430.0) (918.0) HP INC HPQ US 39,909.0 (1,323.0) (7,927.0) HUMACYTE INC HUMA US 114.8 (63.7) 2.1 INSEEGO CORP INSG US 113.4 (85.1) (103.8) INSPIRED ENTERTA INSE US 388.6 (78.3) 56.1 INTUITIVE MACHIN LUNR US 224.8 (4.5) 73.0 IRON MOUNTAIN IRM US 18,469.6 (31.9) (587.2) IRONWOOD PHARMAC IRWD US 389.5 (311.3) 129.2 JACK IN THE BOX JACK US 2,735.6 (851.8) (253.0) JUPITER NEUROSCI JUNS US 0.1 (5.8) (5.7) LAUNCH ONE ACQUI LPAAU US 234.0 (9.8) - LAUNCH ONE ACQUI LPAA US 234.0 (9.8) - LIFEMD INC LFMD US 72.6 (6.0) (10.3) LINDBLAD EXPEDIT LIND US 889.8 (122.4) (98.3) LIONS GATE ENT-B LGF/B US 7,146.8 (124.9) (2,637.3) LIONS GATE-A LGF/A US 7,146.8 (124.9) (2,637.3) LIONSGATE STUDIO LION US 5,261.4 (938.9) (2,312.9) LOWE'S COS INC LOW US 44,743.0 (13,419.0) 2,530.0 LUCKY STRIKE ENT LUCK US 3,092.4 (40.4) (104.2) LUMINAR TECHNOLO LAZR US 403.4 (258.0) 176.2 MADISON SQUARE G MSGS US 1,373.3 (277.5) (338.9) MADISON SQUARE G MSGE US 1,610.3 (48.7) (260.8) MANNKIND CORP MNKD US 464.2 (209.9) 255.6 MARBLEGATE ACQ-A GATE US 4.2 (19.4) (0.4) MARBLEGATE ACQUI GATEU US 4.2 (19.4) (0.4) MARRIOTT INTL-A MAR US 26,209.0 (2,421.0) (4,945.0) MARTIN MIDSTREAM MMLP US 554.8 (61.3) 53.9 MATCH GROUP INC MTCH US 4,425.8 (88.5) 792.4 MBIA INC MBI US 2,230.0 (1,988.0) - MCDONALDS CORP MCD US 56,172.0 (5,177.0) (1,396.0) MCKESSON CORP MCK US 72,429.0 (2,642.0) (5,430.0) MEDIAALPHA INC-A MAX US 236.1 (59.6) 29.4 METTLER-TOLEDO MTD US 3,319.8 (154.4) 13.3 MSCI INC MSCI US 5,408.9 (751.0) (92.1) NATHANS FAMOUS NATH US 57.7 (21.3) 32.6 NEW ENG RLTY-LP NEN US 387.4 (65.5) - NEXT-CHEMX CORP CHMX US 3.9 (1.8) (3.8) NOVAGOLD RES NG CN 114.7 (37.8) 103.5 NOVAGOLD RES NG US 114.7 (37.8) 103.5 NOVAVAX INC NVAX US 1,712.5 (526.4) (77.3) NUTANIX INC - A NTNX US 2,181.4 (685.3) 302.9 O'REILLY AUTOMOT ORLY US 14,577.5 (1,439.1) (2,486.9) OAKTREE ACQUIS-A OACC US 0.6 (0.0) - OAKTREE ACQUISIT OACCU US 0.6 (0.0) - OMEROS CORP OMER US 313.3 (154.2) 109.3 OTIS WORLDWI OTIS US 10,261.0 (4,780.0) (1,602.0) PAPA JOHN'S INTL PZZA US 860.9 (414.7) (54.7) PELOTON INTERA-A PTON US 2,157.1 (480.3) 644.9 PHATHOM PHARMACE PHAT US 387.0 (187.1) 308.5 PHILIP MORRIS IN PM US 66,892.0 (7,713.0) (2,570.0) PITNEY BOWES INC PBI US 3,647.7 (518.9) (198.4) PLANET FITNESS-A PLNT US 3,048.2 (267.1) 270.2 PORCH GROUP INC PRCH US 867.3 (77.0) (84.6) PRIORITY TECHNOL PRTHU US 1,759.7 (58.9) 37.7 PRIORITY TECHNOL PRTH US 1,759.7 (58.9) 37.7 PROS HOLDINGS IN PRO US 384.2 (75.2) 44.2 PTC THERAPEUTICS PTCT US 1,842.2 (1,054.4) 670.8 QUANTUM CORP QMCO US 163.1 (153.4) (25.7) RAPID7 INC RPD US 1,574.5 (6.3) 99.0 RE/MAX HOLDINGS RMAX US 578.6 (61.8) 54.2 REALREAL INC/THE REAL US 406.3 (345.4) (14.0) REDFIN CORP RDFN US 1,151.1 (25.2) 167.3 REVANCE THERAPEU RVNC US 461.6 (163.0) 249.6 RH RH US 4,464.2 (183.0) 381.5 RIGEL PHARMACEUT RIGL US 139.4 (14.6) 52.2 RINGCENTRAL IN-A RNG US 1,818.4 (345.9) 94.2 RUBRIK INC-A RBRK US 1,268.7 (521.1) 127.1 SABRE CORP SABR US 4,693.2 (1,530.1) 22.9 SANUWAVE HEALTH SNWV US 21.8 (60.3) (71.6) SBA COMM CORP SBAC US 10,201.7 (5,125.8) (217.6) SCOTTS MIRACLE SMG US 2,871.9 (390.6) 230.1 SEAGATE TECHNOLO STX US 7,972.0 (1,300.0) 447.0 SEMTECH CORP SMTC US 1,379.0 (139.7) 322.3 SHOULDERUP TEC-A SUAC US 9.6 (3.8) (4.8) SLEEP NUMBER COR SNBR US 864.7 (448.8) (723.8) SPACKMAN EQUITIE SQG CN 0.1 (1.8) (0.4) SPECTRAL CAPITAL FCCN US 0.3 (0.1) (0.2) SPIRIT AEROSYS-A SPR US 7,049.2 (1,936.5) 501.5 STARBUCKS CORP SBUX US 31,339.3 (7,441.6) (2,222.6) TORRID HOLDINGS CURV US 493.0 (189.3) (28.4) TOWNSQUARE MED-A TSQ US 565.4 (52.5) 25.3 TRANSDIGM GROUP TDG US 25,586.0 (6,283.0) 3,690.0 TRAVEL + LEISURE TNL US 6,698.0 (861.0) 658.0 TRAVERE THERAPEU TVTX US 504.4 (30.5) 134.7 TRINSEO PLC TSE US 2,882.8 (480.0) 305.5 TRISALUS LIFE SC TLSI US 27.5 (20.4) 13.9 TRIUMPH GROUP TGI US 1,511.5 (95.2) 453.7 TUCOWS INC-A TC CN 799.0 (53.1) 22.7 TUCOWS INC-A TCX US 799.0 (53.1) 22.7 UNISYS CORP UIS US 1,861.6 (187.9) 361.8 UNITED PARKS & R PRKS US 2,579.6 (455.9) (142.3) UNITI GROUP INC UNIT US 5,098.7 (2,476.3) - VERISIGN INC VRSN US 1,462.0 (1,900.6) (808.8) VOYAGER ACQ CORP VACHU US 256.9 (11.3) 0.8 VOYAGER ACQUISIT VACH US 256.9 (11.3) 0.8 WAYFAIR INC- A W US 3,414.0 (2,733.0) (357.0) WINGSTOP INC WING US 484.8 (447.5) 47.3 WINMARK CORP WINA US 52.0 (33.7) 30.0 WORKIVA INC WK US 1,302.1 (50.8) 449.5 WYNN RESORTS LTD WYNN US 14,111.4 (1,065.5) 1,447.4 XERIS BIOPHARMA XERS US 321.1 (28.3) 71.8 XPONENTIAL FIT-A XPOF US 472.2 (123.3) 1.4 YUM! BRANDS INC YUM US 6,461.0 (7,674.0) 439.0 ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. On Thursdays, the TCR delivers a list of recently filed Chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. 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Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors. Copyright 2025. 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 single-user TCR subscription rate is $1,400 for six months or $2,350 for twelve 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 per half-year or $50 annually. For subscription information, contact Peter A. Chapman at 215-945-7000. *** End of Transmission ***