/raid1/www/Hosts/bankrupt/TCR_Public/250127.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Monday, January 27, 2025, Vol. 29, No. 26
Headlines
1060 NEPPERHAN: Seeks Chapter 11 Bankruptcy Protection in New York
1140 REALTY: Case Summary & Five Unsecured Creditors
1140 REALTY: Seeks Chapter 11 Bankruptcy Protection in New York
1708 W. SEAGULL: Case Summary & Five Unsecured Creditors
1708 W. SEAGULL: Seeks Chapter 11 Bankruptcy Protection
296 EAST: Seeks Bankruptcy Protection in New York
700 TRUST: Case to be Transferred to M.D. Florida Bankruptcy Court
99 CENTS: Gets Court Confirmation for Chapter 11 Wind-Down Plan
A.M. ARTEAGA: U.S. Trustee Appoints Tamar Terzian as PCO
AIMBRIDGE ACQUISITION: $199MM Bank Debt Trades at 39% Discount
AIMBRIDGE ACQUISITION: $795MM Bank Debt Trades at 37% Discount
AIR INDUSTRIES: 2024 Prelim Sales Up 6.6%,; Backlog Reaches $270M
ALGORHYTHM HOLDINGS: Stockholders OK 1-for-200 Reverse Stock Split
ALLEN MEDIA: $870MM Bank Debt Trades at 36% Discount
ALLEN MEDIA: BBH Income Fund Marks $2.96 Million Loan at 35% Off
ALLEN MEDIA: BBH Limited Marks $21.26 Million Loan at 35% Off
ALTICE USA: Engages in Talks with Creditors to Reduce Debt Burden
ALTRA SERVICE: Hearing on Use of Cash Collateral Set for Jan. 28
AMERIBUILD COMPANY: Seeks Chapter 11 Bankruptcy Protection
AMERICAN VEIN: Seeks to Hire Tucker Ellis LLP as Counsel
APPLIED MINERALS: Hires Anderson Bradshaw as Tax Accountant
APPTECH PAYMENTS: CFO Felipe Corrado Holds 188,177 Shares
APPTECH PAYMENTS: Director T. Kozlowski Jr. Holds 631,496 Shares
APPTECH PAYMENTS: Interim CEO Thomas DeRosa Holds 26,096 Shares
ARC ONE: Unsecured Creditors to Split $8,500 over 3 Years
ARENA GROUP: Board OKs Increases to CEO, CFO Base Salaries
ARTEAGA DENTAL: U.S. Trustee Appoints Tamar Terzian as PCO
ARTIFICIAL INTELLIGENCE: Targets Up to $18 Million Revenue in FY26
ASCEND PERFORMANCE: $1.09BB Bank Debt Trades at 32% Discount
ATARA BIOTHERAPEUTICS: Provides Business Update on EBVALLO
ATARA BIOTHERAPEUTICS: Registers 155K Shares Under 2024 Equity Plan
ATI PHYSICAL: Interim CFO Rundell Holds 6,458 Shares, Stock Options
ATLANTA PEDIATRIC: Hires Lacey & Orth CPA LLC as Accountant
AURA SYSTEMS: Reports Net Loss of $540K for Third Quarter
AVISON YOUNG: $135.5MM Bank Debt Trades at 19% Discount
AVISON YOUNG: $61.1MM Bank Debt Trades at 40% Discount
B.G.P. STORES: Case Summary & Eight Unsecured Creditors
BEECH INTERNATIONAL: Court Extends Use of Cash Collateral
BGP WAREHOUSE: Sec. 341(a) Meeting of Creditors on February 26
BIO-KEY INTERNATIONAL: Expects to Raise $3.8M From Warrant Exercise
BIO-KEY INTL: Issues 489K Shares to Settle Debt With Streeterville
BIO-KEY INTL: Raises $3.8 Million Via Warrant Exercise Agreement
BIOXCEL THERAPEUTICS: Board Appoints Rajiv Patni as Director
BIOXCEL THERAPEUTICS: Expands Board; Dr. Patni Named New Director
BIOXCEL THERAPEUTICS: Rajiv Patni Owns 15K Stock Options
BK RACING: 4th Cir. Affirms Default Judgment v. Devine, et al.
BOY SCOUTS: Coalition's Request for Payment of Fees Denied
BROUDY GROUP: To Sell Car Dealership Biz to G. Payne for $2.35-Mil.
BTG TEXTILES: Case Summary & 20 Largest Unsecured Creditors
C & C LAS VEGAS: Voluntary 11 Case Summary
CALI MADE COLD: Case Summary & Six Unsecured Creditors
CANTON & COMPANY: Gets OK to Use Cash Collateral Until March 14
CAREPOINT HEALTH: Court Okays Ch.11 Docs, Confirmation Fight Looms
CARIBBEAN GOURMET: Hires Sherman C. Smith as Counsel
CASTLE US: $295MM Bank Debt Trades at 39% Discount
CAYMUS FUNDING: Seeks Bankruptcy Protection in Georgia
CHANNELSIDE BREWING: Case Summary & 20 Top Unsecured Creditors
CINEMARK HOLDINGS: S&P Alters Outlook to Pos., Affirms 'BB-' ICR
CLICKED AI: Unsecureds Will Get 5% of Claims over 60 Months
COLD SPRING: Signs Deal With U.S. Trustee to Appoint Examiner
COLD SPRING: U.S. Trustee Appoints David Crapo as PCO
COMTECH TELECOMMUNICATIONS: All Proposals Approved at FY24 Meeting
COMTECH TELECOMMUNICATIONS: All Proposals Okayed at Annual Meeting
CONTAINER STORE: Court Approves Chapter 11 Plan Opt-Out Releases
CONTAINER STORE: Gets Bankruptcy Exit Approval by Take-Private Deal
CORBETT BUILDINGS: Seeks Chapter 11 Bankruptcy Protection in N.Y.
COVERED BRIDGE: Gets Green Light to Use Cash Collateral
CRUCIBLE INDUSTRIES: Committee Hires Bernstein as Legal Counsel
DEL MONTE: $725MM Bank Debt Trades at 39% Discount
DIGITAL ALLY: To Resell 808K Shares Via Selling Stockholders
DITECH HOLDING: $22,389.55 Davis Claim Disallowed
DOVGAL ENTERPRISES: Counsel Awarded $27,757.69 in Fees & Costs
DUNN PAPER: $230MM Bank Debt Trades at 17% Discount
DUNN PAPER: $55MM Bank Debt Trades at 17% Discount
ECO MATERIAL: S&P Affirms 'B' Issuer Credit Rating, Outlook Stable
ELENI INTERNATIONAL: Seeks Bankruptcy Protection in New York
ELENI INTERNATIONAL: Voluntary Chapter 11 Case Summary
ELETSON HOLDINGS: Judge Orders Former Owners to Comply with Ch. 11
ENDO INTERNATIONAL: Trustee Blocks Move to Transfer Coverage Suit
ENVERIC BIOSCIENCES: To Implement 1-for-15 Reverse Stock Split
EOS US FINCO: $534.7MM Bank Debt Trades at 55% Discount
EXACTECH INC: Asks Court to OK Top Execs Bonuses for Ch.11 Sale
EXECUTIVE BOAT: Case Summary & Eight Unsecured Creditors
EXECUTIVE BOAT: Seeks Chapter 11 Bankruptcy Protection in Arizona
EYENOVIA INC: Expects $1-Mil. Proceeds From Warrant Exercise
EYENOVIA INC: Investor Exercises Repriced Warrants for 15.8M Shares
FAMILY SOLUTIONS: Trustee Hires Sanderson Law Firm as Counsel
FLAME LLC: Case Summary & 20 Largest Unsecured Creditors
FLAME LLC: Seeks Bankruptcy Protection in Washington
FRANCHISE GROUP: Former CEO Brian Kahn Gets Subpoena from DOJ
FRED'S INC: Wins Summary Judgment on Ordinary Course Defense
GAMECHEST LLC: Seeks Bankruptcy Protection in Florida
GENAPSYS INC: Asserts Paul Hastings Cannot Keep Privileged Docs
GENEVA REPAIR: Court Extends Use of Cash Collateral Until March 31
GLOBAL WOUND: PCO Reports No Change in Patient Care Quality
GREATER LIGHT: Hires Portfolio Real Estate as Real Estate Broker
GYPSUM RESOURCES: Amends Plan to Include Big Slick Claims Pay
HALL OF FAME: Fails to Meet Nasdaq Annual Meeting Requirement
HALL OF FAME: Jerome Bettis Steps Down From Board
HARBORVIEW REHABILITATION: Hires Cunningham Chernicoff as Counsel
HARBORVIEW REHABILITATION: U.S. Trustee Ordered to Appoint PCO
HEALTHY SPOT: Gets Interim OK to Use Cash Collateral Until Feb. 26
HEARTHSIDE FOOD: Receives Approval to Proceed with Bankruptcy Exit
HIGH WIRE: Inks Private Placement, Equity Line Agreements
HIGH WIRE: Issues Certificate for Series F Preferred Shares
HIGHLAND CAPITAL: DAF Loses Bid to Remand Alvarez & Marsal Case
HILMORE LLC: Sec. 341(a) Meeting of Creditors on February 18
HOME BUILDING: Counsel's Request for $24,979 in Fees Denied
HS PURCHASER: $670MM Bank Debt Trades at 38% Discount
HUBBARD RADIO: S&P Lowers ICR to 'CCC+' on Challenging Operating
HYPHA LABS: Increases Authorized Shares in Certificate of Amendment
INGENOVIS HEALTH: $675MM Bank Debt Trades at 48% Discount
INGENOVIS HEALTH: $85MM Bank Debt Trades at 53% Discount
JAMES BARCHIESI: Jan. 31 Deadline for Update on Beyond Bespoke Suit
JML ENGINEERING: Hires Gaidano and Associates as Accountant
JUMPSTAR ENTERPRISES: Gets Final OK to Use Cash Collateral
JUMPSTAR ENTERPRISES: Hires Kean Miller LLP as Counsel
KDC AGRIBUSINESS: CSS Entitled to Damages in Trade Secret Suit
KULR TECHNOLOGY: Grants CEO Mo 270,000 Series A Preferred Shares
KULR TECHNOLOGY: Modifies Executive Cash Compensation & RSU Grants
LASERSHIP INC: $269MM Bank Debt Trades at 66% Discount
LAVIE CARE: No Decline in Resident Care, 3rd PCO Report Says
LAW OFFICE OF JESSICA: Gets Final OK to Use Cash Collateral
LEXARIA BIOSCIENCE: Director Baljinder Bhullar Holds 13,000 Shares
LEXARIA BIOSCIENCE: Elects Directors at Shareholder Meeting
LI-CYCLE HOLDINGS: Public Offering Closes With $13.4MM Net Proceeds
MACADAMIA BEAUTY: Unsecureds to Get Share of Income for 5 Years
MAGLEV ENERGY: Gets Interim OK to Use Cash Collateral
MANZANITA LANE: Hires Ferrari Lund as Real Estate Broker
MARKETING ANALYST: Unsecureds Will Get 7.9% of Claims in Plan
MARQUIE GROUP: Incurs $155K Net Loss in Second Quarter
MARTIN MIDSTREAM: Fitch Affirms 'B-' LongTerm IDR, Outlook Stable
MEMPHIS CARPET: Case Summary & 10 Unsecured Creditors
MINI MANIA: Unsecureds Will Get 15% of Claims over 6 Years
MODIVCARE INC: $525MM Bank Debt Trades at 16% Discount
MPH ACQUISITION: BBH Income Fund Marks $6.4 Million Loan at 25% Off
MPH ACQUISITION: BBH Limited Marks $35.68 Million Loan at 25% Off
MY SIZE: CFO Or Kles Resigns Effective March 31
N&H SADDLEBRED: To Sell Woodschurch Property to 119 Northfield
NATIONAL CINEMEDIA: Kinetoplay Founders Not Entitled to Bonuses
NATURAL CAPITAL: Chapter 15 Case Summary
NB 700 LOGAN: Voluntary Chapter 11 Case Summary
NB 700: Seeks Chapter 11 Bankruptcy Protection in California
NCL CORP: EUR338MM Bank Debt Trades at 15% Discount
NCL CORP: EUR450MM Bank Debt Trades at 15% Discount
NEOLPHARMA INC: Seeks Bankruptcy Protection in Puerto Rico
NEW LONDON PHARMACY: Seeks Bankruptcy Protection in New York
NEW LONDON: Voluntary Chapter 11 Case Summary
NORMAN REGIONAL HOSPITAL: S&P Lowers Revenue Bonds Rating to 'B'
NORTH CAROLINA: Hires Anthony DeGirolamo as Legal Counsel
NORTH CAROLINA: Hires Blake Financial as Financial Advisor
NORTH CAROLINA: Hires Maloney + Novotny as Accountant
NORTH LIBERTY: Hires Pugh Hagan Prahm PLC as Counsel
NORTHVOLT AB: Committee Hires Alvarez as Financial Advisor
NORTHVOLT AB: Committee Hires Ducera as Investment Banker
NORTHVOLT AB: Moderate Party Wants Probe in Ex-PM's Role in Deal
NP HAMPTON RIDGE: Voluntary Chapter 11 Case Summary
NP HAMPTON: Seeks Chapter 11 Bankruptcy Protection in California
ODI OLDCO: Hires CliftonLarsonAllen LLP as Accountant
ONDAS HOLDINGS: Unit Secures $2.93M Investment
ORIGINAL MOWBRAY'S: Has Deal on Cash Collateral Access
OUR TOWN: To Sell Family Houses to 257 West Lake for $499K
PARKER HEATING: Unsecureds to Split $36K via Quarterly Payments
PARTY CITY: Reaches Deal to Sell Assets, Brand to Ad Populum Unit
PASKEY INCORPORATED: Seeks to Sell 11 Pick-Up Trucks
PATTERN ENERGY: Fitch Affirms 'BB-' LongTerm IDR, Outlook Stable
PERATON CORP: $1.34BB Bank Debt Trades at 16% Discount
PG&E CORP: Fitch Affirms BB+ Issuer Default Rating, Outlook Pos.
PHYSICIAN PARTNERS: S&P Cuts ICR to 'SD' on Completed Debt Exchange
PIJ HOSPITALITY: Seeks Chapter 11 Bankruptcy Protection in New York
PINE LAKE: Seeks to Hires Okin Adams as Legal Counsel
PIVOTAL MED: Commences Subchapter V Bankruptcy Proceeding
PIVOTAL MED: Voluntary Chapter 11 Case Summary
POLAR US: $541.4MM Bank Debt Trades at 26% Discount
PRECIPIO INC: Adds 74,681 Common Shares to Stock Option Plan
PRECIPIO INC: Grants Senior Management Performance-Based Awards
PREMIER DATACOM: Voluntary Chapter 11 Case Summary
PREMIER HOSPITALITY: Unsecureds Will Get 8.46% of Claims in Plan
PRIME CAPITAL: Bond Motion Deemed Withdrawn, Can't Abandon Claims
PROSPECT MEDICAL: Conn. Solons Mull New Measures After Ch. 11
PURDUE PHARMA: Nardello Appointed as Forensic Financial Advisor
PURDUE PHARMA: Reaches $7.4Bil. New Opioid Deal with Sackler Family
PURDUE PHARMA: Sackler Injunction Extended Prior to New Ch. 11 Plan
R&W CLARK: Court Extends Use of Cash Collateral Until Feb. 7
RACKSPACE FINANCE: $1.69BB Bank Debt Trades at 42% Discount
RANDY D. PLASTERER: Dismissal of Bankruptcy Case Affirmed
REDSTONE HOLDCO: $1.11BB Bank Debt Trades at 43% Discount
REFRESHING USA: Auctions 14 Industrial Properties in Ch. 11 Sale
REYNOSO VINEYARDS: Court Orders Appointment of Chapter 11 Trustee
RICHMOND HOSPITALITY: Court Narrows Claims in Shaughnessy Lawsuit
RIVER DREAMERS: Hires Law Office of Mark J. Giunta as Counsel
ROYAL HELIUM: Cancels Private Placement Following BIA Protection
ROYAL REALTY: Seeks Bankruptcy Protection in Pennsylvania
SAMPLE TILE: Gets Interim OK to Use Cash Collateral
SEAWALK INVESTMENTS: Sky Wins $49,589.78 in Attorney's Fees, Costs
SEMILEDS CORP: Extends Maturities of $3.2 Million Loans to 2026
SILVERGATE CAPITAL: U.S. Trustee Appoints S. Wickouski as Examiner
SLATER PARK: Hires Rountree Leitman Klein as Attorney
SMOKY MOUNTAIN: Myers Can't Recuse Judge Coward in Foreclosure Suit
SMOKY MOUNTAIN: Summary Judgment in Favor of Law Firms Affirmed
SMX GROUP: S&P Assigns 'B' Issuer Credit Rating, Outlook Stable
SOBR SAFE: Empery Asset Holds 9.99% Equity Stake
SOFIA BROS: Seeks Chapter 11 Bankruptcy Protection in New York
SPIKE BODY: Court Extends Use of Cash Collateral Until March 31
SPIRIT AIRLINES: Combined Plan Hearing Postponed to February 13
SPIRIT AIRLINES: Secures $300M Exit Credit Facility, DIP Financing
SPRINGFIELD COLLEGE: S&P Lowers Revenue Bond Rating to 'BB+'
STERLING CREDIT: Gets Final Approval to Use Cash Collateral
STEWARD HEALTH: DOJ Opposes Bid to Tap Latham in Bankruptcy
SUMPTER TRACT: Seeks Chapter 11 Bankruptcy Protection
SUNOCO LP: Fitch Affirms 'BB+' LongTerm IDR, Outlook Stable
SUNPOWER CORP: KlaymanToskes Probes Losses After Bankruptcy
TECHPRECISION CORP: Incurs $601K Net Loss in Second Quarter
TELESAT LLC: $1.91BB Bank Debt Trades at 40% Discount
TEN-X LLC: $426.4MM Bank Debt Trades at 16% Discount
THORCO INC: Appeal from Six Bankruptcy Orders Dismissed
TIJUANA FLATS: Emerges from Chapter 11 Bankruptcy
TREE TOWN: Hires McConville Considine as Counsel
TRUCKING DYNAMICS: Starts Subchapter V Bankruptcy Process
UKG INC: Fitch Affirms 'B+' Issuer Default Rating, Outlook Stable
UNIMODE WOODWORKING: Gets OK to Use Cash Collateral Until Jan. 31
VERTEX ENERGY: Emerges From Chapter 11 With $100M Financing
VICTORIA EDWARD: Court Denies NEC's Motion for Default Judgment
VISION CARE: Trustee Hires BCM Advisory as Financial Consultant
WELLPATH HOLDINGS: Bonilla-Bonilla Case Stayed Due to Bankruptcy
WELLPATH HOLDINGS: Court Stays Brown Suit Due to Bankruptcy
WELLPATH HOLDINGS: Court Stays Pierre v. Greenawalt, et al. Suit
WELLPATH HOLDINGS: Court Won't Stay Leal v. Pinkerton, et al. Case
WELLPATH HOLDINGS: Maldonado Case Stayed Due to Bankruptcy
WELLPATH HOLDINGS: Rodriguez Suit Stayed Due to Bankruptcy
WEST TECHNOLOGY: Fitch Lowers LongTerm IDR to 'CCC'
WOM SA: Court Approves Disclosure Statement
WOOD DESIGN: Hires Stiberman Law P.A. as Counsel
WYATT RESTAURANT: Unsecureds Will Get 2% of Claims over 3 Years
WYCKOFF EQUITIES: Case Summary & 12 Unsecured Creditors
WYCKOFF EQUITIES: Commences Subchapter V Bankruptcy Proceeding
X4 PHARMACEUTICALS: Increases Securities for Employee Benefit Plans
Y & W INVESTMENT: Case Summary & Nine Unsecured Creditors
YELLOW CORP: Defends Good Faith Handling of WARN Notices
[*] Octus Shows 35% Rise in 2024 Restructuring Advisor Engagements
[*] Otterbourg Adds 6 New Equity Members, 3 in Bankruptcy Practice
[^] BOND PRICING: For the Week from January 20 to 24, 2025
*********
1060 NEPPERHAN: Seeks Chapter 11 Bankruptcy Protection in New York
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On January 23, 2025, 1060 Nepperhan Ave LLC filed Chapter 11
protection in the U.S. Bankruptcy Court for the Southern District
of New York.
According to court filing, the Debtor reports between $10 million
and $10 million in debt owed to 1 and 49 creditors. The petition
states funds will be available to unsecured creditors.
About 1060 Nepperhan Ave LLC
1060 Nepperhan Ave LLC is a single asset real estate debtor, as
defined in 11 U.S.C. Section 101(51B).
1060 Nepperhan Ave LLCsought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D.N.Y. Case No.: 25-22056) on January
23, 2025. In its petition, the Debtor reports estimated assets and
liabilities between $10 million and $50 million each.
Honorable Bankruptcy Judge Sean H. Lane handles the case.
The Debtor is represented by:
Mark S. Lichtenstein, Esq.
AKERMAN LLP
1251 Avenue of the Americas, 37th Floor
New York, NY 10020
Tel: (212) 880-3800
Email: mark.lichtenstein@akerman.com
1140 REALTY: Case Summary & Five Unsecured Creditors
----------------------------------------------------
Debtor: 1140 Realty Group LLC
164 Clymer Street
Brooklyn, NY 1121
Business Description: 1140 Realty Group is a single asset real
estate debtor, as defined in 11 U.S.C.
Section 101(51B).
Chapter 11 Petition Date: January 23, 2025
Court: United States Bankruptcy Court
Eastern District of New York
Case No.: 25-40318
Judge: Hon. Jil Mazer-Marino
Debtor's Counsel: Joel M. Shafferman, Esq.
SHAFFERMAN & FELDMAN LLP
137 Fifth Avenue
9th Floor
New York, NY 10010
Tel: (212) 509-1802
E-mail: shaffermanjoel@gmail.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by David Goldwasser as chief restructuring
officer.
A full-text copy of the petition, which includes a list of the
Debtor's five unsecured creditors, is available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/DWYXE6Q/1140_Realty_Group_LLC__nyebke-25-40318__0001.0.pdf?mcid=tGE4TAMA
1140 REALTY: Seeks Chapter 11 Bankruptcy Protection in New York
---------------------------------------------------------------
On January 23, 2025, 1140 Realty Group LLC filed Chapter 11
protection in the U.S. Bankruptcy Court for the Eastern District
of New York.
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 1140 Realty Group LLC
1140 Realty Group LLC is a Brooklyn-based real estate company,
operates as a single asset real estate entity with its principal
property located at 1140 Bushwick Avenue in Brooklyn.
1140 Realty Group LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D.N.Y. Case No. 25-40318) on January 23,
2025. In its petition, the Debtor reports estimated assets up to
$50,000 and estimated liabilities between $1 million and $10
million.
Honorable Bankruptcy Judge Jil Mazer-Marino handles the case.
The Debtor is represented by:
Joel M. Shafferman, Esq.
Shafferman & Feldman LLP137 Fifth Avenue, 9th Floor
New York, NY 10010
Telephone: (212) 509-1802
Email: shaffermanjoel@gmail.com
1708 W. SEAGULL: Case Summary & Five Unsecured Creditors
--------------------------------------------------------
Debtor: 1708 W. Seagull, LLC
2196 E. Champagne Place
Chandler, AZ 85249
Business Description: 1708 W. Seagull, LLC is a single asset
real estate debtor, as defined in 11 U.S.C.
Section 101(51B).
Chapter 11 Petition Date: January 24, 2025
Court: United States Bankruptcy Court
District of Arizona
Case No.: 25-00647
Judge: Hon. Eddward P Ballinger Jr.
Debtor's Counsel: Patrick Keery, Esq.
KEERY MCCUE, PLLC
6803 E. Main Street, Suite 1116
Scottsdale AZ 85251
Tel: (480) 478-0709
Email: pfk@keerymccue.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Ethan Sasz as managing member.
A copy of the Debtor's list of five unsecured creditors is
available for free on PacerMonitor at:
https://www.pacermonitor.com/view/EQKTXCY/1708_W_SEAGULL_LLC__azbke-25-00647__0002.0.pdf?mcid=tGE4TAMA
A full-text copy of the petition is available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/EWSEGNA/1708_W_SEAGULL_LLC__azbke-25-00647__0001.0.pdf?mcid=tGE4TAMA
1708 W. SEAGULL: Seeks Chapter 11 Bankruptcy Protection
-------------------------------------------------------
On January 24, 2025, 1708 W. Seagull LLC filed Chapter 11
protection in the U.S. Bankruptcy Court for the District of
Arizona.
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 1708 W. Seagull LLC
1708 W. Seagull LLC is a single-asset real estate company based in
Chandler, Arizona.
1708 W. Seagull LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Ariz. Case No. 25-00647) on January 24,
2025. In its petition, the Debtor reports estimated assets and
liabilities between $1 million and $10 million each.
Honorable Bankruptcy Judge Eddward P. Ballinger Jr. handles the
case.
The Debtor is represented by:
Patrick F. Keery, Esq.
KEERY MCCUE, PLLC
6803 E Main Street, Suite 1116
Scottsdale, AZ 85251
Phone: 480-478-0709
Fax: 480-478-0787
296 EAST: Seeks Bankruptcy Protection in New York
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On January 23, 2025, 296 East 98th Inc. filed Chapter 11 protection
in the U.S. Bankruptcy Court for the Eastern District of New
York.
According to court filing, the Debtor reports between $500,000
and $1 million in debt owed to 1 and 49 creditors. The petition
states funds will be available to unsecured creditors.
About 296 East 98th Inc.
296 East 98th Inc. is a single asset real estate corporation
headquartered in Brooklyn, New York.
296 East 98th Inc. sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D.N.Y. Case No. 25-40326) on January 23,
2025. In its petition, the Debtor reports estimated assets and
liabilities between $500,000 and $1 million each.
Honorable Bankruptcy Judge Nancy Hershey Lord handles the case.
700 TRUST: Case to be Transferred to M.D. Florida Bankruptcy Court
------------------------------------------------------------------
Chief Judge Karen K. Specie of the United States Bankruptcy Court
for the Northern District of Florida will transfer 700 Trust's
bankruptcy case to the United States Bankruptcy Court for the
Middle District of Florida.
This case came before the Court for hearing on Dec. 18, 2024, on
the Court's Order to Show Cause Why This Case Should Not Be
Transferred to the Bankruptcy Court for the Middle District of
Florida, or Dismissed.
Debtor filed no written response to the Show Cause Order. Debtor
argued at the hearing that the Court did not provide enough time
for Debtor to properly oppose or respond to the Show Cause Order.
The Court finds this argument unpersuasive.
Under 28 U.S.C. Sec. 1412, a court may transfer a bankruptcy case
to another district in the interest of justice or for the
convenience of the parties.
The Court finds the instant case meets virtually every factor
related to convenience of the parties and the interest of justice.
Judge Specie explains that transferring venue to the Middle
District of Florida will facilitate judicial economy, provide all
parties the ability to receive a fair trial, and provide the Middle
District of Florida the ability to continue deciding controversies
within its jurisdictional borders. Debtor's Trustees' litigation
history related to the assets Debtor is attempting to recover
demonstrates that transferring venue would also promote timeliness
and fairness.
She adds that the efficient administration of the bankruptcy estate
is best handled in the Middle District of Florida because of that
court's familiarity with the parties (other than 700 Trust, which
is new) and issues presented by this case.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=iKA4MM from PacerMonitor.com.
About 700 Trust
700 Trust filed Chapter 11 petition (Bankr. N.D. Fla. Case No.
24-10230) on November 8, 2024, with $10 million to $50 million in
assets and $1 million to $10 million in liabilities.
Judge Karen K. Specie oversees the case.
Michael Gort, Esq., at Gort Law, P.A. is the Debtor's bankruptcy
counsel.
99 CENTS: Gets Court Confirmation for Chapter 11 Wind-Down Plan
---------------------------------------------------------------
Clara Geoghegan of Law360 Bankruptcy Authority reports that on
January 24, 2025, a Delaware bankruptcy judge approved a Chapter 11
plan for 99 Cents Only, a former California-based discount
retailer, allowing the company to wind down its operations.
The plan is based on an agreement between the debtors, secured
noteholders, and unsecured creditors, the report states.
About Number Holdings
Founded in 1982, 99 Cents Only Stores LLC -- http://www.99only.com/
-- operate over 370 "extreme value" retail stores in California,
Arizona, Nevada and Texas under the business names "99¢ Only
Stores" and "The 99 Store." The Company offers its customers a wide
array of quality products -- from everyday household items, to
fresh produce, deli, and other grocery items, to an assortment of
seasonal and party merchandise -- many of which are still priced at
or below 99.99 cents. The Company's stores are primarily located in
urban areas and underserved communities, many of which lack close
access to traditional grocery stores.
The Debtors sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Lead Case No. 24-10719) on April 7,
2024. In the petition signed by Christopher J. Wells, as chief
restructuring officer, the Debtor disclosed up to $10 billion in
both assets and liabilities.
Judge Kate Stickles oversees the case.
The Debtors tapped Milbank LLP as general bankruptcy counsel,
Morris, Nichols, Arsht & Tunnel LLP as Delaware bankruptcy counsel,
Jefferies LLC as investment banker, Alvarez & Marsal North America,
LLC as financial advisor, Hilco Merchant Resources, LLC and Hilco
Real Estate, LLC as retail consultant and real estate consultant,
and Kroll Restructuring Administration LLC as claims and noticing
agent.
A.M. ARTEAGA: U.S. Trustee Appoints Tamar Terzian as PCO
--------------------------------------------------------
Peter Anderson, the U.S. Trustee for Region 16, appointed Tamar
Terzian as patient care ombudsman for A.M. Arteaga, DDS, Inc.
The appointment was made pursuant to the order from the U.S.
Bankruptcy Court for the Central District of California on Dec. 18
last year.
Ms. Terzian will perform the duties required of a PCO pursuant to
Section 333 of the Bankruptcy Code.
Ms. Terzian disclosed in a court filing that she is a
"disinterested person" pursuant to Section 101(14) of the
Bankruptcy Code.
The PCO may be reached at:
Tamar Terzian, Esq.
tterzian@hansonbridgett.com
Hanson Bridgett, LLP
777 Figueroa Street
Suite 4200
Los Angeles, CA 90017
Tel: (323) 210-7747
About A.M. Arteaga DDS Inc.
A.M. Arteaga DDS, Inc. is primarily engaged in the private or group
practice of general or specialized dentistry or dental surgery.
A.M. Arteaga DDS sought relief under Subchapter V of Chapter 11 of
the U.S. Bankruptcy Code (Bankr. C.D. Calif. Case No. 24-16442) on
October 28, 2024, with assets between $50,000 and $100,000 and
liabilities between $1 million and $10 million. Anamaria Arteaga,
chief executive officer of A.M. Arteaga DDS, signed the petition.
Judge Scott H. Yun oversees the case.
Lewis R. Landau, Esq., serves as the Debtor's legal counsel.
AIMBRIDGE ACQUISITION: $199MM Bank Debt Trades at 39% Discount
--------------------------------------------------------------
Participations in a syndicated loan under which Aimbridge
Acquisition Co Inc is a borrower were trading in the secondary
market around 60.8 cents-on-the-dollar during the week ended
Friday, January 24, 2025, according to Bloomberg's Evaluated
Pricing service data.
The $199 million Term loan facility is scheduled to mature on
February 2, 2026. The amount is fully drawn and outstanding.
Aimbridge Acquisition Co Inc owns and operates a chain of hotels.
The Company offers its services in the United States.
AIMBRIDGE ACQUISITION: $795MM Bank Debt Trades at 37% Discount
--------------------------------------------------------------
Participations in a syndicated loan under which Aimbridge
Acquisition Co Inc is a borrower were trading in the secondary
market around 62.6 cents-on-the-dollar during the week ended
Friday, January 24, 2025, according to Bloomberg's Evaluated
Pricing service data.
The $795 million Term loan facility is scheduled to mature on
February 2, 2026. The amount is fully drawn and outstanding.
Aimbridge Acquisition Co Inc owns and operates a chain of hotels.
The Company offers its services in the United States.
AIR INDUSTRIES: 2024 Prelim Sales Up 6.6%,; Backlog Reaches $270M
-----------------------------------------------------------------
Air Industries Group announced a recap of its fiscal 2024 results
and outlined its strategic vision for continued growth and
operational excellence in 2025 and beyond.
2024: A Year of Growth and Momentum
Sales Growth Across the Company
Fiscal 2024 marked a year of solid growth for Air Industries, with
preliminary sales increasing by approximately 6.6% year-over-year.
Each of Air Industries' Centers of Excellence contributed
meaningfully, and both facilities are expected to contribute
significantly to Air Industries' continued success in 2025.
* Complex Machining Sector (CMS):
CMS, based in Bay Shore, NY, consisting of Air Industries Machining
Corporation and Nassau Tool Works, achieved record bookings. This
is a testament to the revitalized focus on expanding opportunities
with existing customers, success with new strategic customers and
increased penetration in the Maintenance, Repair, and Overhaul
(MRO) markets. In the third quarter of 2024 we announced the award
of a $110 million commercial contract to CMS, representing the
largest contract to date for Air Industries Group. The Long Island
facility continues to serve as a cornerstone of Air Industries'
business, providing complex machined components that meet the
highest aerospace and defense standards.
* Sterling Engineering Company (SEC):
Sterling Engineering, based in Barkhamsted, CT, delivered another
year of exceptional performance. Preliminary year-end sales
increased by 33% over 2023. This follows a 20% year-over-year
increase from 2022, showcasing consistent growth. SEC's recently
announced $33 million contract for CH-53K helicopter components is
expected to increase production hours significantly. To support
this ramp-up without impacting the existing operations, in December
the company invested $2.1 million for two new state-of the-art
machines in Air Industries' Connecticut facility.
Bookings and Backlog: A Record-Breaking Year and Reaching New
Heights
Air Industries secured unprecedented levels of new business in
2024, further strengthening its position in the aerospace and
defense supply chain:
* Total bookings increased by 15% compared to 2023, building
on a 55% increase in 2023 compared to 2022.
* The book-to-bill ratio improved to 1.30x as of December 31,
2024, up from 1.20x at the close of 2023 and 0.75x in 2022,
reflecting a robust pipeline of new orders.
Air Industries closed 2024 with its highest backlog levels in
company history:
* Total Backlog (Funded and Unfunded):
Total Backlog grew by $79 million, or 41%, from 2023, reaching over
$270 million--54% higher than at the close of 2022.
* Fully-Funded Backlog:
Fully-Funded Backlog increased by $19.6 million, or 20%, from
December 31, 2023, to over $117 million at the end of 2024--37%
higher than at the close of 2022.
A Vision for the Future:
Lou Melluzzo, Chief Executive Officer of Air Industries Group,
commented: "Fiscal 2024 was a year of progress and opportunity. We
successfully grew sales, expanded our customer base, and
significantly strengthened our backlog, providing a clear runway
for sustained growth. We continue to reshape and refocus our
efforts to best align with the ever-changing requirements of the
industry and our clients. Our Long Island facility experienced its
largest booking year ever. Our Connecticut operation has gone
through a formidable transformation with sequential double digit
annual sales growth, and it is poised for even more explosive
growth in 2025. These achievements position us to capitalize on
future opportunities within large-scale defense programs."
Melluzzo added: "Our strategic focus remains clear: to compete for
and win long-term agreements that drive sustainable and profitable
growth. We are committed to meeting the needs of our defense
customers with the highest quality, reliable products that ensure
mission success.
"I am very proud of the dedication and hard work of our employees.
They have faced and overcome the challenges of recent years, and
positioned Air Industries Group for accelerated growth in the
future. Progress may not be in a straight line. There may be set
backs, but I have never been more confident about the future. With
our increasing backlog and impeccable reputation as a trusted
partner, we are well-positioned for 2025 and beyond."
About Air Industries
Headquartered in Bay Shore, New York, Air Industries Group (NYSE
American: AIRI) is a manufacturer of precision components and
assemblies for large aerospace and defense prime contractors. Its
products include landing gears, flight controls, engine mounts, and
components for aircraft jet engines, ground turbines, and other
complex machines.
Saddle Brook, New Jersey-based Marcum LLP, the Company's auditor
since 2008, issued a "going concern" qualification in its report
dated April 15, 2024. The report noted that for the period ending
March 31, 2024, the Company was not in compliance with the
financial covenants required under the terms of its current credit
facility. It is reasonably possible that the Company will not
receive a waiver and may fail to meet these financial covenants in
future periods. The Company is required to maintain a collection
account with its lender into which substantially all of the
Company's cash receipts are remitted. If the Company's lender were
to cease lending and keep the funds remitted to the collection
account, the Company would lack the funds to continue its
operations. Failure to receive a waiver or meet the financial
covenants in future periods raises substantial doubt about the
Company's ability to continue as a going concern.
As of September 30, 2024, Air Industries Group had $50.4 million in
total assets, $35.7 million in total liabilities, and $14.7 million
in total stockholders' equity.
ALGORHYTHM HOLDINGS: Stockholders OK 1-for-200 Reverse Stock Split
------------------------------------------------------------------
As previously disclosed on Form 8-K, Algorhythm Holdings, Inc. held
its annual stockholder meeting on January 13, 2025, at which
stockholders voted to authorize the Company's Board of Directors to
effect a reverse stock split of the outstanding shares of common
stock within one year of January 13, 2025, at a specific ratio
within a range of 1-for-10 to a maximum of a 1-for-250 and to amend
the Company's Certificate of Incorporation, as amended, to increase
the number of authorized common stock from 100,000,000 to
800,000,000 shares.
On January 14, 2025, the Company's Board of Directors determined to
effect the reverse stock split of the common stock at a 1-for-200
ratio and approved the filing of a Certificate of Amendment to the
Certificate of Incorporation, as amended, of the Company to effect
the Reverse Split and to increase the Company's authorized shares
of common stock from 100,000,000 to 800,000,000.
On the same date, the Certificate of Amendment to effect the
Reverse Split and increase the authorized shares of common stock,
was filed with the Secretary of State of Delaware.
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.
ALLEN MEDIA: $870MM Bank Debt Trades at 36% Discount
----------------------------------------------------
Participations in a syndicated loan under which Allen Media LLC is
a borrower were trading in the secondary market around 63.8
cents-on-the-dollar during the week ended Friday, January 24, 2025,
according to Bloomberg's Evaluated Pricing service data.
The $870 million Term loan facility is scheduled to mature on
February 10, 2027. About $840 million of the loan has been drawn
and outstanding.
Allen Media LLC operates as a media company. The Company
specializes in video production, photography, senior pictures,
business portraits, graphic design work, photo editing, and
screenplay analysis services.
ALLEN MEDIA: BBH Income Fund Marks $2.96 Million Loan at 35% Off
----------------------------------------------------------------
BBH Income Fund has marked its $2,964,786 loan extended to Allen
Media LLC to market at $1,925,273 or 65% of the outstanding amount,
according to BBH Trust's Form N-CSR for the fiscal period ended
October 31, 2024, filed with the U.S. Securities and Exchange
Commission.
The Fund is a participant in a Loan to Allen Media. The loan
accrues interest at a rate of 10.254%, (3-Month CME Term SOFR +
5.500%) per annum. The loan matures on February 10, 2027.
The Fund is a separate, diversified series of BBH Trust, which is
registered under the Investment Company Act of 1940, as amended, as
an open-end management investment company. The Trust was originally
organized under the laws of the State of Maryland on July 16, 1990
as BBH Fund, Inc. and re-organized as a Delaware statutory trust on
June 12, 2007. As of October 31, 2024, there were seven series of
the Trust. The Fund commenced operations on June 27, 2018 and
offers two share classes, Class N and Class I. As of October 31,
2024, Class N shares are not available for purchase by investors
but may be offered in the future. The investment objective of the
Fund is to provide maximum total return, with an emphasis on
current income, consistent with preservation of capital and prudent
investment management. Neither Class N shares nor Class I shares
automatically convert to any other share class of the Fund.
The Trust is led by Daniel Greifenkamp, Principal Executive
Officer; and Charles H. Schreiber, Principal Financial Officer. The
Fund can be reached through:
Daniel Greifenkamp
BBH Trust
140 Broadway
New York, NY 10005
Tel: (800) 575-1265
About Allen Media
Allen Media LLC operates as a media company. The Company
specializes in video production, photography, senior pictures,
business portraits, graphic design work, photo editing, and
screenplay analysis services.
ALLEN MEDIA: BBH Limited Marks $21.26 Million Loan at 35% Off
-------------------------------------------------------------
BBH Limited Duration Fund has marked its $21,263,250 loan extended
to Allen Media LLC to market at $13,807,929 or 65% of the
outstanding amount, according to BBH Trust's Form N-CSR for the
fiscal period ended October 31, 2024, filed with the U.S.
Securities and Exchange Commission.
The Fund is a participant in a Loan to Allen Media. The loan
accrues interest at a rate of 10.254%, (3-Month CME Term SOFR +
5.500%) per annum. The loan matures on February 10, 2027.
The Fund is a separate, diversified series of BBH Trust, which is
registered under the Investment Company Act of 1940, as amended, as
an open-end management investment company. The Trust was originally
organized under the laws of the State of Maryland on July 16, 1990
as BBH Fund, Inc. and re-organized as a Delaware statutory trust on
June 12, 2007. As of October 31, 2024, there were seven series of
the Trust. The Fund commenced operation on December 22, 2000 and
offers two share classes, Class N and Class I. Neither Class N
shares nor Class I shares automatically convert to any other share
class of the Fund. The investment objective of the Fund is to
provide maximum total return, consistent with preservation of
capital and prudent investment management.
The Trust is led by Daniel Greifenkamp, Principal Executive
Officer; and Charles H. Schreiber, Principal Financial Officer. The
Fund can be reached through:
Daniel Greifenkamp
BBH Trust
140 Broadway
New York, NY 10005
Tel: (800) 575-1265
About Allen Media
Allen Media LLC operates as a media company. The Company
specializes in video production, photography, senior pictures,
business portraits, graphic design work, photo editing, and
screenplay analysis services.
ALTICE USA: Engages in Talks with Creditors to Reduce Debt Burden
-----------------------------------------------------------------
Reshmi Basu of Bloomberg News reports that Altice USA Inc. has been
in confidential discussions with some of its creditors about a
potential deal to cut down its $25 billion debt, according to
sources familiar with the matter.
The talks involve a debt exchange at discounted rates, where
certain creditors would take losses, the sources, who asked not to
be identified, said.
Negotiations are still ongoing, and a deal may not be reached, they
noted.
About Altice USA Inc.
Altice USA, Inc. is an American cable television provider.
* * *
As reported by the TCR on May 17, 2024, S&P Global Ratings lowered
all its ratings on Altice USA Inc. one notch, including the Company
credit rating to 'CCC+', and removed them from Credit Watch, where
it placed them with negative implications on May 2, 2024. The
negative outlook reflects that S&P could lower its ratings if the
company opts to pursue a debt restructuring over the next year.
S&P said, "We believe Altice USA's capital structure is
unsustainable. We believe the company is vulnerable to nonpayment
long term and depends on favorable business, financial, and
economic conditions to meet its financial obligations as they come
due in 2027 and beyond. We believe it is more likely than not that
Altice USA will enter into a distressed debt restructuring that we
consider tantamount to default, or it could face bankruptcy long
term."
ALTRA SERVICE: Hearing on Use of Cash Collateral Set for Jan. 28
----------------------------------------------------------------
Altra Service Professionals, Inc. will ask the U.S. Bankruptcy
Court for the Middle District of Florida, Jacksonville Division, at
a hearing on Jan. 28 to extend the company's authority to use cash
collateral.
The court on Jan. 15 issued a preliminary order allowing the
company to use its secured creditors' cash collateral to pay its
expenses until Jan. 28.
The Jan. 15 preliminary order granted secured creditors a
post-petition lien on the cash collateral to the same extent and
with the same validity and priority as their pre-bankruptcy liens.
The company's budget shows total expenses of $37,469 for January
and $37,469 for February.
About Altra Service Professionals
Altra Service Professionals Inc. is a medical equipment service and
repair company in Ocala, Fla., specializing in home respiratory
medical equipment repairs for portable oxygen concentrators and
CPAP machines. ASP is an authorized service center for Philips
Respironics and ResMed.
Altra Service Professionals sought relief under Subchapter V of
Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No.
24-03753) on December 10, 2024, with total assets of $190,482 and
total liabilities of $1,075,332. Robert DeChello, president of
Altra Service Professionals, signed the petition.
Judge Jacob A. Brown handles the case.
The Debtor is represented by:
Jeffrey S. Ainsworth, Esq.
BransonLaw, PLLC
1501 E. Concord Street
Orlando, FL 32803
Tel: 407-894-6834
Email: jeff@bransonlaw.com
AMERIBUILD COMPANY: Seeks Chapter 11 Bankruptcy Protection
----------------------------------------------------------
On January 23, 2025, Ameribuild Company filed Chapter 11 protection
in the U.S. Bankruptcy Court for the District of Colorado.
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 Ameribuild Company
Ameribuild Company operates as a single-asset real estate
business.
Ameribuild Company sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Col. Case No. 25-10352) on January 23,
2025. In its petition, the Debtor reports estimated assets and
liabilities between $100,000 and $500,000 each.
Honorable Bankruptcy Judge Kimberley H. Tyson handles the case.
AMERICAN VEIN: Seeks to Hire Tucker Ellis LLP as Counsel
--------------------------------------------------------
American Vein & Lymphatic Society seeks approval from the U.S.
Bankruptcy Court for the Northern District of Illinois to employ
Tucker Ellis LLP as counsel.
The firm's services include:
a. advising the Debtor on all legal issues as they arise;
b. representing and advising the Debtor on issues related to
existing obligations to creditors;
c. preparing, on behalf of the Debtor, all necessary pleadings,
reports, and other papers;
d. representing and advising the Debtor in all proceedings in
this case;
e. assisting and advising the Debtor in the administration of
its estate; and
f. providing such other services as are customarily provided by
counsel to chapter 11 debtors in cases of this kind.
The firm will be paid at these rates:
Attorneys $895 per hour
Associates $300 per hour
Paraprofessionals $125 per hour
The Debtor paid the firm a retainer in the amount of $35,000 paid
on July 24, 2024, and a retainer in the amount of $10,000 paid on
December 16, 2024.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Thomas R. Fawkes, Esq., a partner at Tucker Ellis 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:
Thomas R. Fawkes, Esq.
Tucker Ellis LLP
233 S. Wacker Dr., Suite 6950
Chicago, IL 60606
Tel: (312) 256-9425
Fax: (312) 624-6309
Email: thomas.fawkes@tuckerellis.com
About American Vein & Lymphatic Society
American Vein & Lymphatic Society is the leading resource for
venous and lymphatic care physicians, health professionals and
patients.
American Vein & Lymphatic Society sought relief under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. N.D. Ill. Case No. 24-18981) on
December 19, 2024, with up to $50,000 in assets and up to $10
million in liabilities. Satish Vayuvegula, M.D., president of
American Vein & Lymphatic Society, signed the petition.
Judge Michael B. Slade handles the case.
The Debtor is represented by Thomas Fawkes, Esq., at Tucker Ellis,
LLP.
APPLIED MINERALS: Hires Anderson Bradshaw as Tax Accountant
-----------------------------------------------------------
Applied Minerals, Inc. seeks approval from the U.S. Bankruptcy
Court for the District of Utah to employ Anderson Bradshaw, PLLC as
tax accountant.
The firm will assist the Debtor in filing the required tax returns
and providing the Debtor with tax advice as needed.
The firm will be paid a flat fee of $5,000 for the preparation of
the Debtor's 2020, 2021, 2022, and 2023 federal income tax
returns.
Brian McGavin, CPA, a partner at Anderson Bradshaw, 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:
Brian McGavin, CPA
Anderson Bradshaw, PLLC
5296 Commerce Dr. # 300
Salt Lake City, UT 84107
Tel: (801) 281-4700
About Applied Minerals, Inc
Applied Minerals, Inc. is a minerals exploration and mining
company.
Applied Minerals, Inc. in Eureka, UT, sought relief under Chapter
11 of the Bankruptcy Code filed its voluntary petition for Chapter
11 protection (Bankr. D. Utah Case No. 24-25849) on Nov. 11, 2024,
listing $1 million to $10 million in assets and $50 million to $100
million in liabilities. Christopher T. Carney as president and
chief executive officer, signed the petition.
Judge Joel T Marker oversees the case.
COHNE KINGHORN, P.C. serve as the Debtor's legal counsel.
APPTECH PAYMENTS: CFO Felipe Corrado Holds 188,177 Shares
---------------------------------------------------------
Felipe Amilcar Corrado IV, CFO & Treasurer of AppTech Payments
Corp., disclosed in a Form 3 filed with the U.S. Securities and
Exchange Commission that as of December 24, 2024, he beneficially
owned 188,177 shares of Common Stock directly.
A full-text copy of Mr. Corrado's SEC Report is available at:
https://tinyurl.com/225zantr
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.
As of September 30, 2024, AppTech Payments had $6.6 million in
total assets, $5.2 million in total liabilities, and $1.4 million
in total stockholders' equity.
APPTECH PAYMENTS: Director T. Kozlowski Jr. Holds 631,496 Shares
----------------------------------------------------------------
Thomas J. Kozlowski Jr., Director of AppTech Payments Corp.,
disclosed in a Form 3 filed with the U.S. Securities and Exchange
Commission that as of December 13, 2024, he beneficially owns
631,496 shares of Common Stock directly and 37,368 shares of Common
Stock indirectly through Timber Ridge Ventures LLC.
Additionally, Mr. Kozlowski holds warrants for 30,310 shares,
exercisable at $4.15 each, with a term through January 7, 2027, and
750,000 warrants (300,000 at $0.90 and 450,000 at $1.20),
exercisable through December 30, 2029.
A full-text copy of Mr. Kozlowski's SEC Report is available at:
https://tinyurl.com/mwn2j58e
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.
As of September 30, 2024, AppTech Payments had $6.6 million in
total assets, $5.2 million in total liabilities, and $1.4 million
in total stockholders' equity.
APPTECH PAYMENTS: Interim CEO Thomas DeRosa Holds 26,096 Shares
---------------------------------------------------------------
Thomas Joseph DeRosa, Interim CEO of AppTech Payments Corp.,
disclosed in a Form 3 filed with the U.S. Securities and Exchange
Commission that as of December 24, 2024, he beneficially owned
26,096 shares of Common Stock directly.
A full-text copy of Mr. DeRosa's SEC Report is available at:
https://tinyurl.com/28uje4tn
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.
As of September 30, 2024, AppTech Payments had $6.6 million in
total assets, $5.2 million in total liabilities, and $1.4 million
in total stockholders' equity.
ARC ONE: Unsecured Creditors to Split $8,500 over 3 Years
---------------------------------------------------------
Arc One Protective Services LLC submitted a Second Amended Plan of
Reorganization dated January 17, 2025.
This Plan provides for: 1 class of secured claims; 1 class of
unsecured claims; 1 class of priority wage claims; and 1 class of
equity security holders.
The Debtor's projected Disposable Income over the life of the Plan
is $8,474.00.
Class 2 consists of the Allowed Unsecured Claims against the
Debtor. This Class is Impaired.
* Consensual Plan Treatment: The liquidation value or amount
that unsecured creditors would receive in a hypothetical chapter 7
case is approximately $0.00. Accordingly, the Debtor proposes to
pay unsecured creditors a pro rata portion of $8,500.00. Payments
will be made in equal quarterly payments of $708.33. Payments shall
commence on the fifteenth day of the month, on the first month that
begins more than ninety days after the Effective Date and shall
continue quarterly for eleven additional quarters. Pursuant to
Section 1191 of the Bankruptcy Code, the value to be distributed to
unsecured creditors is greater than the Debtor’s projected
disposable income to be received in the 3-year period beginning on
the date that the first payment is due under the plan. Holders of
Class 2 claims shall be paid directly by the Debtor.
* Nonconsensual Plan Treatment: The liquidation value or
amount that unsecured creditors would receive in a hypothetical
chapter 7 case is approximately $0.00. Accordingly, the Debtor
proposes to pay unsecured creditors a pro rata portion of its
projected Disposable Income, $8,474.00. If the Debtor remains in
possession, plan payments shall include the Subchapter V Trustee's
administrative fee which will be billed hourly at the Subchapter V
Trustee's then current allowable blended rate. Plan Payments shall
commence on the fifteenth day of the month, on the first month that
is one year after the Effective Date and shall continue annually
for two additional years. The initial annual payment shall be
$3,904.00. Holders of Class 2 claims shall be paid directly by the
Debtor.
Class 3 consists of the Allowed Priority Wage Claims against the
Debtor. This Class is Impaired.
* Consensual Plan Treatment: If the Class of Allowed Priority
Wage Claim Holders votes to accept the Plan, such Class shall
receive deferred cash payments based on a three-year amortization
schedule, with payments commencing monthly from the Effective Date
and maturing at the end of the three-year period.
* Nonconsensual Plan Treatment: If the Class of Allowed
Priority Wage Claim Holders does not vote to accept the Plan, the
Debtor will lack the present ability to pay such Claims on the
Effective Date. As a result, the Debtor will not have the ability
to pay such Claims, and the case with likely be dismissed or
converted.
The Plan contemplates that the Reorganized Debtor will continue to
operate the Debtor's business.
Except as explicitly set forth in this Plan, all cash in excess of
operating expenses generated from operation until the Effective
Date will be used for Plan Payments or Plan implementation, cash on
hand as of Confirmation shall be available for Administrative
Expenses.
A full-text copy of the Second Amended Plan dated January 17, 2025
is available at https://urlcurt.com/u?l=YAxDek from
PacerMonitor.com at no charge.
Attorneys for the Debtor:
Jeffrey S. Ainsworth, Esq.
Jacob D. Flentke, Esq.
BransonLaw, PLLC
1501 E. Concord St.
Orlando, FL 32803
Telephone: (407) 894-6834
Facsimile: (407) 894-8559
Email: jeff@bransonlaw.com
jacob@bransonlaw.com
About Arc One Protective Services
Arc One Protective Services LLC is a well-established full-service
security practitioners' company.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-02191) on May 1,
2024, listing under $1 million in both assets and liabilities.
Judge Grace E. Robson oversees the case.
Jeffrey Ainsworth, Esq., at Bransonlaw, PLLC, is the Debtor's legal
counsel.
ARENA GROUP: Board OKs Increases to CEO, CFO Base Salaries
-----------------------------------------------------------
The Arena Group Holdings, Inc. disclosed in a Form 8-K Report filed
with the U.S. Securities and Exchange Commission that on January
13, 2025, the Board of Directors, upon the recommendation of the
Compensation Committee, approved changes to the Company's
non-employee director compensation to eliminate the cash retainer
and annual restricted stock grants. Going forward, the Company's
non-employee directors will only be eligible for the reimbursement
of expenses incurred.
Upon the recommendation of the Committee, the Board also approved
increases to the base salaries of its Chief Executive Officer and
Principal Financial Officer by $5,000 and $25,000, respectively.
Such increases are effective as of January 1, 2025.
About The Arena Group
Headquartered in New York, The Arena Group Holdings, Inc. --
www.thearenagroup.net -- is a media company that leverages
technology to build deep content verticals powered by anchor brands
and a best-in-class digital media platform empowering publishers
who impact, inform, educate, and entertain. The Company's strategy
is to focus on key subject matter verticals where audiences are
passionate about a topic category (e.g., sports and finance),
leveraging the strength of its core brands to grow its audience and
increase monetization both within its core brands and for its media
publisher partners. The Company's focus is on leveraging its
Platform and brands in targeted verticals to maximize audience
reach, enhance engagement, and optimize monetization of digital
publishing assets for the benefit of its users, its advertiser
clients, and its greater than 40 owned and operated properties, as
well as properties it runs on behalf of independent Publisher
Partners. The Company owns and operates TheStreet, The Spun,
Parade, and Men's Journal, and powers more than 320 independent
Publisher Partners, including the many sports team sites that
comprise FanNation.
Arena Group Holdings reported a net loss of $55.6 million for the
year ended December 31, 2023, compared to a net loss of $70.9
million for the year ended December 31, 2022. As of September 30,
2024, Arena Group Holdings had $114.2 million in total assets,
$251.5 million in total liabilities, $168,000 in mezzanine equity,
and $137.5 million in total stockholders' deficiency.
New York, NY-based Marcum LLP, the Company's auditor since 2019,
issued a "going concern" qualification in its report dated April 1,
2024, citing that the Company has a significant working capital
deficiency, has incurred significant losses, and may need to
restructure its debt to meet its obligations and sustain its
operations. These conditions raise substantial doubt about the
Company's ability to continue as a going concern.
ARTEAGA DENTAL: U.S. Trustee Appoints Tamar Terzian as PCO
----------------------------------------------------------
Peter Anderson, the U.S. Trustee for Region 16, appointed Tamar
Terzian as patient care ombudsman for Arteaga Dental Corporation.
The appointment was made pursuant to the order from the U.S.
Bankruptcy Court for the Central District of California on Dec. 18
last year.
Ms. Terzian will perform the duties required of the ombudsman
pursuant to Section 333 of the Bankruptcy Code.
Ms. Terzian disclosed in a court filing that she is a
"disinterested person" pursuant to Section 101(14) of the
Bankruptcy Code.
The ombudsman may be reached at:
Tamar Terzian, Esq.
tterzian@hansonbridgett.com
Hanson Bridgett, LLP
777 Figueroa Street
Suite 4200
Los Angeles, CA 90017
Tel: (323) 210-7747
About Arteaga Dental Corporation
Arteaga Dental Corporation is primarily engaged in the private or
group practice of general or specialized dentistry or dental
surgery.
Arteaga Dental Corporation sought relief under Subchapter V of
Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No.
24-16441) on October 28, 2024, with $50,001 to $100,000 in assets
and $1 million to $10 million in liabilities. Anamaria Arteaga,
chief executive officer of Arteaga Dental Corporation, signed the
petition.
Judge Wayne E. Johnson oversees the case.
Lewis R. Landau, Esq., serves as the Debtor's bankruptcy counsel.
ARTIFICIAL INTELLIGENCE: Targets Up to $18 Million Revenue in FY26
------------------------------------------------------------------
Artificial Intelligence Technology Solutions, Inc. shared
significant updates during its annual investor presentation held on
January 15, 2025. The event showcased the Company's progress,
innovations, and strategic roadmap, emphasizing its theme for 2025,
"Security of Everything."
The 70-minute, comprehensive presentation not only delivered a deep
dive into AITX's impressive financial growth and ambitious revenue
goals but also unveiled key strategies poised to disrupt the
security landscape in 2025. With exclusive insights from CEO/CTO
Steve Reinharz and other top executives, viewers are provided a
clear vision of how AITX plans to capture new markets, enhance
operational efficiencies, and strengthen its recurring revenue
streams. This must-watch session offers a front-row seat to the
Company's roadmap for long-term success, making it an invaluable
resource for investors looking to align with AITX's upward
momentum. To gain a complete understanding of AITX's strategic
direction and growth potential, watch the full 2025 Investor
Presentation here.
Key highlights from the presentation, categorized by each
presenter:
Steve Reinharz, Founder, CEO and CTO
* Current Financial Growth:
AITX achieved exponential growth in fiscal Q3 with approximately 3x
bigger year-over-year revenue and a 30% quarter-over-quarter growth
rate. The Company expects to come in on the higher side of its full
year forecasts and finish the fiscal year (ending February 28,
2025) at over $6 million in revenue which represents growth of over
250% over the prior year.
* Next Fiscal Year:
Fiscal year 2026 (March 1, 2025 – February 28, 2026) revenue is
projected between $12 million and $18 million. The Company will be
expanding its sales force in order to work to achieve, as rapidly
as possible, the major milestone of $1 million in recurring monthly
revenue (RMR).
* Generative AI Leadership:
The Company's Gen 4 platform transition, moving from a platform of
Microsoft/Intel to NVIDIA/Ubuntu within RADPack™ Millie Gen 4,
has reduced device build times significantly freeing up production
time, decreased weight by 33%, and improved audio intelligibility,
paving the way for advanced Natural Language Processing (NLP)
capabilities in security and safety solutions.
* Innovation and Vision:
With vertically integrated operations, AITX is leading the
"Security of Everything" revolution by introducing products like
RADCam™ and the forthcoming RADCam Doorbell, expanding into
residential security.
Mark Folmer, CPP, PSP, FSyI, President of Subsidiary Robotic
Assistance Devices, Inc. (RAD-I)
* Operational Excellence:
RAD-I's Detroit factory is operating efficiently with current
excess capacity to support deployment growth without increased
headcount, ensuring consistent and scalable solutions. This is due
to our incredible team, and benefits from the Gen 4 solutions such
as fewer components and decreased build times.
* Client Wins and Retention:
RAD-I achieved nearly 6 million hours of autonomous device
operation in 2024, equivalent to 3,400 full-time employees,
demonstrating RAD-I's impact on client operations, cost reductions,
and enhancements to security.
* Product Milestones:
The upcoming rollout of ROAMEO™ Generation 4 and RADDOG™ LE2
underscores RAD-I's focus on rugged, high-performance, autonomous
solutions for diverse environments.
* Security of Everything:
SARA (TM) and other planned software is expected to contribute to
strong growth and client satisfaction.
Troy McCanna, Senior VP of Revenue Operations at RAD-I
* Sales Expansion:
RAD-I expanded its dealer network to over 70 partners, driving
momentum in key vertical markets including construction,
healthcare, and logistics. Notable growth includes new contracts
with a top 30 healthcare provider and partnerships with
metropolitan revitalization initiatives.
* Sales Team Growth:
The sales team will be the fastest growing team within RAD-I. The
urgency to build and grow is the top of the Company's priorities
now that its technology is mature, the client base is more vocal
and demanding than ever, and RAD-I has demonstrated its
capabilities regarding broad, large-scale deployments.
Sheldon Reinhart, AITX Chief Financial Strategy Officer
* Strategic Financial Goals:
Plans for FY 2026 include achieving full operational profitability,
reducing debt, and preparing for an eventual uplisting application
to NASDAQ.
* Scalable Revenue Model:
The Company's SaaS-centric approach ensures recurring revenue
through long-term customer relationships, bolstered by improved
sales processes and team expansion.
* Three Financial Models:
Sheldon highlighted the foundation of AITX's financial strategy and
shared three forecasting models of which the conservative version
(continuation of current sales rate) yields impressive growth.
* Debt Management and Uplisting Preparation:
Strategic debt reduction efforts, coupled with achieving
operational cash flow positivity, position the Company to meet the
rigorous requirements for a future uplisting to NASDAQ.
Looking Ahead
Steve Reinharz concluded the presentation by reaffirming AITX's
commitment to winning as much of this emerging security/safety
market as possible and achievement of AITX positive operational
cash flow. The Company's groundbreaking advancements and strategic
direction position it as a transformative force in AI-driven
security and facility management.
RMR is money earned from customers who pay for a subscription to a
service or product. RAD's solutions are generally offered as a
recurring monthly subscription, typically with a minimum 12-month
subscription contract.
About Artificial Intelligence Technology
Headquartered in Ferndale, Mich., Artificial Intelligence
Technology Solutions Inc. is an innovator in the delivery of
artificial intelligence-based solutions that empower organizations
to gain new insight, solve complex challenges, and fuel new
business ideas. Through its next-generation robotic product
offerings, AITX's RAD, RAD-R, RAD-M, and RAD-G companies help
organizations streamline operations, increase ROI, and strengthen
business. AITX technology improves the simplicity and economics of
patrolling and guard services, allowing experienced personnel to
focus on more strategic tasks. Customers augment the capabilities
of existing staff and gain higher levels of situational awareness,
all at drastically reduced costs. AITX solutions are well-suited
for use in multiple industries such as enterprises, government,
transportation, critical infrastructure, education, and
healthcare.
Deer Park, Illinois-based L J Soldinger Associates, LLC, the
Company's auditor since 2019, issued a "going concern"
qualification in its report dated May 9, 2024, citing that the
Company had a net loss of approximately $20.7 million, an
accumulated deficit of approximately $133.0 million, and
stockholders' deficit of approximately $40.2 million as of and for
the year ended Feb. 29, 2024, which raise substantial doubt about
its ability to continue as a going concern.
As of November 30, 2024, Artificial Intelligence had $9,797,318 in
total assets, $56,814,939 in total liabilities, and $47,017,621 in
total stockholders' deficit.
ASCEND PERFORMANCE: $1.09BB Bank Debt Trades at 32% Discount
------------------------------------------------------------
Participations in a syndicated loan under which Ascend Performance
Materials Operations LLC is a borrower were trading in the
secondary market around 67.9 cents-on-the-dollar during the week
ended Friday, January 24, 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.
ATARA BIOTHERAPEUTICS: Provides Business Update on EBVALLO
----------------------------------------------------------
Atara Biotherapeutics, Inc. received a Complete Response Letter
(CRL) from the U.S. Food and Drug Administration (FDA) for the
EBVALLO (TM) (tabelecleucel) Biologics License Application (BLA) as
monotherapy treatment for adult and pediatric patients two years of
age and older with Epstein-Barr virus positive post-transplant
lymphoproliferative disease (EBV+ PTLD), who have received at least
one prior therapy including an anti-CD20 containing regimen.
The CRL was solely related to observations as part of a standard
pre-license inspection of a third-party manufacturing facility for
EBVALLO. The CRL did not identify any deficiencies related to the
manufacturing process, the clinical efficacy, or clinical safety
data in the BLA, and the FDA did not request any new clinical
trials to support the approval of EBVALLO.
"We are working closely with our partner Pierre Fabre Laboratories,
the FDA, and the third-party manufacturer to address the feedback
to support marketing approval for EBVALLO," said Cokey Nguyen,
Ph.D., President and Chief Executive Officer of Atara. "Once the
third-party manufacturer GMP compliance issues have been adequately
addressed, we will file for a resubmission, which we would expect
to be potentially approved within six months of resubmission. Atara
and its partner Pierre Fabre remain confident in the potential of
EBVALLO and are committed to bringing this potential first-in-class
medicine to U.S. patients with EBV+ PTLD who have limited treatment
options and significant unmet need."
"We are disappointed by the delay and are willing to work with
Atara on appropriate next steps to bring EBVALLO to U.S. patients
that suffer from this deadly rare disease with no approved
therapies," said Eric Ducournau, CEO of Pierre Fabre Laboratories.
EBVALLO, which was granted marketing authorization by the European
Commission in December of 2022, is an allogeneic, EBV-specific
T-cell immunotherapy designed to target and eliminate EBV-infected
cells. The BLA in the U.S. is based on results from the pivotal
ALLELE study demonstrating a statistically significant 50%
Objective Response Rate (ORR) and a favorable safety profile.
A second third-party manufacturer, FUJIFILM Diosynth
Biotechnologies (FDB) manufacturing facility in Thousand Oaks, CA,
has recently been approved to manufacture EBVALLO by the EMA,
making it a critical component of the planned long-term global
manufacturing strategy for EBVALLO.
Corporate Updates
Review of Strategic Alternatives: The Board regularly reviews
Atara's strategic plan, priorities, and opportunities as part of
its commitment to act in the best interest of Atara and its
stockholders. Atara had previously engaged a well-known financial
advisor to support the assessment of opportunities to advance and
realize value from Atara's CAR-T assets. The advisor's scope has
recently expanded to include a wider range of additional strategic
alternatives which may include, but are not limited to, an
acquisition, merger, reverse merger, other business combinations,
sale of assets, or other strategic transactions. Through this
process, Atara is already in active discussions with several
potential parties. However, there can be no assurance regarding
the results or outcome of this process. It is possible that Atara
may not pursue a strategic alternative or transaction or that any
strategic alternative or transaction, if pursued, will be completed
on attractive terms, or that a strategic alternative or transaction
may not ultimately be consummated.
Preservation of Future EBVALLO Milestone and Royalty Income Value
to Shareholders: Atara remains eligible to receive a $60 million
milestone payment from Pierre Fabre upon FDA approval of the
EBVALLO BLA, as well as significant double-digit tiered royalties
as a percentage of net sales, and milestones related to commercial
sales of EBVALLO. Atara remains committed to preserving this
potential future value for all stockholders.
If a strategic resolution is not reached to provide funding for its
CAR-T development programs in Q1 2025, Atara intends to suspend all
CAR-T activities, and significantly reduce company expenses and
activities to only those that support the approval of EBVALLO,
including through a near-term progressive transfer of all
operational activities related to EBVALLO to Pierre Fabre.
Atara has entered into a non-binding term sheet with Redmile Group
to provide up to $15 million in funding through an equity line of
credit, which Atara believes is sufficient to fund the ongoing
activities required to achieve BLA approval. Atara is also
exploring alternative financing options, including non-dilutive
sources of capital.
"We are pleased to have the strong confidence from a key
stockholder in the future of EBVALLO and access to the capital to
support the transfer of EBVALLO activities to Pierre Fabre,
creating opportunities for value creation through the anticipated
U.S. approval and launch," said Cokey Nguyen, Ph.D., President and
Chief Executive Officer of Atara.
Financial Update
* Cash, cash equivalents and short-term investments as of
year-end 2024 totaled approximately $43 million
* Entered into non-binding term sheet with Redmile Group to
provide up to $15 million in available capital through an equity
line of credit
* Several additional options are under consideration as part
of the exploration of financial and strategic alternatives
Atara said, "This estimate of our cash, cash equivalents and
short-term investments as of December 31, 2024 is preliminary, has
not been audited and is subject to change upon completion of our
financial statement closing procedures. Our independent registered
public accounting firm has not audited or performed any procedures
with respect to this estimate. Additional information and
disclosure would be required for a more complete understanding of
our financial position and results of operations as of December 31,
2024."
About Atara Biotherapeutics
Headquartered in Thousand Oaks, California, Atara Biotherapeutics,
Inc. -- atarabio.com -- is harnessing the natural power of the
immune system to develop off-the-shelf cell therapies for
difficult-to-treat cancers and autoimmune conditions that can be
rapidly delivered to patients from inventory. With cutting-edge
science and a differentiated approach, Atara is the first company
in the world to receive regulatory approval of an allogeneic T-cell
immunotherapy. The company's advanced and versatile T-cell platform
does not require T-cell receptor or HLA gene editing and forms the
basis of a diverse portfolio of investigational therapies targeting
EBV, the root cause of certain diseases. This includes
next-generation AlloCAR-Ts designed for best-in-class opportunities
across a broad range of hematological malignancies and B-cell
driven autoimmune diseases.
San Francisco, Calif.-based Deloitte & Touche LLP, the company's
auditor since 2013, issued a "going concern" qualification in its
report dated March 28, 2024, citing that the company's recurring
losses from operations raise substantial doubt about its ability to
continue as a going concern.
Atara Biotherapeutics reported net losses of $276.1 million and
$228.3 million for the years ended December 31, 2023, and 2022,
respectively. As of September 30, 2024, Atara Biotherapeutics had
$142.7 million in total assets, $233.2 million in total
liabilities, and $90.5 million in total stockholders' deficit.
ATARA BIOTHERAPEUTICS: Registers 155K Shares Under 2024 Equity Plan
-------------------------------------------------------------------
Atara Biotherapeutics, Inc. filed a Registration Statement on Form
S-8 with the U.S. Securities and Exchange Commission relating to
155,000 shares of its common stock, par value $0.0001 per share,
issuable under the Atara Biotherapeutics, Inc. 2024 Equity
Incentive Plan, pursuant to the share recycling provisions set
forth in Section 3(b) of the 2024 Plan. The Registrant filed with
the SEC on June 11, 2024 a Registration Statement on Form S-8
(Registration No. 333-280125) relating to shares of Common Stock
issuable under the 2024 Plan.
The Prior Registration Statement is currently effective.
This Registration Statement relates to securities of the same class
as those to which the Prior Registration Statement relates and is
submitted in accordance with General Instruction E of Form S-8
regarding Registration of Additional Securities.
A full-text copy of the Registration Statement:
https://tinyurl.com/376fs2sm
About Atara Biotherapeutics
Headquartered in Thousand Oaks, California, Atara Biotherapeutics,
Inc. -- atarabio.com -- is harnessing the natural power of the
immune system to develop off-the-shelf cell therapies for
difficult-to-treat cancers and autoimmune conditions that can be
rapidly delivered to patients from inventory. With cutting-edge
science and a differentiated approach, Atara is the first company
in the world to receive regulatory approval of an allogeneic T-cell
immunotherapy. The company's advanced and versatile T-cell platform
does not require T-cell receptor or HLA gene editing and forms the
basis of a diverse portfolio of investigational therapies targeting
EBV, the root cause of certain diseases. This includes
next-generation AlloCAR-Ts designed for best-in-class opportunities
across a broad range of hematological malignancies and B-cell
driven autoimmune diseases.
San Francisco, Calif.-based Deloitte & Touche LLP, the company's
auditor since 2013, issued a "going concern" qualification in its
report dated March 28, 2024, citing that the company's recurring
losses from operations raise substantial doubt about its ability to
continue as a going concern.
Atara Biotherapeutics reported net losses of $276.1 million and
$228.3 million for the years ended December 31, 2023, and 2022,
respectively. As of September 30, 2024, Atara Biotherapeutics had
$142.7 million in total assets, $233.2 million in total
liabilities, and $90.5 million in total stockholders' deficit.
ATI PHYSICAL: Interim CFO Rundell Holds 6,458 Shares, Stock Options
-------------------------------------------------------------------
Scott Rundell, Interim CFO of ATI Physical Therapy, Inc., disclosed
in a Form 3 filed with the U.S. Securities and Exchange Commission
that as of January 17, 2025, he beneficially owned 6,458 shares of
Class A Common Stock directly, including 4,113 unvested restricted
stock units (RSUs). Additionally, he holds stock options to
purchase Class A Common Stock as follows:
* 5,698 shares at $10, $12.5, and $25 per share, and 11,396
shares at $50 per share, all expiring on August 12, 2034, with
one-third vesting on April 1, 2025, April 1, 2026, and April 1,
2027, each subject to the Reporting Person's continued service
through the applicable vesting date; and
* 1,051 shares at $87 per share, expiring on March 7, 2032,
with one-fourth vesting on March 7, 2023, March 7, 2024, March 7,
2025, and March 7, 2026, each subject to the Reporting Person's
continued service through the applicable vesting date.
Mr. Rundell may be reached at:
C/O ATI Holdings, LLC
2001 Butterfield Rd., Suite 1600
Downers Grove IL 60515
Tel: 630-296-2223
A full-text copy of Mr. Rundell's SEC Report is available at:
https://tinyurl.com/wamb8f6f
About ATI Physical Therapy
Headquartered in Bolingbrook, Ill., ATI Physical Therapy, Inc.,
together with its subsidiaries, is a nationally recognized
healthcare company specializing in outpatient rehabilitation and
adjacent healthcare services. The Company provides outpatient
physical therapy services under the name ATI Physical Therapy and,
as of Dec. 31, 2023, had 896 clinics located in 24 states (as well
as 18 clinics under management service agreements).
Chicago, Ill.-based Deloitte and Touche LLP, the Company's auditor
since 2023, issued a "going concern" qualification in its report
dated Feb. 27, 2024, citing that the Company has experienced
recurring losses from operations and negative cash flows from
operations and requires operational improvement in order to meet
its obligations as they become due over the next 12 months and
maintain compliance with debt covenants, which raises substantial
doubt about its ability to continue as a going concern.
ATLANTA PEDIATRIC: Hires Lacey & Orth CPA LLC as Accountant
-----------------------------------------------------------
Atlanta Pediatric Theraphy, Inc. and its affiliate seek approval
from the U.S. Bankruptcy Court for the Northern District of Georgia
to employ Lacey & Orth CPA LLC as accountant.
The firm will provide the Debtor tax accounting services, including
preparation of corporate tax returns, during the bankruptcy case.
The firm will be paid a fixed fee of $1,644.90 per Debtor for the
filing of the individual Debtor's 1120S tax returns, or a total fee
amount of $3,289.80 per year.
Shawn Orth, a partner at Lacey & Orth CPA 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:
Shawn Orth
Lacey & Orth CPA LLC
151 Locust St.
Avondale Estates, GA 30002
Tel: (404) 806-9210
About Atlanta Pediatric Theraphy, Inc.
Atlanta Pediatric Therapy, Inc., is a speech pathologist in
Georgia.
The Debtor filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. N.D. Ga. Case No. 24-51457) on Feb. 7,
2024, with up to $50,000 in assets and $1 million to $10 million in
liabilities. George Rosero, president, signed the petition.
Judge Wendy L. Hagenau oversees the case.
Cameron M. McCord, Esq., at Jones & Walden, LLC, is the Debtor's
legal counsel.
AURA SYSTEMS: Reports Net Loss of $540K for Third Quarter
---------------------------------------------------------
Aura Systems, Inc., filed its Quarterly Report on Form 10-Q with
the Securities and Exchange Commission, reporting a net loss of
$540,000 on $0 of net revenue for the three months ended Nov. 30,
2024. This compares to a net loss of $910,000 on $47,000 of net
revenue for the three months ended Nov. 30, 2023.
For the nine months ended Nov. 30, 2024, the Company reported a net
loss of $22.19 million on $50,000 of net revenue, compared to a net
loss of $3.17 million on $57,000 of net revenue for the same period
during the prior year.
As of Nov. 30, 2024, the Company had $1.54 million in total assets,
$40.99 million in total liabilities, and a total shareholders'
deficit of $39.45 million.
During the nine-month period ended Nov. 30, 2024, the Company
recognized a net loss from operations of $4,026,000 and used cash
in operating activities of $2,483,000. As of Nov. 30, 2024, the
Company had past-due notes payable totaling $5,315,000.
According to the Company, these factors raise substantial doubt
about the Company's 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 February 29, 2024, financial
statements, raised substantial doubt about the Company's ability to
continue as a going concern.
Aura Systems said, "In the event the Company is unable to generate
profits and is unable to obtain financing for its working capital
requirements, it may have to curtail its business further or cease
business altogether. Substantial additional capital resources will
be required to fund continuing expenditures related to our
research, development, manufacturing and business development
activities. The Company's continuation as a going concern is
dependent upon its ability to generate sufficient cash flow to meet
its obligations on a timely basis, to retain its current financing,
to obtain additional financing, and ultimately to attain
profitability."
The full text of the Form 10-Q is available at no cost at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/826253/000121390025004951/ea0228067-10q_aura.htm
About Aura Systems
Aura Systems Inc., founded in 1987 and headquartered in Lake
Forest, CA, specializes in axial flux induction technology for
electric motors and generators, offering products like AuraGen for
commercial and industrial use, and VIPER for military applications.
Their solutions provide higher efficiency, lighter and more
compact designs, and increased reliability, leading to lower
operational and manufacturing costs. By using only copper and
steel -- 60% less copper compared to traditional machines --
without relying on rare earth materials or permanent magnets, their
products reduce environmental impact and minimize supply chain
risks.
Los Angeles, California-based Weinberg & Company, P.A., the
Company's auditor since 2022, issued a "going concern"
qualification in its report dated June 4, 2024, citing that during
the year ended Feb. 29, 2024, the Company incurred a net loss of
$4.2 million, used cash in operations of $3 million, and at Feb.
29, 2024, had a stockholders' deficit of $21.5 million. In
addition, at Feb. 29, 2024, notes payable and related accrued
interest with an aggregate balance of $6.7 million have reached
maturity and are past due. These matters raise substantial doubt
about the Company's ability to continue as a going concern.
AVISON YOUNG: $135.5MM Bank Debt Trades at 19% Discount
-------------------------------------------------------
Participations in a syndicated loan under which Avison Young Canada
Inc is a borrower were trading in the secondary market around 81.2
cents-on-the-dollar during the week ended Friday, January 24, 2025,
according to Bloomberg's Evaluated Pricing service data.
The $135.5 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.
AVISON YOUNG: $61.1MM Bank Debt Trades at 40% Discount
------------------------------------------------------
Participations in a syndicated loan under which Avison Young Canada
Inc is a borrower were trading in the secondary market around 59.7
cents-on-the-dollar during the week ended Friday, January 24, 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.
B.G.P. STORES: Case Summary & Eight Unsecured Creditors
-------------------------------------------------------
Debtor: B.G.P. Stores, LLC
4525 140th Ave. N., Suite 900
Clearwater, FL 33762
Chapter 11 Petition Date: January 23, 2025
Court: United States Bankruptcy Court
Middle District of Florida
Case No.: 25-00414
Judge: Hon. Roberta A. Colton
Debtor's Counsel: Scott A. Stichter, Esq.
STICHTER, RIEDEL, BLAIN & POSTLER, P.A.
110 E. Madison St., Suite 200
Tampa, FL 33602
Tel: (813) 229-0144
E-mail: sstichter@srbp.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $10 million to $50 million
The petition was signed by Gary S. Peltz as manager.
A copy of the Debtor's list of eight unsecured creditors is
available for free on PacerMonitor at:
https://www.pacermonitor.com/view/KYHNJHA/BGP_Stores_LLC__flmbke-25-00414__0002.0.pdf?mcid=tGE4TAMA
A full-text copy of the petition is available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/K4CTLVQ/BGP_Stores_LLC__flmbke-25-00414__0001.0.pdf?mcid=tGE4TAMA
BEECH INTERNATIONAL: Court Extends Use of Cash Collateral
---------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Pennsylvania
extended Beech International, LLC's authority to use cash
collateral.
The second interim order signed by Judge Ashely Chan authorized the
company to use cash collateral from Jan. 15 until Jan. 31; the
entry of a subsequent interim order or final order; the appointment
of a trustee or examiner; or the conversion of Beech's Chapter 11
case to one under Chapter 7.
Beech was authorized to pay its expenses from the cash collateral
in accordance with its budget, with a 20% variance per expense
category.
As adequate protection, replacement liens will be granted to
creditors with interests in cash collateral limited in value to the
diminution of such interest as of the petition date.
About Beech International
Beech International, LLC sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. E.D. Pa. Case No. 24-14406) on
December 10, 2024, with $10 million to $50 million in both assets
and liabilities. Ken Scott, chief executive officer of Beech
International, signed the petition.
Judge Ashely M. Chan oversees the case.
Robert Lapowsky, Esq., at Stevens & Lee, P.C., represents the
Debtor as legal counsel.
BGP WAREHOUSE: Sec. 341(a) Meeting of Creditors on February 26
--------------------------------------------------------------
On January 23, 2025, BGP Warehouse Indiana LLC Chapter 11
protection in the U.S. Bankruptcy Court for the Middle District of
Florida.
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.
A meeting of creditors under Section 341(a) meeting to be held on
February 26, 2025 at 10:00 AM. U.S. Trustee (T/FM) will hold the
meeting telephonically. Call in Number: 866-910-0293. Passcode:
7560574.
About BGP Warehouse Indiana LLC
BGP Warehouse Indiana LLC is a limited liability company.
BGP Warehouse Indiana LLC sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No.: 25-00413) on
January 23, 2025. In its petition, the Debtor reports estimated
assets between $1 million and $10 million and estimated liabilities
between $10 million and $50 million.
Honorable Bankruptcy Judge Roberta A. Colton handles 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
Tel: (813) 229-0144
E-mail: sstichter@srbp.com
BIO-KEY INTERNATIONAL: Expects to Raise $3.8M From Warrant Exercise
-------------------------------------------------------------------
BIO-key International, Inc. filed a Form 8-K with the Securities
and Exchange Commission, disclosing that on Jan. 15, 2025, it
entered into a warrant exercise agreement with an existing
institutional investor, to exercise certain outstanding warrants to
purchase an aggregate of 2,061,112 shares of the Company's common
stock, $0.0001 par value per share, at an exercise price of $1.85
per share which were originally issued to the Investor on Sept. 13,
2024.
In consideration for the exercise of the Existing Warrants, subject
to compliance with the beneficial ownership limitations included in
the Existing Warrants, the Investor received new unregistered
Series A warrants to purchase up to an aggregate of 1,545,834
shares of the Company's Common Stock and new unregistered Series B
warrants to purchase up to an aggregate of 1,545,834 shares of the
Company's Common Stock.
The New Warrants have substantially the same terms, are immediately
exercisable at an exercise price of $2.15 per share, and will
expire five years from the date of issuance. The Company agreed to
file a resale registration statement covering the public resale of
the shares of Common Stock issuable upon exercise of the New
Warrants with the SEC, and to use commercially reasonable efforts
to have such Resale Registration Statement declared effective by
the SEC within 90 calendar days following the date of the Warrant
Exercise Agreement. The New Warrants each include a beneficial
ownership limitation that prevents the Investor from beneficially
owning more than 4.99% of the Company's outstanding common stock at
any time.
The gross proceeds to the Company under the Warrant Exercise
Agreement will be approximately $3.8 million, prior to deducting
placement agent fees and estimated offering expenses. The closing
of the Warrant Exercise Agreement was on Jan. 16, 2025. The
Company intends to use the net proceeds for working capital and
general corporate purposes, including repayment of a portion of the
Company's outstanding secured note.
Maxim Group LLC acted as the exclusive placement agent to the
Company pursuant to a Placement Agency Agreement between the
Company and Maxim, dated Jan. 15, 2025. As compensation for such
services, the Company agreed to pay Maxim an aggregate cash fee
equal to 6.0% of the gross proceeds received by the Company under
the Warrant Exercise Agreement.
Streeterville Exchange Agreements
In addition, on Jan. 15, 2025, the Company entered into and closed
two Exchange Agreements with Streeterville Capital, LLC, as lender,
to whom the Company previously issued that certain Secured
Promissory Note, dated June 24, 2024, in the original principal
amount of $2,360,000.
Pursuant to the Exchange Agreements, the Company and Lender agreed
to (i) partition from the Original Note two new Promissory Notes in
the original principal amounts of $629,000 and $205,000,
respectively, (ii) cause the outstanding balance of the Original
Note to be reduced by $834,000, the aggregate principal amount of
the Partitioned Notes, and (iii) exchange the Partitioned Notes for
an aggregate of 489,635 shares of the Company's Common Stock. As a
result of the Exchange Agreements, the current outstanding
principal amount due under the Original Note has been reduced to
approximately $738,400.
About BIO-key
Holmdel, N.J.-based BIO-key International, Inc., founded in 1993,
is an identity and access management (IAM) platform provider
enabling secure work-from-anywhere for enterprise, education, and
government customers using secure multi-factor authentication
(MFA). The Company's vision is to enable any organization to secure
streamlined and passwordless workforce, customer, citizen and
student access to any online service, workstation, or mobile
application, without a requirement to use tokens or phones for
roving users and shared workstations. The Company's products
include PortalGuard and PortalGuard Identity-as-a-Service (IDaaS)
enterprise IAM, WEB-key biometric civil and large-scale ID
infrastructure, MobileAuth mobile phone authentication application
for iOS and Android, and high-quality, low-cost accessory
fingerprint scanner and FIDO-compliant hardware to provide a full
and complete solution for identity-innovating customers.
Henderson, Nev.-based Bush & Associates CPA LLC, the Company's
auditor since 2024, issued a "going concern" qualification in its
report dated June 5, 2024, citing that the Company has suffered
substantial net losses and negative cash flows from operations in
recent years and is dependent on debt and equity financing to fund
its operations, all of which raise substantial doubt about the
Company's ability to continue as a going concern.
BIO-KEY INTL: Issues 489K Shares to Settle Debt With Streeterville
------------------------------------------------------------------
BIO-key International, Inc. disclosed in a Form 8-K Report filed
with the U.S. Securities and Exchange Commission that on January
15, 2025, the Company entered into and closed two Exchange
Agreements with Streeterville Capital, LLC, to whom the Company
previously issued that certain Secured Promissory Note, dated June
24, 2024, in the original principal amount of $2,360,000.
Pursuant to the Exchange Agreements, the Company and Lender agreed
to:
(i) partition from the Original Note two new Promissory Notes
in the original principal amounts of $629,000 and $205,000,
respectively,
(ii) cause the outstanding balance of the Original Note to be
reduced by $834,000, the aggregate principal amount of the
Partitioned Notes, and
(iii) exchange the Partitioned Notes for an aggregate of 489,635
shares of the Company's Common Stock.
As a result of the Exchange Agreements, the current outstanding
principal amount due under the Original Note has been reduced to
approximately $738,400.
About BIO-key
Holmdel, N.J.-based BIO-key International, Inc., founded in 1993,
is revolutionizing authentication and cybersecurity with
biometric-centric, multi-factor identity and access management
(IAM) software securing access for over forty million users.
BIO-key allows customers to choose the right authentication factors
for diverse use cases, including phoneless, tokenless, and
passwordless biometric options. Its hosted or on-premise
PortalGuard IAM solution provides cost-effective, easy-to-deploy,
convenient, and secure access to computers, information,
applications, and high-value transactions.
Henderson, Nev.-based Bush & Associates CPA LLC, the Company's
auditor since 2024, issued a "going concern" qualification in its
report dated June 5, 2024, citing that the Company has suffered
substantial net losses and negative cash flows from operations in
recent years and is dependent on debt and equity financing to fund
its operations, all of which raise substantial doubt about the
Company's ability to continue as a going concern.
For the years ended December 31, 2023 and 2022, BIO-key
International reported net losses of $8,521,837 and $11,909,903,
respectively. As of September 30, 2024, BIO-key International had
$6,399,703 in total assets, $6,266,661 in total liabilities, and
$133,042 in total stockholders' equity.
BIO-KEY INTL: Raises $3.8 Million Via Warrant Exercise Agreement
----------------------------------------------------------------
BIO-key International, Inc. disclosed in a Form 8-K Report filed
with the U.S. Securities and Exchange Commission that it entered
into a warrant exercise agreement with an existing institutional
investor to exercise certain outstanding warrants to purchase an
aggregate of 2,061,112 shares of the Company's common stock,
$0.0001 par value per share, at an exercise price of $1.85 per
share which were originally issued to the Investor on September 13,
2024.
In consideration for the exercise of the Existing Warrants, subject
to compliance with the beneficial ownership limitations included in
the Existing Warrants, the Investor received new unregistered
Series A warrants to purchase up to an aggregate of 1,545,834
shares of the Company's Common Stock and new unregistered Series B
warrants to purchase up to an aggregate of 1,545,834 shares of the
Company's Common Stock.
The New Warrants have substantially the same terms, are immediately
exercisable at an exercise price of $2.15 per share, and will
expire five years from the date of issuance. The Company agreed to
file a resale registration statement covering the public resale of
the shares of Common Stock issuable upon exercise of the New
Warrants with the Securities and Exchange Commission, and to use
commercially reasonable efforts to have such Resale Registration
Statement declared effective by the SEC within 90 calendar days
following the date of the Warrant Exercise Agreement. The New
Warrants each include a beneficial ownership limitation that
prevents the Investor from beneficially owning more than 4.99% of
the Company's outstanding common stock at any time.
The gross proceeds to the Company under the Warrant Exercise
Agreement is approximately $3.8 million, prior to deducting
placement agent fees and estimated offering expenses. The closing
of the Warrant Exercise Agreement occurred on January 16, 2025. The
Company intends to use the net proceeds for working capital and
general corporate purposes, including repayment of a portion of the
Company's outstanding secured note.
Maxim Group LLC acted as the exclusive placement agent to the
Company pursuant to a Placement Agency Agreement between the
Company and Maxim, dated January 15, 2025. As compensation for such
services, the Company agreed to pay Maxim an aggregate cash fee
equal to 6.0% of the gross proceeds received by the Company under
the Warrant Exercise Agreement.
About BIO-key
Holmdel, N.J.-based BIO-key International, Inc., founded in 1993,
is revolutionizing authentication and cybersecurity with
biometric-centric, multi-factor identity and access management
(IAM) software securing access for over forty million users.
BIO-key allows customers to choose the right authentication factors
for diverse use cases, including phoneless, tokenless, and
passwordless biometric options. Its hosted or on-premise
PortalGuard IAM solution provides cost-effective, easy-to-deploy,
convenient, and secure access to computers, information,
applications, and high-value transactions.
Henderson, Nev.-based Bush & Associates CPA LLC, the Company's
auditor since 2024, issued a "going concern" qualification in its
report dated June 5, 2024, citing that the Company has suffered
substantial net losses and negative cash flows from operations in
recent years and is dependent on debt and equity financing to fund
its operations, all of which raise substantial doubt about the
Company's ability to continue as a going concern.
For the years ended December 31, 2023 and 2022, BIO-key
International reported net losses of $8,521,837 and $11,909,903,
respectively. As of September 30, 2024, BIO-key International had
$6,399,703 in total assets, $6,266,661 in total liabilities, and
$133,042 in total stockholders' equity.
BIOXCEL THERAPEUTICS: Board Appoints Rajiv Patni as Director
------------------------------------------------------------
BioXcel Therapeutics, Inc., filed a Form 8-K with the Securities
and Exchange Commission, disclosing that on Jan. 15, 2025, the
Board of Directors of the Company increased the size of the Board
from seven to eight directors.
The Board then appointed Dr. Rajiv Patni as a director, effective
Jan. 15, 2025. Dr. Patni will serve as a Class II director for a
term expiring at the Company's annual meeting of stockholders to be
held in 2026 and until his successor is duly elected and qualified
or his earlier death, disqualification, resignation or removal.
Dr. Patni is a biopharmaceuticals industry veteran with extensive
experience in global product development in a diverse set of
therapeutic areas, including cardiology, diabetology, hepatology,
neurology, and benign hematology.
Since September 2024, Dr. Patni has served as the chief executive
officer of Judo Bio, a biopharmaceutical development company
focused on pioneering oligonucleotide medicines delivered to the
kidney. He previously served as chief research and development
officer at Reata Pharmaceuticals, a commercial-stage company
acquired by Biogen and he is currently serving as a board member of
Quince Therapeutics, Inc. (Nasdaq: QNCX). Previously, Dr. Patni
also served as chief medical officer at several public,
commercial-stage biopharmaceutical companies - Global Blood
Therapeutics, Portola Pharmaceuticals, and Adamas Pharmaceuticals,
until their acquisitions by larger companies. Earlier in his
career, Dr. Patni held roles of increasing responsibility at
Pfizer, Roche, and Actelion. Dr. Patni received his M.D. from the
Icahn School of Medicine at Mount Sinai in New York City as part of
an accelerated B.S./M.D. program. He completed an internal
medicine residency and adult cardiology fellowship at the Albert
Einstein College of Medicine, also in New York City, where he
continued as an attending physician-scientist before joining the
biopharmaceutical industry. The Board believes that Dr. Patni's
extensive experience in biopharmaceutical product development will
provide valuable contributions to the Board.
Dr. Patni is eligible to participate in the Company's Non-Employee
Director Compensation Program, which provides for annual
compensation in the form of cash and equity-based awards.
In addition, effective with his commencement of service on Jan. 15,
2025, Dr. Patni will be entitled to receive an option to purchase
44,000 shares of the Company's common stock, with an exercise price
of $0.3465, which award will vest and become exercisable in three
substantially equal installments on each of the first three
anniversaries of the initial award grant date, subject to Dr.
Patni's continued service as a non-employee director through each
such vesting.
Dr. Patni is expected to enter into the Company's standard
indemnification agreement for directors and officers.
About BioXcel Therapeutics
Headquartered in New Haven, Conn., BioXcel Therapeutics, Inc., is a
biopharmaceutical company utilizing artificial intelligence ("AI")
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.
BIOXCEL THERAPEUTICS: Expands Board; Dr. Patni Named New Director
-----------------------------------------------------------------
BioXcel Therapeutics, Inc. disclosed in a Form 8-K Report filed
with the U.S. Securities and Exchange Commission that on January
15, 2025, the Board of Directors increased the size of the Board
from seven to eight directors.
On the same date, the Board appointed Dr. Rajiv Patni to the Board,
effective January 15, 2025. Dr. Patni will serve as a Class II
director for a term expiring at the Company's annual meeting of
stockholders to be held in 2026 and until his successor is duly
elected and qualified or his earlier death, disqualification,
resignation or removal.
Dr. Patni is a biopharmaceuticals industry veteran with extensive
experience in global product development in a diverse set of
therapeutic areas, including cardiology, diabetology, hepatology,
neurology, and benign hematology.
Since September 2024, Dr. Patni has served as the Chief Executive
Officer of Judo Bio, a biopharmaceutical development company
focused on pioneering oligonucleotide medicines delivered to the
kidney. He previously served as Chief Research and Development
Officer at Reata Pharmaceuticals, a commercial-stage company
acquired by Biogen and he is currently serving as a board member of
Quince Therapeutics, Inc. (Nasdaq: QNCX). Previously, Dr. Patni
also served as Chief Medical Officer at several public,
commercial-stage biopharmaceutical companies – Global Blood
Therapeutics, Portola Pharmaceuticals, and Adamas Pharmaceuticals,
until their acquisitions by larger companies. Earlier in his
career, Dr. Patni held roles of increasing responsibility at
Pfizer, Roche, and Actelion. Dr. Patni received his M.D. from the
Icahn School of Medicine at Mount Sinai in New York City as part of
an accelerated B.S./M.D. program. He completed an internal medicine
residency and adult cardiology fellowship at the Albert Einstein
College of Medicine, also in New York City, where he continued as
an attending physician-scientist before joining the
biopharmaceutical industry. The Board believes that Dr. Patni's
extensive experience in biopharmaceutical product development will
provide valuable contributions to the Board.
Dr. Patni is eligible to participate in the Company's Non-Employee
Director Compensation Program, which provides for annual
compensation in the form of cash and equity-based awards.
In addition, effective with his commencement of service on January
15, 2025, Dr. Patni will be entitled to receive an option to
purchase 44,000 shares of the Company's common stock, with an
exercise price of $0.3465, which award will vest and become
exercisable in three substantially equal installments on each of
the first three anniversaries of the initial award grant date,
subject to Dr. Patni's continued service as a non-employee director
through each such vesting.
Dr. Patni is expected to enter into the Company's standard
indemnification agreement for directors and officers.
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.
As of September 30, 2024, BioXcel Therapeutics had $48.9 million in
total assets, $134.5 million in total liabilities, and $85.6
million in total stockholders' deficit.
BIOXCEL THERAPEUTICS: Rajiv Patni Owns 15K Stock Options
--------------------------------------------------------
Rajiv Patni, Director of BioXcel Therapeutics, Inc., disclosed in a
Form 3 filed with the U.S. Securities and Exchange Commission that
as of January 15, 2025, he beneficially owned a fully vested stock
option to purchase 15,000 shares of Common Stock at an exercise
price of $3.17 per share, expiring on December 8, 2033.
A full-text copy of Mr. Patni's SEC Report is available at:
https://tinyurl.com/28psn9hr
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.
As of September 30, 2024, BioXcel Therapeutics had $48.9 million in
total assets, $134.5 million in total liabilities, and $85.6
million in total stockholders' deficit.
BK RACING: 4th Cir. Affirms Default Judgment v. Devine, et al.
--------------------------------------------------------------
In the case captioned as MATTHEW W. SMITH, Chapter 11 Trustee for
BK RACING, LLC, Plaintiff – Appellee, v. RONALD C. DEVINE; BRENDA
S. DEVINE; RANDALL DEVINE 2010 IRREVOCABLE TRUST; CHRISTOPHER
DEVINE 2010 IRREVOCABLE TRUST; BENJAMIN DEVINE 2010 IRREVOCABLE
TRUST; BRC LOANS, LLC; BRC REAL ESTATE HOLDINGS, LLC; A&R FOODS,
INC.; VIRGINIA RACERS GROUP, LLC; PROPERTY SERVICES, INC.; US
FINANCIAL COMPANIES, LLC; DEVINE FAMILY FOUNDATION, Defendants –
Appellants, No. 24-1335 (4th Cir.), Judges Rossie D. Alston, Jr.,
Harvie Wilkinson III and DeAndrea Gist Benjamin of the United
States Court of Appeal for the Fourth Circuit upheld the order of
the United States District Court for the Western District of North
Carolina that affirmed the decision of the United States Bankruptcy
Court for the Western District of North Carolina to enter a
$31,094,099.89 default judgment as a discovery sanction against
Appellants.
BK Racing owned and operated a NASCAR Cup Series race team from
2012 to 2018. The Devines were the indirect majority owners of BK
Racing through their ownership of Appellant Virginia Racers Group,
LLC. Appellant Ronald Devine ran BK Racing on a day-to-day basis
making most of its decisions, while his wife, Appellant Brenda
Devine, was the corporate manager.
This appeal arises from a bankruptcy case and related adversary
proceeding marked by Appellants' willful disregard of the
Bankruptcy Code and the orders of the bankruptcy court. Despite
repeated warnings and directives to comply with their discovery
obligations, Appellants deployed a strategy of obstruction and
delay over the course of the bankruptcy proceedings, refusing to
produce requested information even after being ordered to do so on
multiple occasions. The bankruptcy court ultimately entered a
$31,094,099.89 default judgment as a discovery sanction against
Appellants, which the district court affirmed.
On Feb. 14, 2020, Appellee initiated the subject adversary
proceeding against Appellants. In the fifteen-count adversary
complaint, Appellee sought monetary damages from Appellants based
on two categories of transactions. First, Appellee alleged that the
Devines fraudulently siphoned off approximately $6.4 million from
BK Racing to the Devine Affiliates and the Devines, using hundreds
of transfers to conceal that the funds were ultimately for the
benefit of the Devines and the Devine Affiliates. Appellee further
alleged that BK Racing and the Devine Affiliates are alter egos of
the Devines, because the Devines operated BK Racing and the Devine
Affiliates as extensions or mere instrumentalities of themselves
with little to no attention paid to corporate formalities.
The complaint sought treble damages for this category of
transactions based on Appellants' alleged violations of North
Carolina's Unfair and Deceptive Trade Practices Act, N.C. Gen.
Stat. Sec. 75-1.1 et seq., which mandates the recovery of treble
damages for violations of the Act. Second, Appellee also alleged
that the Devines caused BK Racing to guaranty existing debts owed
by Appellant Ronald Devine and his other companies with an
aggregate principal balance of over $11,965,000.00.
Appellee also filed two additional adversary actions bringing
fraudulent transfer avoidance and recovery claims against other
putative "insiders" of BK Racing: Smith v. O'Haro, Adv. No.
20-03007, and Smith v. DiSeveria, Adv. No. 20-03057.
The Circuit Judges say the bankruptcy court rightly determined that
lesser sanctions were futile here. The bankruptcy court had already
issued multiple orders to compel discovery, all of which were
ignored. Monetary sanctions were also deemed futile due to the
employment status of the Devines, the $3.5 million of unpaid
judgments and federal tax liens already imposed, and the corporate
Appellants' lack of assets. The district court therefore correctly
found no clear error in the bankruptcy court's conclusion that
lesser sanctions would be ineffective. Accordingly, upon a review
of the record, it correctly found that the bankruptcy court did not
abuse its discretion in imposing default judgment.
Appellants contend that the district court erred in upholding the
amount of the $31 million judgment, claiming that it is "too large"
and "unduly severe" as a matter of law because it awards Appellee
"far more than the total liability of the bankruptcy estate."
According to the 4th Circuit, the repeated failure to comply with
discovery obligations, defiance of court orders, and deliberate
obstruction have caused significant prejudice to Appellee and have
threatened the integrity of the judicial system. Appellants'
persistent disregard for the bankruptcy court's authority left no
viable alternative to the default judgment imposed. In the
complaint, Appellee sought monetary damages from Appellants based
on two categories of transactions: the Transfers (approximately
$6.4 million in damages -- trebled under North Carolina law) and
the Ron Devine Debt Assumption Transactions ($11,965,000.00 in
damages). Together, these two categories of transactions support
the entry of a $31 million default judgment. The judgment amount
was therefore not too large or unduly severe as a matter of law,
the Circuit Judges conclude.
Appellants also assert that the lower courts erred by piercing the
corporate veil. Specifically, they contend that the bankruptcy
court improperly treated the Appellants as a single entity, holding
them jointly and severally liable for the default amount without
conducting a proper veil piercing analysis. The Circuit Judges find
the decision to pierce the corporate veil was based on a
permissible view of the evidence, was not clearly erroneous, and
must be affirmed.
The Circuit Judges conclude that the entry of default judgment
against Appellants was not an abuse of discretion. They therefore
affirm the district court's opinion reaching the same conclusion.
A copy of the Court's decision dated Jan. 17, 2025, is available at
https://urlcurt.com/u?l=Gmh2Dk
Attorney for for Appellant:
Anthony Roel, Coppola Esq.
CHAP PETERSEN & ASSOCIATES, PLC
3970 Chain Bridge Rd
Fairfax, VA 22030
Tel: (571) 459-2832
E-mail: arc@petersenfirm.com
Attorney for Appellee:
Andrew T. Houston, Esq.
MOON WRIGHT & HOUSTON, PLLC
212 N. McDowell Street, Suite 200
Charlotte, NC 28204
Tel: (704) 944-6563
E-mail: ahouston@mwhattorneys.com
About BK Racing
BK Racing, LLC, was a Monster Energy NASCAR Cup Series Toyota
Racing team headquartered in Charlotte, North Carolina. The team
was founded in 2012 after owners Ron Devine and Wayne Press
acquired Red Bull Racing.
BK Racing sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. W.D.N.C. Case No. 18-30241) on Feb. 15, 2018. In its
petition signed by Kathy Burch, power of attorney for managing
member Brenda Devine, the Debtor estimated assets and liabilities
of $10 million to $50 million.
Judge Craig J. Whitley oversees the case.
The Debtor hired The Henderson Law Firm PLLC as its legal counsel.
Matthew W. Smith was appointed to serve as Chapter 11 trustee for
the Debtor. The trustee hired Grier Furr & Crisp, PA as his legal
counsel, and The Finley Group, Inc. as his financial advisor.
Smith operated BK Racing for most of the race season and until the
team assets could be sold. A sale occurred on August 24, 2018.
Under the first plan of liquidation confirmed on February 11, 2020,
Smith was appointed sole manager of the reorganized Debtor. He was
then tasked with investigating and pursuing litigation claims for
the benefit of the Debtor's creditors.
BOY SCOUTS: Coalition's Request for Payment of Fees Denied
----------------------------------------------------------
In the case captioned as THE COALITION OF ABUSED SCOUTS FOR
JUSTICE, Appellant, v. OFFICE OF THE UNITED STATES TRUSTEE,
Appellee, Case No. 23-cv-01443-RGA (D. Del.), Judge Richard G.
Andrews of the United States District Court for the District of
Delaware affirmed the order of the United States Bankruptcy Court
for the District of Delaware the Coalition of Abused Scouts for
Justice denying its request for payment of bankruptcy
professionals' fees and expenses pursuant 11 U.S.C. Secs. 363(b)
and/or 503(b)(3)(D) and (4).
Before the District Court is an appeal by the Coalition of Abused
Scouts for Justice with respect to the Bankruptcy Court's Dec. 5,
2023 Order and accompanying Opinion, In re Boy Scouts of America,
2023 WL 8449557 (Bankr. D. Del. Dec. 5, 2023). The Coalition was
formed and led by a group of personal injury law firms that
represent certain creditors with claims of sexual abuse against Boy
Scouts of America and Delaware BSA LLC. These personal injury law
firms retained bankruptcy professionals to assist them in the
chapter 11 cases and later sought to recover the bankruptcy
professionals' fees and expenses in the amount of $21,007,881.01
pursuant to section 363(b) and/or section 503(b)(3)(D) and (4). The
Bankruptcy Court denied the Coalition's motion, determining that
the Coalition may not receive payment under section 363(b) and that
it failed to meet its burden to obtain fees as an administrative
expense under section 503(b)(3)(D) and (4). The Coalition filed a
timely appeal.
The District Court finds the Coalition's arguments concerning
section 363 fail. Judge Andrews explains, "First, an ad hoc
committee such as the Coalition is not statutorily-authorized to
file a section 363 motion. Second, the Coalition cannot challenge
the Bankruptcy Court's denials of the Debtors' earlier attempts to
seek approval to pay the fees because the Confirmation Order was a
final order and the Coalition did not appeal from that order.
Third, the Bankruptcy Court was not clearly erroneous to conclude
that the Coalition did not prove that the Debtors exercised
business judgment in seeking to pay the Coalition's fees."
The Coalition's disagreement with the Bankruptcy Court's decision
is insufficient to obtain reversal on appeal, and it has not
otherwise shown reversible error. The District Court concludes the
Bankruptcy Court acted within its discretion, and the Order should
be affirmed.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=ptVOn3 from PacerMonitor.com.
About Boy Scouts of America
The Boy Scouts of America -- https://www.scouting.org/ -- is a
federally chartered non-profit corporation under title 36 of the
United States Code. Founded in 1910 and chartered by an act of
Congress in 1916, the BSA's mission is to train youth in
responsible citizenship, character development, and self-reliance
through participation in a wide range of outdoor activities,
educational programs, and, at older age levels, career-oriented
programs in partnership with community organizations. Its national
headquarters is located in Irving, Texas.
The Boy Scouts of America and affiliate Delaware BSA, LLC, sought
Chapter 11 protection (Bankr. D. Del. Lead Case No. 20-10343) on
Feb. 18, 2020, to deal with sexual abuse claims.
Boy Scouts of America was estimated to have $1 billion to $10
billion in assets and at least $500 million in liabilities as of
the bankruptcy filing.
The Debtors have tapped Sidley Austin LLP as their bankruptcy
counsel, Morris, Nichols, Arsht & Tunnell LLP as Delaware counsel,
and Alvarez & Marsal North America, LLC, as financial advisor. Omni
Agent Solutions is the claims agent.
The U.S. Trustee for Region 3 appointed a tort claimants' committee
and an unsecured creditors' committee on March 5, 2020. The tort
claimants' committee is represented by Pachulski Stang Ziehl &
Jones, LLP, while the unsecured creditors' committee is represented
by Kramer Levin Naftalis & Frankel, LLP.
The Debtors obtained confirmation of their Third Modified Fifth
Amended Chapter 11 Plan of Reorganization (with Technical
Modifications) on September 8, 2022. The Order was affirmed on
March 28, 2023. The Plan was declared effective on April 19, 2023.
The Hon. Barbara J. House (Ret.) has been appointed as trustee of
the BSA Settlement Trust.
BROUDY GROUP: To Sell Car Dealership Biz to G. Payne for $2.35-Mil.
-------------------------------------------------------------------
Broudy Group, Inc., seeks permission from the U.S. Bankruptcy Court
for the Eastern District of Texas, Sherman Division, to sell its
property of estate, free and clear of liens, claims, and
encumbrances.
The Debtor owns and operates a Nissan and used car dealership in
Ardmore, Oklahoma.
The Debtor has two secured creditors -- Nissan Motor Acceptance
Company LLC and Arvest Bank. Arvest Bank has a senior position on
the Debtor's parts, fixtures,
furniture and equipment, while NMAC has a senior position on the
Debtor's remaining assets including the goodwill of the Business.
The Debtor has received an offer in the amount of approximately
$2.35 million from Glenn Payne to purchase substantially all assets
of the Debtor.
The Debtor does not believe that there is any reasonable prospect
of a higher and better offer for the Debtor's assets.
The Debtor seeks to sell the assets identified in the Asset
Purchase Agreement as is, where is, and free and clear of all
liens, claims and encumbrances.
The liens of NMAC and Arvest Bank on the Debtor's assets will, by
agreement, be released at closing in exchange for the following
payments: NMAC with $1,650,000.00 and Arvest Bank with
approximately $550,000.00.
The Debtor says that the proposed sale under the Asset Purchase
Agreement is in the best interest of the Debtor and its creditors.
About Broudy Group
Broudy Group Inc. is an automobile dealer in Celina, Texas.
Broudy Group sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. E.D. Tex. Case No. 24-42463) on Oct. 18, 2024, with $1
million to $10 million in both assets and liabilities. Carey E.
Broudy, president and director, signed the petition.
Judge Brenda T. Rhoades oversees the case.
The Debtor is represented by Howard Marc Spector, Esq., at Specter
& Cox, PLLC.
BTG TEXTILES: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: BTG Textiles, Inc.
710 Union Street
Montebello, CA 90640
Business Description: Founded in 1988, BTG Textiles is a
privately-held company specializing in
towels and linens, offering a wide range of
products to industries including healthcare,
institutional laundries, janitorial and
cleaning, as well as hospitality and hotels.
With manufacturing facilities in Bangladesh,
Portugal, and Pakistan, the Company
maintains strict control over product
quality while ensuring competitive pricing.
This global manufacturing network also
allows BTG Textiles to maintain high
inventory levels and deliver products to
customers both nationally and
internationally.
Chapter 11 Petition Date: January 24, 2025
Court: United States Bankruptcy Court
Central District of California
Case No.: 25-10548
Judge: Hon. Vincent P Zurzolo
Debtor's Counsel: Michael Jay Berger, Esq.
LAW OFFICES OF MICHAEL JAY BERGER
9454 Wilshire Boulevard, 6th Floor
Beverly Hills, CA 90212
Tel: (310) 271-6223
Fax: (310) 271-9805
Email: michael.berger@bankruptcypower.com
Estimated Assets: $10 million to $50 million
Estimated Liabilities: $10 million to $50 million
The petition was signed by Yohan Soleman Chowdhury as president and
CEO.
A full-text copy of the petition is available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/LAQCWDA/BTG_Textiles_Inc__cacbke-25-10548__0001.0.pdf?mcid=tGE4TAMA
List of Debtor's 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. Bank of America Credit Card $33,719
Attn: Bankruptcy
NC4-10
POB 26012
Greensboro, NC 27410
2. C.H. Robinson Vendor $181,015
International Inc.
PO Box 9121
Minneapolis
Minneapolis, MN
55480
3. California Department of Sales Tax $35,286
Tax and Fee Administration
PO Box 942879
Sacramento, CA 94279
4. Capital One Credit Card $126,525
P.O. Box 60024
City of Industry, CA
91716-0024
5. DHX Vendor $42,198
PO Box 845871
Los Angeles, CA 90084
6. Echo Global Logistics Inc. Vendor $10,082
22168 Network Place
Chicago, IL 60673
7. Glova Link Corporation Vendor $17,202
PO Box 2040
Whittier, CA 90610
8. Internal Revenue Service Payroll Tax $15,083
PO Box 7346
Philadelphia, PA
19101-7346
9. Internal Revenue Service Federal Taxes $199,330
PO Box 7346
Philadelphia, PA
19101-7346
10. Mohammed D. Alam Unpaid $13,366
710 Union Street Insider Wages
Montebello, CA
90640
11. PAC Finance 1 LLC Vendor $112,765
17777 Center Court
Dr. N Ste. 100
Cerritos, CA 90703
12. Prologis Targeted Unpaid Rent $75,176
U.S. Logistics Fu
17777 Center Court
Drive North
Ste 100
Cerritos, CA 90703
13. R&R Logistics Vendor $71,059
Specialists Inc.
737 Great Bend Dr.
Diamond Bar, CA 91765
14. Radhika Investments LLC Unpaid Rent $13,270
10255 General Drive,
Unit A5
Orlando, FL 32824
15. Saharish Fabrics Vendor $275,765
(PVT) Limited
107 Agrics Town 4
Kilometer
Raiwind Road
Lahore
16. Suzhou Hengrum Vendor $150,892
Import & Export
No 888 Chenghu Road
Suzhou, China
215128
17. Trans Pacific Vendor $9,080
Logitics LLC
1744 W. 166th St.
Ste. A
Gardena, CA 90247
18. US CBP Customs & Custom & Border $116,816
Border Protection Protection
1300 Pennsylvania Ave
NW Rm 3.5A
Washington, DC 20229
19. Yohan Soleman Chowdhury Unpaid Insider $28,171
26 Deer Creek Wages
Irvine, CA 92604
20. ZHC Inc. Vendor $188,430
52 Point Circle South
Coram, NY 11727
C & C LAS VEGAS: Voluntary 11 Case Summary
------------------------------------------
Debtor: C & C Las Vegas LLC
5313 Rapunzel Ct
Las Vegas, NV 89113
Chapter 11 Petition Date: January 24, 2025
Court: United States Bankruptcy Court
District of Nevada
Case No.: 25-10406
Debtor's Counsel: Michael J. Harker, Esq.
LAW OFFICES OF MICHAEL J. HARKER
2901 El Camino Ave., Suite 200
Las Vegas, NV 89102
Tel: 702-248-3000
Email: notices@harkerlawfirm.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Rone Chang as managing member.
The Debtor failed to include a list of its 20 largest creditors in
the petition.
A full-text copy of the petition is available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/RQGT6AI/C__C_LAS_VEGAS_LLC__nvbke-25-10406__0001.0.pdf?mcid=tGE4TAMA
CALI MADE COLD: Case Summary & Six Unsecured Creditors
------------------------------------------------------
Debtor: Cali Made Cold Planing LLC
1236 Milan Drive
Mentone, CA 92359
Business Description: The Debtor provides a full range of
advertising services.
Chapter 11 Petition Date: January 24, 2025
Court: United States Bankruptcy Court
Central District of California
Case No.: 25-10398
Judge: Hon. Scott H Yun
Debtor's Counsel: Michael Jay Berger, Esq.
LAW OFFICES OF MICHAEL JAY BERGER
9454 Wilshire Boulevard, 6th Floor
Beverly Hills, CA 90212
Tel: (310) 271-6223
Fax: (310) 271-9805
E-mail: michael.berger@bankruptcypower.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Alexander Lopez as chief operating
officer.
A full-text copy of the petition, which includes a list of the
Debtor's six unsecured creditors, is available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/UWDQFIA/Cali_Made_Cold_Planing_LLC__cacbke-25-10398__0001.0.pdf?mcid=tGE4TAMA
CANTON & COMPANY: Gets OK to Use Cash Collateral Until March 14
---------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Maryland, Baltimore
Division, extended Canton & Company, LLC's authority to use its
lender's cash collateral from Jan. 17 to March 14.
The order signed by Judge David Rice authorized the company to use
the cash collateral of 2111 31st Street, NW, LLC to pay the
operating expenses set forth in its budget, which shows total
expenses of $86,487 for the interim period.
As adequate protection, 2111 31st Street was granted a replacement
lien on the company's post-petition property and proceeds thereof,
to the same extent and with the same priority as its pre-bankruptcy
lien.
Failure to file timely weekly reports or monthly operating reports;
conversion of the company's Chapter 11 case to one under Chapter 7;
appointment of a bankruptcy trustee; and failure to timely pay
adequate protection payments, constitute an event of default under
the court order.
The next hearing is scheduled for March 12.
About Canton & Company
Canton & Company, LLC is a healthcare growth and strategic services
firm in Baltimore, Md. Its comprehensive suite of growth services
includes Strategy & Insights, Integrated Marketing Solutions, and
Performance Solutions.
The Debtor filed Chapter 11 petition (Bankr. D. Md. Case No.
23-19054) on Dec. 12, 2023, with up to $500,000 in assets and up to
$10 million in liabilities. Richard McDaniel, Jr., manager of
Canton & Company, signed the petition.
Judge David E. Rice oversees the case.
The Debtor is represented by:
Daniel Alan Staeven, Esq.
Frost & Associates, LLC
Tel: 410-497-5947
Email: daniel.staeven@frosttaxlaw.com
CAREPOINT HEALTH: Court Okays Ch.11 Docs, Confirmation Fight Looms
------------------------------------------------------------------
Vince Sullivan of Law360 Bankruptcy Authority reports that on
January 23, a Delaware bankruptcy judge approved CarePoint Health
Systems Inc.'s Chapter 11 plan disclosure statement after hearing
about a series of modifications that addressed objections.
However, some issues remain ahead of the confirmation hearing
scheduled for March 2025, the report states.
About Carepoint Health
CarePoint Health is a New Jersey hospital chain.
Carepoint Health sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Case No. 24-12538) on November 3,
2024. In its petition, the Debtor reports estimated assets and
liabilities up to $50,000.
The Debtor is represented by Peter C. Hughes of Dilworth Paxson
LLP.
CARIBBEAN GOURMET: Hires Sherman C. Smith as Counsel
----------------------------------------------------
Caribbean Gourmet Delights, Inc. seeks approval from the U.S.
Bankruptcy Court for the Eastern District of Virginia to employ
Sherman C. Smith, Esq., as counsel.
The firm will provide these services:
a. represent the Debtor in this Chapter 11, Subchapter V and to
advise the Debtor as to its rights, duties and powers as a debtor
in possession;
b. prepare and file all necessary statements, schedules, and
other documents and to negotiate and prepare one or more plans of
reorganization for the Debtor;
c. represent the Debtor at all hearings, meetings of creditors,
conferences, trials, and other proceedings in this case; and
d. perform such other legal services as may be necessary in
connection with this case.
The firm will be paid based upon its normal and usual hourly
billing rates. The firm will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Mr. Smith 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:
Sherman C. Smith, Esq.
Attorney at Law
11712 Jefferson Av. #427
Newport News, VA 23606
Tel: (757) 947-4747
Email: info@scsmith.org
About Caribbean Gourmet Delights, Inc.
Caribbean Gourmet Delights, Inc., filed a Chapter 11 bankruptcy
petition (Bankr. E.D. Va. Case No. 24-50914-FJS) on Dec. 6, 2024.
The Debtor hires Sherman C. Smith, Esq., as counsel.
CASTLE US: $295MM Bank Debt Trades at 39% Discount
--------------------------------------------------
Participations in a syndicated loan under which Castle US Holding
Corp is a borrower were trading in the secondary market around 60.9
cents-on-the-dollar during the week ended Friday, January 24, 2025,
according to Bloomberg's Evaluated Pricing service data.
The $295 million Term loan facility is scheduled to mature on
January 29, 2027. The amount is fully drawn and outstanding.
Castle US Holding Corporation provides database tools and software
to public relations and communications professionals.
CAYMUS FUNDING: Seeks Bankruptcy Protection in Georgia
------------------------------------------------------
On January 23, 2025, Caymus Funding Inc. filed Chapter 11
protection in the U.S. Bankruptcy Court for the Northern District
of Georgia.
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 Caymus Funding Inc.
Caymus Funding Inc. headquartered in Kennesaw, Georgia, operates as
a merchant cash advance provider offering alternative financing
solutions to small businesses. The company combines over 76 years
of combined industry expertise through its senior leadership team,
focusing on business capital funding based on overall performance
rather than credit scores.
Caymus Funding Inc. sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Ga. Case No. 25-50713) on January 23,
2025. In its petition, the Debtor reports estimated assets and
liabilities between $1 million and $10 million each.
The Debtor is represented by:
Scott B. Riddle, Esq.
Law Office of Scott B. Riddle, LLC
309 East Paces Ferry Rd NE, Ste 400
Atlanta, GA 30305
Phone: 404-815-0164
CHANNELSIDE BREWING: Case Summary & 20 Top Unsecured Creditors
--------------------------------------------------------------
Debtor: Channelside Brewing Company LLC
802 N 12th Street, Suite C
Tampa, FL 33602
Business Description: Channelside Brewing Company is a brewery
that specializes in crafting a variety of
beers.
Chapter 11 Petition Date: January 24, 2025
Court: United States Bankruptcy Court
Middle District of Florida
Case No.: 25-00445
Judge: Hon. Catherine Peek Mcewen
Debtor's Counsel: Andrew Wit, Esq.
JENNIS MORSE
606 East Madison Street
Tampa FL 33602
Tel: 813-229-800
E-mail: awit@jennislaw.com
Estimated Assets: $100,000 to $500,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Michael R Beard as managing 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/TIXMIAI/Channelside_Brewing_Company_LLC__flmbke-25-00445__0001.0.pdf?mcid=tGE4TAMA
CINEMARK HOLDINGS: S&P Alters Outlook to Pos., Affirms 'BB-' ICR
----------------------------------------------------------------
S&P Global Ratings revised its outlook on Cinemark Holdings Inc. to
positive from stable. The 'BB-' rating is unchanged.
The positive outlook reflects S&P's expectation that Cinemark will
reduce S&P Global Ratings-adjusted leverage to the mid-2x area over
the next 12 months.
A strong box office release slate will support revenue and earnings
growth. Following a tumultuous first half of 2024 that felt a
lagging impact from the Hollywood strikes of 2023, production and
release schedules stabilized in the second half of the year. S&P
said, "We expect this positive momentum to continue into 2025, with
a large number of tentpole films slated to hit the big screens. We
forecast the domestic box office will be about $9.5 billion in
2025, representing over 10% growth compared with 2024. Cinemark
will benefit from strong industry tailwinds, but given its relative
outperformance in 2024 compared with the broader industry, we
expect growth will be slightly lower than the industry average in
2025. We believe Cinemark will increase revenue 8%-10% in 2025 and
benefit from higher theater utilization helping to modestly improve
EBITDA margin."
S&P said, "We expect Cinemark will reduce S&P Global Ratings
adjusted leverage to below 3x over the next 12 months. Cinemark
ended the third quarter of 2024 with leverage of 3.2x, just above
the 3.0x upgrade threshold for the 'BB-' rating. Given our
expectations for a strong box office release slate and material
earnings growth, we forecast the company will reduce leverage to
the mid-2x area in 2025. Even with increased capital expenditure of
about $225 million in 2025, we expect operations will support
deleveraging and reported free cash flow growing to over $300
million."
However, the risk of macroeconomic volatility could pose a threat
to theatrical performance. Historically, cinema attendance has been
relatively resilient during economic downturns due to the relative
affordability of this out-of-home entertainment option. While S&P
expects this trend to hold in general, the current state of the
industry represents a unique set of challenges: average ticket
prices are at an all-time high, and consumers have never had more
options for how to consume video content in the home. In the event
of an economic recession, consumers are likely to be increasingly
sensitive to spending their discretionary income and may choose
lower-cost in-home viewing options. Consequently, it may prompt
exhibitors to adjust their pricing tactics for tickets and
concessions, such that total revenue is less than currently
planned.
The positive outlook reflects S&P's expectation that Cinemark will
reduce S&P Global Ratings-adjusted leverage to the mid-2x area over
the next 12 months. However, volatility in theatrical attendance
could delay leverage reduction.
S&P could revise the outlook to stable if it expected Cinemark
would maintain leverage above 3x. This could occur if:
-- There were further disruptions to the theatrical release
model;
-- Cinemark pursued debt-financed acquisitions or shareholder
rewarding activities such as dividends or share repurchases; or
-- The macroeconomic environment worsened such that we expected
the domestic box office would be materially lower than our current
base case.
S&P could raise its rating on Cinemark if:
-- S&P expected leverage would remain below 3x,
-- The company maintained FOCF to debt above 15%, and
-- Box office attendance continued to strengthen due to a stable
slate of theatrical releases.
CLICKED AI: Unsecureds Will Get 5% of Claims over 60 Months
-----------------------------------------------------------
Clicked AI submitted a Second Amended Subchapter V Plan of
Reorganization dated January 17, 2025.
The Plan proposes to pay creditors from its disposable income from
operations to be received by CLICKED AI in the 5-year period
beginning on the date that the first payment is due under the Plan
in addition to obtaining a new loan or capital contribution from
Equity Interests prior to the expiration of the 5-year term of the
Plan to ensure that all Allowed Claims are paid in full.
Class 1 consists of Allowed Priority Claims. Each such holder of an
Allowed Priority Claim shall be treated as a Class 1 Claim and
shall receive the full amount of each Allowed Class 1 Claim in
accordance with section 1129(a)(C): Holders of such Priority Claims
shall receive regular installment payments in cash: (1) of a total
value, as of the Effective Date of the Plan, equal to the Allowed
amount of such Claim; (2) over a period ending not later than five
years after the Petition Date; and, (3) in a manner not less
favorable than the most favored nonpriority unsecured claim
provided for by the Plan.
The Massachusetts Department of Revenue filed the only Priority
Claim against CLICKED AI. Debtor shall file any objection to the
Massachusetts Department of Revenue's claim within thirty days
after the Effective Date. Absent such objection, it shall be paid,
to the extent allowed, over the life of the plan commencing within
thirty days of the Effective Date. Class 1 is unimpaired.
Class 2, the allowed secured claim of Amazon Capital Services, Inc,
is impaired but only to the extent that the terms and interest rate
differ from the parties' original agreement. CLICKED AI proposes to
pay 100% of ACS's claim, but on different terms than the parties'
original agreement. The adequate protection payments to Amazon
Capital Services shall cease as of the Effective Date and CLICKED
AI's monthly payments to Amazon Capital Services shall be
$3,454.29, with the first such payment under the Plan payable
within thirty days of the Effective Date.
Class 3 consists of General Unsecured Claims. The sole Class 3
Claim shall be paid on a Pro Rata basis in quarterly installments
beginning the first full calendar quarter after the Effective Date
from CLICKED AI's disposable income. CLICKED AI estimates that this
Class will be paid approximately $12,850 over the life of the plan,
or approximately five percent of the face amount of the unsecured
general nonpriority Claim. CLICKED AI proposes to pay the sum of
$214.17 per month for sixty months directly to Parafin, Inc., the
sole unsecured creditor having filed a proof of claim, with the
first such payment commencing within thirty days of the Effective
Date. Class 3 is impaired.
The Reorganized Debtor shall be empowered to take such action as
may be necessary to perform its obligations under this Plan.
Commencing within thirty days of the Effective Date and thereafter,
CLICKED AI shall make the payments required by this Plan to the
holders of Allowed Claims. The payments pursuant to the Plan shall
be in full and complete payment, settlement and satisfaction of all
claims against the Estate and CLICKED AI.
A full-text copy of the Second Amended Subchapter V Plan dated
January 17, 2025 is available at https://urlcurt.com/u?l=lesIMq
from PacerMonitor.com at no charge.
Attorney for the Debtor:
Clark Stith, Esq.
505 Broadway
Rock Springs, WY 82901
Tel: (307) 382-5565
Fax: (307) 382-5552
Email: clarkstith@wyolawyers.com
About Clicked AI
Clicked AI is engaged in the business of purchasing and reselling
retail goods in bulk.
The Debtor filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. D. Wyo. Case No. 24-20226) on June 13,
2024, with $100,001 to $500,000 in assets and $500,001 to $1
million in liabilities.
Judge Cathleen D. Parker oversees the case.
Clark D. Stith, Esq., represents the Debtor as counsel.
COLD SPRING: Signs Deal With U.S. Trustee to Appoint Examiner
-------------------------------------------------------------
Cold Spring Acquisition, LLC and the U.S. Trustee for Region 2
signed a stipulation to resolve the bankruptcy watchdog's motion to
appoint an independent trustee in the company's Chapter 11 case.
The stipulation, which is subject to court approval, seeks to
resolve the motion by agreement of both sides to the appointment of
an examiner in the bankruptcy case.
The examiner will investigate any pre-bankruptcy causes of action
with respect to the facts and circumstances underlying and leading
to the filing of the case; and all aspects of Cold Spring's
financial condition including, without limitation, the conduct of
the company and its owners and affiliates.
The examiner is also expected to perform his duties set forth in
Section 1106(a)(4) of the Bankruptcy Code.
The U.S. trustee on Jan. 16 filed a motion to appoint a Chapter 11
trustee to take over the company's bankruptcy case.
In his motion, the U.S. trustee accused the company officials of
gross mismanagement and criticized the quality of patient care
provided at the Long Island nursing home run by the company.
According to the trustee, the level of patient care and gross
mismanagement have resulted in action being taken by the New York
State Attorney General as well as the New York State Department of
Health.
About Cold Spring Acquisition
Cold Spring Acquisition, LLC operates a skilled nursing and
rehabilitation facility in Woodbury, N.Y. In particular, the
senior care facility provides hospice, dementia care, medical needs
and rehabilitation care, and runs a senior day program.
Cold Spring Acquisition filed Chapter 11 petition (Bankr. S.D. N.Y.
Case No. 25-22002) on January 2, 2025, with $1 million to $10
million in assets and $50 million to $100 million in liabilities.
Judge Sean H. Lane oversees the case.
The Debtor is represented by:
Schuyler G. Carroll, Esq.
Russell E. Potter, Esq.
Thomas A. Whittington, Esq.
Manatt, Phelps & Phillips, LLP
7 Times Square
New York, NY 10036
Tel: (212) 790-4500
scarroll@manatt.com
rpotter@manatt.com
twhittington@manatt.com
COLD SPRING: U.S. Trustee Appoints David Crapo as PCO
-----------------------------------------------------
William Harrington, the U.S. Trustee for Region 2, appointed David
Crapo, Esq., at Gibbons P.C. as patient care ombudsman for Cold
Spring Acquisition, LLC.
The appointment was made pursuant to the order from the U.S.
Bankruptcy Court for the Southern District of New York on Jan. 13.
Section 333(b) of the Bankruptcy Code provides that the PCO shall:
* Monitor the quality of patient care provided to patients of
the debtor, to the extent necessary under the circumstances,
including interviewing patients and physicians;
* Not later than 60 days after the date of this appointment,
and not less frequently than at 60- day intervals thereafter,
report to the court after notice to the parties in interest, at a
hearing or in writing, regarding the quality of patient care
provided to patients of the Debtor and;
* If such ombudsman determines that the quality of patient
care provided to patients of the debtor is declining significantly
or is otherwise being materially compromised, file with the court a
motion or a written report, with notice to the parties in interest
immediately upon making such determination.
To the best of his knowledge, Mr. Crapo has no connections with
Cold Spring Acquisition, creditors or any party involved in the
company's Chapter 11 case.
The ombudsman may be reached at:
David N. Crapo, Esq.
Gibbons P.C.
One Gateway Center
Newark, NJ 07102
(973) 596-4500
Email: dcrapo@gibbonslaw.com
About Cold Spring Acquisition
Cold Spring Acquisition LLC operates a skilled nursing and
rehabilitation facility in Woodbury, New York, with 588 beds. In
particular, the Senior Care Facility provides hospice, dementia
care, medical needs, as well as short- and long-term rehabilitation
care. The Senior Care Facility also runs a senior day program.
Cold Spring Acquisition LLC sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 25-22002) on January
2, 2025. In its petition, the Debtor reported assets between $1
million and $10 million and liabilities between $50 million and
$100 million.
Judge Sean H. Lane handles the case.
Russell E. Potter, Esq., and Schuyler Carroll, Esq., at Manatt,
Phelps & Phillips represent the Debtor as legal counsels.
COMTECH TELECOMMUNICATIONS: All Proposals Approved at FY24 Meeting
------------------------------------------------------------------
Comtech Telecommunications Corp. held its Fiscal 2024 Annual
Meeting of Stockholders. At the Annual Meeting, the stockholders of
the Company voted on the following proposals as set forth in the
Company's Proxy Statement for the Annual Meeting, with the
following results, which were consistent with the recommendations
of the Company's Board of Directors in each case:
Proposal No. 1 - Election of Six Directors.
* Kenneth H. Traub, Rear Admiral (Ret.) Wendi B. Carpenter,
Lieutenant General (Ret.) Bruce T. Crawford, Michael J.
Hildebrandt, Mark R. Quinlan, and Lawrence J. Waldman received the
number of votes at the Annual Meeting and were elected to the
Board.
As previously reported in a Current Report on Form 8-K filed with
the U.S. Securities and Exchange Commission on January 13, 2025,
subsequent to the filing of the Company's Definitive Proxy
Statement on Schedule 14A, John Ratigan resigned as the Company's
President and Chief Executive Officer and as a director of the
Board, effective as of January 13, 2025. In connection with Mr.
Ratigan's resignation from the Board, Mr. Ratigan withdrew his
candidacy for election as a director at the Company's Annual
Meeting, and any votes cast with respect to the election of Mr.
Ratigan were not counted for any purpose.
Proposal No. 2 - Approval (On an Advisory Basis) of the
Compensation of the Named Executive Officers.
* The advisory vote on the compensation of Named Executive
Officers of the Company was approved.
Proposal No. 3 - Ratification of the Selection of Independent
Registered Public Accounting Firm.
* The non-binding ratification of the selection of Deloitte &
Touche LLP as independent registered public accounting firm of the
Company for the fiscal year ending July 31, 2025 was approved.
Proposal No. 4 - Approval of an Amendment to the Comtech
Telecommunications Corp. 2023 Equity and Incentive Plan.
* The Amendment to the 2023 Plan was approved.
About Comtech Telecommunications Corp.
Headquartered in Chandler, Arizona, Comtech Telecommunications
Corp. -- www.comtech.com -- is a global provider of next-generation
911 emergency systems and secure wireless and satellite
communications technologies. This includes the critical
communications infrastructure that people, businesses, and
governments rely on when durable, trusted connectivity is required,
no matter where they are – on land, at sea, or in the air – and
no matter what the circumstances from armed conflict to a natural
disaster. The Company's solutions are designed to fulfill its
customers' needs for secure wireless communications in the most
demanding environments, including those where traditional
communications are unavailable or cost-prohibitive, and in
mission-critical and other scenarios where performance is crucial.
Jericho, New York-based Deloitte & Touche LLP, the Company's
auditor since 2015, issued a "going concern" qualification in its
report dated Oct. 30, 2024, citing that the Company has suffered
recurring losses and negative cash outflows from operations, and
may be unable to maintain compliance with financial covenants
required by its credit agreement that raise substantial doubt about
its ability to continue as a going concern.
Comtech disclosed $793,203,000 in total assets, $494,139,000 in
total liabilities, and $150,364,000 in total stockholders equity at
October 31, 2024.
COMTECH TELECOMMUNICATIONS: All Proposals Okayed at Annual Meeting
------------------------------------------------------------------
Comtech Telecommunications Corp. filed a Form 8-K with the
Securities and Exchange Commission, disclosing that it held its
fiscal 2024 annual meeting of stockholders on Jan. 13, 2025, at
which the stockholders:
(1) elected Kenneth H. Traub, Rear Admiral (Ret.) Wendi B.
Carpenter, Lieutenant General (Ret.) Bruce T. Crawford, Michael J.
Hildebrandt, Mark R. Quinlan, and Lawrence J. Waldman to the
Company's Board of Directors;
(2) approved (on an advisory basis) the compensation of the
Named Executive Officers;
(3) ratified the selection of Deloitte & Touche LLP as
independent registered public accounting firm of the Company for
the fiscal year ending July 31, 2025; and
(4) approved an amendment to the Comtech Telecommunications
Corp. 2023 Equity and Incentive Plan.
As previously reported in a Current Report on Form 8-K filed with
the SEC on Jan. 13, 2025, subsequent to the filing of the Company's
Definitive Proxy Statement on Schedule 14A, John Ratigan resigned
as the Company's president and chief executive officer and as a
director of the Board, effective as of Jan. 13, 2025. In
connection with Mr. Ratigan's resignation from the Board, Mr.
Ratigan withdrew his candidacy for election as a director at the
Company's Annual Meeting, and any votes cast with respect to the
election of Mr. Ratigan were not counted for any purpose.
About Comtech Telecommunications Corp.
Headquartered in Chandler, Arizona, Comtech Telecommunications
Corp. -- www.comtech.com -- is a provider of satellite and space
communications technologies; terrestrial and wireless network
solutions; Next Generation 911 ("NG911") and emergency services;
and cloud native capabilities to commercial and government
customers around the world. Through its culture of innovation and
employee empowerment, Comtech leverages its global presence and
decades of technology leadership and experience to create some of
the world's most innovative solutions for mission-critical
communications.
Jericho, New York-based Deloitte & Touche LLP, the Company's
auditor since 2015, issued a "going concern" qualification in its
report dated Oct. 30, 2024. The qualification cites the Company's
recurring losses and negative cash flows from operations, as well
as concerns about its ability to comply with the financial
covenants required by its credit agreement. These factors raise
substantial doubt about the Company's ability to continue as a
going concern.
CONTAINER STORE: Court Approves Chapter 11 Plan Opt-Out Releases
----------------------------------------------------------------
Vince Sullivan of Law360 reports that on January 24 a Texas
bankruptcy judge approved The Container Store's prepackaged Chapter
11 plan, including opt-out releases for nondebtors, ruling that the
provisions comply with the Supreme Court's Purdue decision and
Fifth Circuit precedent.
About Container Store Group Inc.
Container Store Group Inc. is a company renowned for for selling
closet organizers and storage solutions.
Container Store Group Inc. sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. S.D. Tex.) on December 22, 2024. In
its petition, the Debtor reports assets and liabilities between
$100 million and $500 million.
Judge: Hon. Alfredo R Perez
Debtors' Legal Counsel is Timothy A. ("Tad") Davidson II, Esq.,
Ashley L. Harper, Esq., and Philip M. Guffy, Esq., at HUNTON
ANDREWS KURTH LLP, in Houston, Texas.
Debtors' Legal Counsel is George A. Davis, Esq., Hugh Murtagh,
Esq., Tianjiao (TJ) Li, Esq., and Jonathan J. Weichselbaum, Esq.,
at LATHAM & WATKINS LLP, in New York, and Ted A. Dillman, Esq., in
LATHAM & WATKINS LLP, in Los Angeles, California.
Debtors' Investment Banker is HOULIHAN LOKEY CAPITAL, INC.
Debtors' Claims, Noticing & Solicitation Agent is VERITA GLOBAL
(Previously KURTZMAN CARSON CONSULTANTS LLC).
CONTAINER STORE: Gets Bankruptcy Exit Approval by Take-Private Deal
-------------------------------------------------------------------
Jonathan Randles of Bloomberg News reports the Container Store has
been granted court approval to exit bankruptcy slightly more than a
month after filing for Chapter 11. The lender-supported
restructuring plan will reduce debt and inject fresh capital to
help the retailer recover from the post-pandemic sales decline.
On January 25, 2025, Texas Judge Alfredo Perez approved the plan,
which will privatize the company by converting lender debt into
equity. The restructuring eliminates approximately $88 million in
long-term debt and provides $40 million in new funding, according
to court records.
About Container Store Group Inc.
Container Store Group Inc. is a company renowned for for selling
closet organizers and storage solutions.
Container Store Group Inc. sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. S.D. Tex.) on December 22, 2024. In
its petition, the Debtor reports assets and liabilities between
$100 million and $500 million.
Judge: Hon. Alfredo R Perez
Debtors' Legal Counsel is Timothy A. ("Tad") Davidson II, Esq.,
Ashley L. Harper, Esq., and Philip M. Guffy, Esq., at HUNTON
ANDREWS KURTH LLP, in Houston, Texas.
Debtors' Legal Counsel is George A. Davis, Esq., Hugh Murtagh,
Esq., Tianjiao (TJ) Li, Esq., and Jonathan J. Weichselbaum, Esq.,
at LATHAM & WATKINS LLP, in New York, and Ted A. Dillman, Esq., in
LATHAM & WATKINS LLP, in Los Angeles, California.
Debtors' Investment Banker is HOULIHAN LOKEY CAPITAL, INC.
Debtors' Claims, Noticing & Solicitation Agent is VERITA GLOBAL
(Previously KURTZMAN CARSON CONSULTANTS LLC).
CORBETT BUILDINGS: Seeks Chapter 11 Bankruptcy Protection in N.Y.
-----------------------------------------------------------------
On January 24, 2025, Corbett Buildings and Holdings LLC filed
Chapter 11 protection in the U.S. Bankruptcy Court for
the Southern District of New York.
According to court filing, the Debtor reports between $500,000 and
$1 million in debt owed to 1 and 49 creditors. The petition states
funds will be available to unsecured creditors.
About Corbett Buildings and Holdings LLC
Corbett Buildings and Holdings LLC operates as a single-asset real
estate company based in Montgomery, NY, focusing on a partially
constructed single-family residence in a historic district.
Corbett Buildings and Holdings LLC sought relief under Chapter 11
of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 25-35073) on
January 24, 2025. In its petition, the Debtor reports estimated
assets between $100,000 and $500,000 and estimated liabilities
between $500,000 and $1 million.
The Debtor is represented by:
Michelle L. Trier, Esq.
Genova, Malin & Trier, LLP
1136 Route 9
Wappingers Falls, NY 12590
Phone: 845-298-1600
Fax: 845-298-1265
COVERED BRIDGE: Gets Green Light to Use Cash Collateral
-------------------------------------------------------
Covered Bridge Newton, LLC and Covered Bridge Newton I, LLC got the
green light from the U.S. Bankruptcy Court for the District of
Connecticut, Bridgeport Division to use cash collateral.
The order signed by Judge Julie Manning approved the use of cash
collateral to pay operating expenses from Dec. 27, 2024 to Feb. 28,
2025, in accordance with the company's projected budget.
Secured creditors, including UC Covered Bridge MF Holder, LLC and
the U.S. Small Business Administration were granted a replacement
lien on all post-petition assets to the same extent, validity,
perfection, and enforceability as their pre-bankruptcy liens.
As additional protection, UC Covered will receive a monthly payment
of $25,000.
The secured creditors will also be granted superpriority claims
senior to all other administrative expense claims, subject to the
carve-out.
The next hearing is scheduled for Feb. 25.
About Covered Bridge Newtown
Covered Bridge Newtown, LLC is the entity responsible for
construction of the buildings at the Rental Complex. The first
buildings were completed in 2018. After construction on a parcel is
completed, CBN deeds the buildings to CBN I by way of quit claim
deed, after which CBN I is the landlord to its tenants. CBN I has a
full-time, on-site property manager attending to the needs of
tenants and managing the Rental Complex.
Covered Bridge Newtown LLC and Covered Bridge Newtown I, LLC sought
relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Ct.
Lead Case No. 24-50833) on December 8, 2024. In the petitions filed
by Anthony O. Lucera, member, each Debtor reported estimated assets
and liabilities between $50 million and $100 million.
Judge Julie A. Manning handles the cases.
The Debtors are represented by:
Joanna M. Kornafel, Esq.
Green & Sklarz, LLC
Tel: 203-285-8645
Email: jkornafel@gs-lawfirm.com
Jeffrey M. Sklarz
Green & Sklarz LLC
Tel: 203-285-8545
Email: jsklarz@gs-lawfirm.com
CRUCIBLE INDUSTRIES: Committee Hires Bernstein as Legal Counsel
---------------------------------------------------------------
The official committee of unsecured creditors of Crucible
Industries, LLC seeks approval from the U.S. Bankruptcy Court for
the Northern District of New York to employ Bernstein-Burkley, P.C.
as counsel.
The firm will provide the Committee legal advice and will generally
handle the day-to-day aspects of Committee Representation and most
of the issues in the bankrputcy case, including, but not limited to
the Debtor's post-petition financing, the sale asset purchase
agreement and the insider investigation.
The firm's hourly rates are:
Attorneys $260 to $445 per hour
Paralegals $155 to $200 per hour
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Kirk B. Burkley, Esq., an attorney at Bernstein-Burkley, 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:
Kirk B. Burkley, Esq.
Bernstein-Burkley, P.C.
601 Grant Street 9th Floor
Pittsburgh, PA 15219
Tel: (412) 456-8100
E-mail: kburkley@bersteinlaw.com
About Crucible Industries, LLC
Crucible Industries, LLC is a New York-based company that
manufactures and exports steel products.
Crucible Industries filed Chapter 11 petition (Bankr. N.D.N.Y. Case
No. 24-31059) on December 12, 2024. In its petition, the Debtor
reported $10 million to $50 million in both assets and
Liabilities.
Judge Wendy A. Kinsella oversees the case.
Charles J. Sullivan, Esq., at of Bond, Schoeneck & King, PLLC is
the Debtor's legal counsel.
DEL MONTE: $725MM Bank Debt Trades at 39% Discount
--------------------------------------------------
Participations in a syndicated loan under which Del Monte Foods Inc
is a borrower were trading in the secondary market around 61.3
cents-on-the-dollar during the week ended Friday, January 24, 2025,
according to Bloomberg's Evaluated Pricing service data.
The $725 million Term loan facility is scheduled to mature on May
16, 2029. About $100.7 million of the loan has been drawn and
outstanding.
DEL MONTE FOODS, INC. manufactures and distributes packaged food
products. The Company provides canned fruits and vegetables, as
well as a wide range of snacks. Del Monte Foods serves customers
worldwide.
DIGITAL ALLY: To Resell 808K Shares Via Selling Stockholders
------------------------------------------------------------
Digital Ally, Inc. filed a prospectus on Form S-1/A relating to the
offer and resale by the selling stockholders -- Sabby Volatility
Warrant Master Fund, Ltd., L1 Capital Global Opportunities Master
Fund, Anson East Master Fund LP, Anson Investments Master Fund LP
-- of up to an aggregate of 808,377 shares, of common stock, par
value $0.001 per share, issued pursuant to that certain Securities
Purchase Agreement, dated November 6, 2024, by and between the
Company and the Selling Stockholders.
The Shares will be resold from time to time by the Selling
Stockholders.
The Selling Stockholders, or their respective transferees,
pledgees, donees or other successors-in-interest, will sell the
Shares through public or private transactions at prevailing market
prices, at prices related to prevailing market prices or at
privately negotiated prices. The Selling Stockholders may sell any,
all or none of the Shares offered by this prospectus, and the
Company does not know when or in what amount the Selling
Stockholders may sell their Shares hereunder following the
effective date of this registration statement.
Digital Ally is registering the Shares on behalf of the Selling
Stockholders, to be offered and sold by them from time to time and
will not receive any proceeds from the sale of the Shares by the
Selling Stockholders. The Company have agreed to bear all of the
expenses incurred in connection with the registration of the
Shares. The Selling Stockholders will pay or assume discounts,
commissions, fees of underwriters, selling brokers or dealer
managers and similar expenses, if any, incurred for the sale of the
Shares.
Digital Ally's common stock is currently listed on the Nasdaq
Capital Market under the symbol "DGLY." On January 15, 2025, the
last reported sale price of common stock was $0.4230 per share.
A full-text copy of the prospectus is available at:
https://tinyurl.com/6yptskak
About Digital Ally
Headquartered in Lenexa, KS, the business of Digital Ally (NASDAQ:
DGLY) through its subsidiaries, is divided into three reportable
operating segments: 1) the Video Solutions Segment, 2) the Revenue
Cycle Management Segment and 3) the Entertainment Segment. The
Video Solutions Segment is the Company's legacy business that
produces digital video imaging, storage products, disinfectant and
related safety products for use in law enforcement, security and
commercial applications. This segment includes both service and
product revenues through its subscription models offering cloud and
warranty solutions, and hardware sales for video and health safety
solutions. The Revenue Cycle Management Segment provides working
capital and back-office services to a variety of healthcare
organizations throughout the country, as a monthly service fee. The
Entertainment Segment acts as an intermediary between ticket buyers
and sellers within the Company's secondary ticketing platform,
ticketsmarter.com, and the Company also acquires tickets from
primary sellers to then sell through various platforms. For
additional news and information please visit www.digitalally.com
New York, NY-based RBSM LLP, the Company's auditor since 2019,
issued a "going concern" qualification in its report dated April 1,
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.
As of September 30, 2024, Digital Ally had $32,263,169 in total
assets, $34,711,479 in total liabilities, and $2,448,310 in total
stockholders' deficit.
DITECH HOLDING: $22,389.55 Davis Claim Disallowed
-------------------------------------------------
The Honorable James L. Garrity, Jr. of the United States Bankruptcy
Court for the Southern District of New York entered a Memorandum
Decision and Order sustaining the objection of the Plan
Administrator and the Consumer Claims Trustee in the bankruptcy
case of Ditech Holding Corporation with respect to the proof claim
filed by Patrick A. Davis. The Court disallows and expunges the
claim.
Patrick A. Davis is acting pro se herein. He timely filed Proof of
Claim No. 21234 as a secured claim in the amount of $22,389.55
against Green Tree Servicing Corp. The Plan Administrator and the
Consumer Claims Trustee jointly filed their Fifty-Fourth Omnibus
Objection seeking to disallow proofs of claim, including the
Claim, that do not provide sufficient information or documentation
to substantiate liability on the part of the Debtors.
The Plan Administrator and Consumer Claims Trustee ask the Court to
disallow the Claim on the grounds of res judicata based on the
dismissal with prejudice of the Claimant's Civil Action in the
Louisiana District Court alleging the same claims against Green
Tree that underlie the Claim. They also assert that those claims
fail to state claims for relief against Green Tree. Alternatively,
they ask the Court to re-classify the Claim as an unsecured
Consumer Creditor Claim if it does not disallow the Claim.
On or around Sept. 9, 2002, Claimant executed a building contract
and promissory note in favor of Jim Walter Homes, Inc. to finance
the construction of a residence on certain property known as Lot
10, Block 22, Ingleside Subdivision, Shreveport, Louisiana. The
Note was secured by an Act of Mortgage on the Property. The
Mortgage was recorded in Caddo Parish, Shreveport, Louisiana on
Dec. 20, 2002.
In Claimant's Official Form 410, Proof of Claim, he asserts a
secured claim against Green Tree in the amount of $22,389.55. He
states the basis of the Claim is Debtor quitclaimed to another
without notice. Claimant contends the Claim is fully secured by a
lien on real estate. He also contends that the Claim is based on a
lease and the amount necessary to cure any default as of the date
of the petition is $17,830.66.
Claimant purports to assert claims under the SCRA and Article 3476.
He contends that, pursuant to the SCRA, he is entitled to recover
the total amount of all installment payments that he made toward
the Property. He purports to reassert his rights under the SCRA to
apply for benefits against the premature attempt to foreclose on
the Property in 2006.
Claimant does not allege sufficient facts to state a claim for
relief under sections 3952 and 3953 of the SCRA. He has also failed
to allege sufficient facts to state a claim for prescription under
Article 3476, and there is no other basis for relief it could
support.
The Court concludes the Claim fails to state a claim to relief
against Green Tree.
The Court does not consider the Plan Administrator's and Consumer
Claims Trustee's alternative requests for relief.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=SV5Ee6 from PacerMonitor.com.
About Ditech Holding Corporation
Fort Washington, Pennsylvania-based Ditech Holding Corporation and
its subsidiaries -- http://www.ditechholding.com/-- are
independent servicer and originator of mortgage loans.
Ditech Holding and certain of its subsidiaries, including Ditech
Financial LLC and Reverse Mortgage Solutions, Inc., filed voluntary
Chapter 11 petitions (Bankr. S.D.N.Y. Lead Case No. 19 10412) on
Feb. 11, 2019, after reaching terms with lenders of a Chapter 11
plan that will reduce debt by $800 million.
The Debtors tapped Weil, Gotshal & Manges LLP as legal counsel,
Houlihan Lokey as investment banker and AlixPartners LLP as
financial advisor. Epiq Bankruptcy Solutions LLC served as claims
and noticing agent.
Kirkland & Ellis LLP and FTI Consulting Inc. served as the
consenting term lenders' legal counsel and financial advisor,
respectively.
The U.S. Trustee for Region 2 appointed an official committee of
unsecured creditors in the Debtors' cases on Feb. 27, 2019. The
creditors' committee tapped Pachulski Stang Ziehl & Jones LLP as
its legal counsel and Goldin Associates, LLC, as its financial
advisor.
On May 2, 2019, the U.S. trustee appointed an official committee of
consumer creditors. The consumers committee tapped Quinn Emanuel
Urquhart & Sullivan, LLP, as counsel and TRS Advisors LLC, as
financial advisor.
On Sept. 26, 2019, the Bankruptcy Court confirmed Ditech's Chapter
11 bankruptcy plan, which became effective four days later. A
Consumer Claims Trustee has been appointed in the case and is
represented by Richard Levin, Esq., at Jenner & Block, LLP.
DOVGAL ENTERPRISES: Counsel Awarded $27,757.69 in Fees & Costs
--------------------------------------------------------------
Judge Timothy A. Barnes of the United States Bankruptcy Court for
the Northern District of Illinois entered findings of facts and
conclusions of law in support of the order awarding to Goldstine,
Skordzki, Russian, Nemec and Hoff, Ltd., special counsel for Dovgal
Enterprises, LLC, for allowance and payment of first and final
compensation and reimbursement of expenses.
TOTAL FEES REQUESTED: $30,202.77
TOTAL FEES REDUCED: $2,548.25
TOTAL FEES ALLOWED: $27,654.52
TOTAL COSTS REQUESTED: $171.27
TOTAL COSTS REDUCED: $68.10
TOTAL COSTS ALLOWED: $103.17
TOTAL FEES AND COSTS ALLOWED: $27,757.69
(1) Lumping – TOTAL of disallowed amounts (10% of affected
entries): $1,241.00
The Court may impose a ten percent penalty on entries that appear
to be "lumping." The Court will reduce each entry marked as such
per the penalty.
(2) Improper Time Increments for Billing – TOTAL of disallowed
amounts: $1,307.25
The Court may impose a ten percent penalty for using improper time
increments for billing. This penalty will be imposed where time
increments larger than one-tenth of an hour are being used.
(3) Overhead Costs are Non-Compensable – TOTAL of disallowed
amounts: $68.10
The Court denies reimbursement for fees or expenses that are
overhead costs. Expenses which are overhead are not compensable
because they are built into the hourly rate.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=X4VfYR from PacerMonitor.com.
About Dovgal Enterprise LLC
Dovgal Enterprises, LLC is an Illinois limited liability company
engaged in the leasing and ownership of commercial real property
located at 2064 W. 167th Street, Markham, Illinois.
Dovgal Enterprises, LLC filed a petition under Chapter 11,
Subchapter V of the Bankruptcy Code (Bankr. N.D. Ill. Case No.
24-10615) on July 23, 2024, with up to $1 million in both assets
and liabilities.
Judge Timothy A. Barnes presides over the case.
Scott R. Clar, Esq., at Crane, Simon, Clar & Goodman, represents
the Debtor as legal counsel.
DUNN PAPER: $230MM Bank Debt Trades at 17% Discount
---------------------------------------------------
Participations in a syndicated loan under which Dunn Paper Inc is a
borrower were trading in the secondary market around 82.5
cents-on-the-dollar during the week ended Friday, January 24, 2025,
according to Bloomberg's Evaluated Pricing service data.
The $230 million Term loan facility is scheduled to mature on
August 26, 2022. About $207.3 million of the loan has been drawn
and outstanding.
Dunn Paper, Inc. manufactures specialty papers. The Company
produces flexible packaging, label papers, bags, gift wrap, and
food packaging products.
DUNN PAPER: $55MM Bank Debt Trades at 17% Discount
--------------------------------------------------
Participations in a syndicated loan under which Dunn Paper Inc is a
borrower were trading in the secondary market around 82.6
cents-on-the-dollar during the week ended Friday, January 24, 2025,
according to Bloomberg's Evaluated Pricing service data.
The $55 million Term loan facility is scheduled to mature on August
26, 2022. About $52.8 million of the loan has been drawn and
outstanding.
Dunn Paper, Inc. manufactures specialty papers. The Company
produces flexible packaging, label papers, bags, gift wrap, and
food packaging products.
ECO MATERIAL: S&P Affirms 'B' Issuer Credit Rating, Outlook Stable
------------------------------------------------------------------
S&P Global Ratings affirmed its 'B' issuer credit rating and stable
outlook on Utah-based Eco Material Technologies Inc., reflecting
its view that while the company's credit cushion has diminished
materially, it believes the company's earnings growth will be
sufficient to support increasing interest expense and debt to
maintain sufficient cash generation.
S&P said, "We assigned our 'B' issue-level rating and '3' recovery
rating to the proposed $800 million term loan due 2032.
"The stable outlook reflects our view that Eco Material's S&P
Global Ratings-adjusted debt to EBITDA will be approximately 6x and
operating cash flow to debt will be about 10% over the next 12
months.
"The company's continued aggressive financial policy and growth
strategy has led to diminished credit cushion. Our holistic view of
the company's financial risk considers typical private-equity
firms' short-term holding patterns and their use of leverage during
their ownership to enhance returns. For instance, a portion of the
proposed $800 million term loan is expected to fund a dividend
distribution to its equity owners. We anticipate the dividend will
contribute approximately 0.5x increase in adjusted debt to EBITDA
in 2026. Coupled with lighter than expected earnings generation in
2024, we expect leverage will be on the upper end of our 5x-6x
tolerance range.
"We forecast EBITDA margins will be maintained in the 19%-20% range
in 2025-2026. Its S&P Global Ratings-adjusted margins have remained
within our expected range in recent years despite persistent
inflation and softer-than-expected construction demand. We expect
the company will continue to maintain stable margins via cost
management and utilizing excess cash to generate earnings growth."
Eco's continued credit quality is dependent upon new project driven
earning growth to sufficiently absorb incremental costs.
Eco Material Technologies' very narrow focus on its substitute
cement products continues to constrain the rating. The company
relies on capturing market share from incumbent Portland cement
with its ecologically friendly and durable alternative products. We
expect the company will utilize additional available capital from
the term loan issuance to fund growth initiatives capturing market
share. S&P forecasts 10%-12% revenue growth in 2025 with a
combination of price improvement, cost management, and organic
expansion will be sufficient to offset declining macroeconomic
headwinds.
S&P said, "The stable outlook reflects our view that the company
will maintain S&P Global Ratings-adjusted debt to EBITDA at
approximately 6x and operating cash flow/debt of about 10% over the
next 12 months. We believe the company could produce these metrics
in light of somewhat softer demand conditions coupled with growth
initiatives and financial policy actions."
S&P may lower the rating within the next 12 months if:
-- Debt to EBITDA remains 6x or above;
-- Operating cash flow to debt fails to achieve approximately 10%;
or
-- The company continues to exercise an aggressive financial
policy such that it uses debt to finance acquisitions or pay
shareholder returns, which continues to pressure credit ratios.
Although highly unlikely, S&O could raise its rating within the
next 12 months if:
-- Debt to EBITDA improves to under 5x; and
-- S&P believes private equity owners are committed to maintaining
it at this level through all market conditions.
ELENI INTERNATIONAL: Seeks Bankruptcy Protection in New York
------------------------------------------------------------
On January 24, 2025, Eleni International Inc. filed Chapter 11
protection in the U.S. Bankruptcy Court for the Southern District
of New York.
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 Eleni International Inc.
Eleni International Inc. operating as New London Specialty
Pharmacy, is a healthcare business located in New York City.
Eleni International Inc. sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D.N.Y.Case No. 25-10108) on January 24,
2025. In its petition, the Debtor reports estimated assets and
liabilities between $1 million and $10 million each.
The Debtor is represented by:
Ralph E. Preite, Esq.
Cullen and Dykman LLP
333 Earle Ovington Boulevard, 2nd Floor
Uniondale, NY 11553
Phone: 212-380-6878
Fax: 516-357-3792
ELENI INTERNATIONAL: Voluntary Chapter 11 Case Summary
------------------------------------------------------
Debtor: Eleni International Inc.
d/b/a New London Specialty Pharmacy
246 Eighth Avenue, 2nd Floor
New York, NY 10011
Business Description: Eleni International Inc. is a healthcare
company based in New York, specializing in
retail pharmacy.
Chapter 11 Petition Date: January 23, 2025
Court: United States Bankruptcy Court
Southern District of New York
Case No.: 25-10108
Debtor's Counsel: Ralph E. Preite, Esq.
CULLEN AND DYKMAN LLP
The Omni Building
333 Earle Ovington Boulevard, 2nd Floor
Uniondale, NY 11553
Tel: 516-357-3700
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Avgerini Mouzakitis-Fazio as vice
president.
The Debtor failed to include in the petition a list of its 20
largest unsecured creditors.
A full-text copy of the petition is available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/R4OGQ4A/Eleni_International_Inc__nysbke-25-10108__0001.0.pdf?mcid=tGE4TAMA
ELETSON HOLDINGS: Judge Orders Former Owners to Comply with Ch. 11
------------------------------------------------------------------
Yun Park of Law360 Bankruptcy Authority reports that a New York
bankruptcy judge on January 24 directed former shareholders and
executives of Eletson Holdings Inc., a Greek shipping group, to
comply with the confirmed Chapter 11 plan.
The order includes assisting in updating the reorganized company's
address of record with the Liberian International Ship & Corporate
Registry, the report states.
About Eletson Holdings
Eletson Holdings Inc. is a family-owned international shipping
company, which touts itself as having a global presence with
headquarters in Piraeus, Greece as well as offices in Stamford,
Connecticut, and London.
At one time, Eletson claimed to own and operate one of the world's
largest fleets of medium and long-range product tankers and boasted
a fleet consisting of 17 double hull tankers with a combined
capacity of 1,366,497 dwt, 5 LPG/NH3 carriers with a combined
capacity of 174,730 cbm and 9 LEG carriers with capacity of 108,000
cbm.
Eletson Holdings, a Liberian company, is Eletson's ultimate parent
company and is the direct parent and owner of 100% of the equity
interests in the two other debtors, Eletson Finance (US) LLC, and
Agathonissos Finance LLC.
Eletson and its two affiliates were subject to involuntary Chapter
7 bankruptcy petitions (Bankr. S.D.N.Y. Case No. 23-10322) filed on
March 7, 2023 by creditors Pach Shemen LLC, VR Global Partners,
L.P. and Alpine Partners (BVI), L.P. The petitioning creditors are
represented by Kyle J. Ortiz, Esq., at Togut, Segal & Segal, LLP.
On Sept. 25, 2023, the Chapter 7 cases were converted to Chapter
11
cases.
The Honorable John P. Mastando, III is the case judge.
Derek J. Baker, Esq., represents the Debtors as bankruptcy
counsel.
The U.S. Trustee for Region 2 appointed an official committee of
unsecured creditors. The committee tapped Dechert, LLP as its legal
counsel.
ENDO INTERNATIONAL: Trustee Blocks Move to Transfer Coverage Suit
-----------------------------------------------------------------
Angelica Serrano-Roman of Bloomberg Law reports that the bankruptcy
litigation trustee for Endo International Plc successfully blocked
insurers' bid to transfer a coverage dispute involving opioid and
heartburn product claims to a Delaware state court.
The insurers had sought to resolve the matter with the claims trust
in Delaware Superior Court, but Judge James L. Garrity Jr. of the
US Bankruptcy Court for the Southern District of New York denied
their motion on January 22, 2025, the report states.
Judge Garrity ruled that the case could not move forward in
Delaware as it was filed without his prior consent, according to
Bloomberg Law.
About Endo International PLC
Endo International plc (OTC: ENDPQ) is a generics and branded
pharmaceutical company. It develops, manufactures, and sells
branded and generic products to customers in a wide range of
medical fields, including endocrinology, orthopedics, urology,
oncology, neurology, and other specialty areas. On the Web:
http://www.endo.com/
Endo International and certain of its subsidiaries initiated
voluntary prearranged Chapter 11 proceedings (Bankr. S.D.N.Y. Lead
Case No. 22-22549) on Aug. 16, 2022.
On May 25, 2023, Operand Pharmaceuticals Holdco II Limited and
Operand Pharmaceuticals Holdco III Limited each filed a voluntary
Chapter 11 petition also in the U.S. Bankruptcy Court for the
Southern District of New York. On May 31, 2023, Operand
Pharmaceuticals II Limited and Operand Pharmaceutical III Limited
each filed a voluntary Chapter 11 petition also in the Southern
District of New York.
The Company's cases are jointly administered before the Honorable
James L. Garrity, Jr.
Endo initiated the financial restructuring process after reaching
an agreement with a group of its senior debtholders on a
transaction that would substantially reduce outstanding debt,
address remaining opioid and other litigation-related claims, and
best position Endo for the future. This would allow the Company to
advance its ongoing business transformation from a strengthened
financial position to create compelling value for its stakeholders
over the long term.
Endo's India-based entities are not part of the Chapter 11
proceedings. The Company has filed recognition proceedings in
Canada and expects to file similar proceedings in the United
Kingdom and Australia.
The Debtors tapped Skadden, Arps, Slate, Meagher & Flom, LLP as
legal counsel; PJT Partners, LP as investment banker; and Alvarez &
Marsal North America, LLC as financial advisor. Kroll Restructuring
Administration, LLC, is the claims agent and administrative
advisor. A Website dedicated to the restructuring is at
http://www.endotomorrow.com/
Roger Frankel, the legal representative for future claimants in the
Chapter 11 cases, tapped Frankel Wyron LLP and Young Conaway
Stargatt & Taylor, LLP, as legal counsels, and Ducera Partners,
LLC, as investment banker.
ENVERIC BIOSCIENCES: To Implement 1-for-15 Reverse Stock Split
--------------------------------------------------------------
Enveric Biosciences, Inc., disclosed in a Form 8-K filed with the
Securities and Exchange Commission that it filed a Certificate of
Amendment to its Amended and Restated Certificate of Incorporation
with the Delaware Secretary of State on Jan. 17, 2025. This
amendment implements a 1-for-15 reverse stock split of the
Company's common stock, with a par value of $0.01 per share,
covering both outstanding shares and any treasury stock. The
reverse stock split will take effect at 8:00 a.m. (New York time)
on Jan. 27, 2025.
On January 17, the Company's stockholders approved an amendment to
its Certificate of Incorporation to implement a reverse stock split
of its common stock at a ratio between 1-for-10 and 1-for-100, with
the final ratio to be determined by the board of directors.
As a result of the Reverse Stock Split, every 15 shares of issued
and outstanding Common Stock will be automatically combined into
one issued and outstanding share of Common Stock, without any
change in the par value per share. No fractional shares will be
issued as a result of the Reverse Stock Split. Any fractional
shares that would otherwise have resulted from the Reverse Stock
Split will be rounded up to the next whole number. The Reverse
Stock Split will reduce the number of shares of Common Stock
outstanding from 10,388,697 shares to approximately 692,580 shares,
subject to adjustment for the rounding up of fractional shares.
The number of authorized shares of Common Stock under the
Certificate of Incorporation will remain unchanged at 100,000,000
shares.
Proportionate adjustments will be made to the per share exercise
price and the number of shares of Common Stock that may be
purchased upon exercise of outstanding stock options granted by the
Company, and the number of shares of Common Stock reserved for
future issuance under the Company's 2020 Long-Term Incentive Plan,
as amended.
The Common Stock will begin trading on a reverse stock
split-adjusted basis on The Nasdaq Capital Market on Jan. 27, 2025.
The trading symbol for the Common Stock will remain "ENVB." The
new CUSIP number for the Common Stock following the Reverse Stock
Split is 29405E 406.
About Enveric Biosciences
Enveric Biosciences (NASDAQ: ENVB) -- http://www.enveric.com/-- is
a biotechnology company dedicated to the development of novel
neuroplastogenic small-molecule therapeutics for the treatment of
depression, anxiety, and addiction disorders. Leveraging its
unique discovery and development platform, The Psybrary, the
Company has created a robust intellectual property portfolio of new
chemical entities for specific mental health indications. The
Company's lead program, the EVM201 Series, comprises next
generation synthetic prodrugs of the active metabolite, psilocin.
The Company is developing the first product from the EVM201 Series
- EB-002 – for the treatment of psychiatric disorders. The
Company is also advancing its second program, the EVM301 Series -
EB 003 - expected to offer a first-in-class, new approach to the
treatment of difficult-to-address mental health disorders, mediated
by the promotion of neuroplasticity without also inducing
hallucinations in the patient.
East Hanover, New Jersey-based Marcum LLP, the Company's auditor
since 2021, issued a "going concern" qualification in its report
dated March 25, 2024, citing that the Company has incurred
significant losses and needs to raise additional funds to meet its
obligations and sustain its operations. These conditions raise
substantial doubt about the Company's ability to continue as a
going concern.
EOS US FINCO: $534.7MM Bank Debt Trades at 55% Discount
-------------------------------------------------------
Participations in a syndicated loan under which EOS US Finco LLC is
a borrower were trading in the secondary market around 44.9
cents-on-the-dollar during the week ended Friday, January 24, 2025,
according to Bloomberg's Evaluated Pricing service data.
The $534.7 million Term loan facility is scheduled to mature on
October 9, 2029. The amount is fully drawn and outstanding.
EOS US Finco LLC is a hardware technology company based in the
United States.
EXACTECH INC: Asks Court to OK Top Execs Bonuses for Ch.11 Sale
---------------------------------------------------------------
Rick Archer of Law360 reports that on Thursday, January 23, 2025,
bankrupt medical implant manufacturer Exactech asked a Delaware
bankruptcy judge to approve up to $5 million in bonuses for its top
executives, stating their efforts are critical to advancing the
company’s sale plans.
About Exactech, Inc.
Exactech Inc. -- https://www.exac.com/ -- is a joint-replacement
implant manufacturer owned by TPG Capital.
Exactech Inc. and its affiliates sought relief under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 24-12441) on Oct.
29, 2024. In the petition filed by Donna H. Edwards, as general
counsel and senior vice president, Exactech estimated assets and
liabilities between $100 million and $500 million each.
Young Conaway Stargatt & Taylor, LLP serves as as co-counsel to the
Debtors. Riveron Management Services, LLC is the Debtors' chief
restructuring officer. Centerview Partners LLC is the investment
banker. Kroll Restructuring Administration LLC is the claims agent
and administrative advisor.
EXECUTIVE BOAT: Case Summary & Eight Unsecured Creditors
--------------------------------------------------------
Debtor: Executive Boat and RV Storage, LLC
2196 E. Champagne Place
Chandler AZ 85249
Chapter 11 Petition Date: January 24, 2025
Court: United States Bankruptcy Court
District of Arizona
Case No.: 25-00643
Judge: Hon. Brenda Moody Whinery
Debtor's Counsel: Patrick Keery, Esq.
KEERY MCCUE, PLLC
6803 E. Main Street Suite 1116
Scottsdale, AZ 85251
Tel: (480) 478-0709
Email: pfk@keerymccue.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Ethan C. Sasz as managing member.
A copy of the Debtor's list of eight unsecured creditors is
available for free on PacerMonitor at:
https://www.pacermonitor.com/view/XGI3RSA/EXECUTIVE_BOAT_AND_RV_STORAGE__azbke-25-00643__0002.0.pdf?mcid=tGE4TAMA
A full-text copy of the petition is available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/PJQNF3A/EXECUTIVE_BOAT_AND_RV_STORAGE__azbke-25-00643__0001.0.pdf?mcid=tGE4TAMA
EXECUTIVE BOAT: Seeks Chapter 11 Bankruptcy Protection in Arizona
-----------------------------------------------------------------
On January 24, 2025, Executive Boat and RV Storage LLC filed
Chapter 11 protection in the U.S. Bankruptcy Court for
the District of Arizona.
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 Executive Boat and RV Storage LLC
Executive Boat and RV Storage LLC operates a boat and recreational
vehicle storage facility.
Executive Boat and RV Storage LLC sought relief under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. D. Ariz. Case No. 25-00643) on
January 24, 2025. In its petition, the Debtor reports estimated
assets and liabilities between $1 million and $10 million each.
Honorable Bankruptcy Judge Brenda Moody handles the case.
The Debtor is represented by:
Patrick F. Keery, Esq.
KEERY MCCUE, PLLC
6803 E Main Street, Suite 1116
Scottsdale, AZ 85251
Phone: 480-478-0709
Fax: 480-478-0787
EYENOVIA INC: Expects $1-Mil. Proceeds From Warrant Exercise
------------------------------------------------------------
Eyenovia, Inc. disclosed in a Form 8-K Report filed with the U.S.
Securities and Exchange Commission that on January 16, 2025, the
Company entered into a warrant inducement offer letter with an
institutional investor pursuant to which the Company agreed to
reduce the exercise price of the Existing Warrants, and the
Investor exercised all of the repriced Existing Warrants for an
aggregate of 15,769,445 shares of common stock.
In consideration for exercising those Existing Warrants, pursuant
to the terms of the Inducement Letter, the Company agreed to issue
to the Investor a new Series A Common Stock Purchase Warrant and a
new Series B Common Stock Purchase Warrant, to purchase up to a
number of shares of common stock equal to 200% of the number of
shares of common stock issued pursuant to the exercise of the
Existing Warrants. The New Warrants are expected to be exercisable
upon receipt of approval of the Company's stockholders in
accordance with the applicable rules and regulations of The Nasdaq
Capital Market and may be exercised for five years from the initial
exercisability date at an exercise price of $0.0659 per share. Such
approval will be sought at a meeting of shareholders to be held
within 120 days of the date on which the New Warrants are issued.
Previously, on March 3, 2022, August 24, 2023 and July 1, 2024, the
Company, entered into certain securities purchase agreements with
an institutional investor, pursuant to which the Company issued and
sold warrants to purchase up to an aggregate of 15,769,445 shares
of the Company's common stock, par value $0.0001 per share, to the
Investor. The Existing Warrants will expire between 2027 and 2029
and, prior to the repricing described below, were all exercisable
at a price of $0.69 per share of common stock.
The Company expects to receive aggregate gross proceeds of
approximately $1.0 million from the exercise of the Existing
Warrants. The Existing Warrants and the shares underlying them were
registered pursuant to registration statement on Form S-3 (File No.
333-261638). The New Warrants, and any shares underlying the New
Warrants, will be issued in a private placement pursuant to Section
4(a)(2) of the Securities Act of 1933, as amended (the "Securities
Act"). The Company filed a prospectus supplement to its currently
effective shelf registration statement (File No. 333-282458) to
cover the issuance of the Warrant Shares or the resale of the
Warrant Shares, as applicable, prior to the issuance of the Warrant
Shares to the Holder.
In addition, on or before February 28, 2025, the Company will file
a registration statement on the appropriate form providing for the
resale of the New Warrant Shares and shall use commercially
reasonable efforts to cause such registration statement to become
effective within 120 days after the date of issuance of the New
Warrants. Subject to certain exceptions, including use of the
Company's "at-the-market" offering program, for a period of 30 days
following the date of issuance of the New Warrants, the Company has
agreed not to issue any shares of common stock or securities
convertible into or exercisable or exchangeable for, or that would
otherwise entitle the holder thereof to receive, the Company's
common stock. Also, from the date hereof until 90 days following
the date of issuance of the New Warrants, the Company shall be
prohibited from effecting or entering into an agreement to effect
any issuance by the Company or any of its subsidiaries of common
stock or common stock equivalents (or a combination of units
thereof) involving a defined "Variable Rate Transaction," subject
to certain exceptions.
Chardan Capital Markets LLC acted as the exclusive financial
advisor to the Company in connection with the transactions
contemplated by the Inducement Letter. The Company agreed to pay
Chardan an aggregate cash fee equal to 4.5% of the gross proceeds
received by the Company from the Inducement Offer.
About Eyenovia
New York, N.Y.-based Eyenovia, Inc. is an ophthalmic technology
company commercializing Mydcombi (tropicamide and phenylephrine HCL
ophthalmic spray) for inducing mydriasis for routine diagnostic
procedures and in conditions where short-term pupil dilation is
desired, preparing for the commercialization of clobetasol
propionate ophthalmic suspension 0.05% ("clobetasol propionate"),
for the treatment of post-operative inflammation and pain following
ocular surgery, and developing the Optejet delivery system both for
use in combination with its own drug-device therapeutic programs
and for out-licensing for use in combination with therapeutics for
additional indications. The Company's aim is to improve the
delivery of topical ophthalmic medication through the ergonomic
design of the Optejet, which facilitates ease-of-use and delivery
of a more physiologically appropriate medication volume, with the
goal to reduce side effects and improve tolerability and introduce
digital health technology to improve therapy compliance and
ultimately medical outcomes.
In its Quarterly Report for the three months ended September 30,
2024, Eyenovia reported that it had unrestricted cash and cash
equivalents of approximately $7.2 million and an accumulated
deficit of approximately $175.4 million as of September 30, 2024.
For the nine months ended September 30, 2024 and 2023, the Company
used cash in operations of approximately $24.0 million and $17.5
million, respectively. The Company does not have recurring
significant revenue and has not yet achieved profitability. The
Company expects to continue to incur cash outflows from operations
for the near future. The Company expects that it will continue to
incur significant research and development and selling, general and
administrative expenses and, as a result, it will eventually need
to generate significant product revenues to achieve profitability.
These circumstances raise substantial doubt about the Company's
ability to continue as a going concern for at least one year from
the date that the financial statements were issued.
For the years ended December 31, 2023 and 2022, Eyenovia incurred
net losses of approximately $27.3 million and $28 million,
respectively. As of September 30, 2024, Eyenovia had $22,796,091 in
total assets, $19,076,788 in total liabilities, and $3,719,303 in
total stockholders' equity.
EYENOVIA INC: Investor Exercises Repriced Warrants for 15.8M Shares
-------------------------------------------------------------------
Eyenovia, Inc., filed a Form 8-K with the Securities and Exchange
Commission, disclosing that on Jan. 16, 2025, the Company entered
into a warrant inducement offer letter with an institutional
investor to reduce the exercise price of existing warrants. The
Investor then exercised all of the repriced warrants for an
aggregate of 15,769,445 shares of the Company's common stock.
On March 3, 2022, Aug. 24, 2023 and July 1, 2024, Eyenovia entered
into certain securities purchase agreements with the Investor,
pursuant to which the Company issued and sold warrants to purchase
up to an aggregate of 15,769,445 shares of the Company's common
stock, par value $0.0001 per share, to the Investor. The Existing
Warrants will expire between 2027 and 2029 and, prior to the
repricing, were all exercisable at a price of $0.69 per share of
common stock.
In consideration for exercising those Existing Warrants, pursuant
to the terms of the Inducement Letter, the Company agreed to issue
to the Investor a new Series A Common Stock Purchase Warrant and a
new Series B Common Stock Purchase Warrant, to purchase up to a
number of shares of common stock equal to 200% of the number of
shares of common stock issued pursuant to the exercise of the
Existing Warrants. The New Warrants, which were expected to be
issued on
Jan. 17, 2025, are expected to be exercisable upon receipt of
approval of the Company's stockholders in accordance with the
applicable rules and regulations of The Nasdaq Capital Market, and
may be exercised for five years from the initial exercisability
date at an exercise price of $0.0659 per share. Such approval will
be sought at a meeting of shareholders to be held within 120 days
of the date on which the New Warrants are issued.
The Company expects to receive aggregate gross proceeds of
approximately $1.0 million from the exercise of the Existing
Warrants. The Existing Warrants and the shares underlying them
were registered pursuant to registration statement on Form S-3
(File No. 333-261638). The New Warrants, and any shares underlying
the New Warrants, will be issued in a private placement pursuant to
Section 4(a)(2) of the Securities Act of 1933, as amended. The
Company filed a prospectus supplement to its currently effective
shelf registration statement (File No. 333-282458) to cover the
issuance of the Warrant Shares or the resale of the Warrant Shares,
as applicable, prior to the issuance of the Warrant Shares to the
Holder.
In addition, on or before Feb. 28, 2025, the Company will file a
registration statement on the appropriate form providing for the
resale of the New Warrant Shares and shall use commercially
reasonable efforts to cause such registration statement to become
effective within 120 days after the date of issuance of the New
Warrants. Subject to certain exceptions, including use of the
Company's "at-the-market" offering program, for a period of 30 days
following the date of issuance of the New Warrants, the Company has
agreed not to issue any shares of common stock or securities
convertible into or exercisable or exchangeable for, or that would
otherwise entitle the holder thereof to receive, the Company's
common stock. Also, from Jan. 16, 2025, until 90 days following
the date of issuance of the New Warrants, the Company shall be
prohibited from effecting or entering into an agreement to effect
any issuance by the Company or any of its subsidiaries of common
stock or common stock equivalents (or a combination of units
thereof) involving a defined "Variable Rate Transaction," subject
to certain exceptions.
Chardan Capital Markets LLC acted as the exclusive financial
advisor to the Company in connection with the transactions
contemplated by the Inducement Letter. The Company agreed to pay
Chardan an aggregate cash fee equal to 4.5% of the gross proceeds
received by the Company from the Inducement Offer.
About Eyenovia
Headquartered in New York, NY, Eyenovia, Inc. --
http://www.eyenovia.com-- is an ophthalmic technology company
commercializing Mydcombi (tropicamide and phenylephrine HCL
ophthalmic spray) for inducing mydriasis for routine diagnostic
procedures and in conditions where short term pupil dilation is
desired, preparing for the commercialization of clobetasol
propionate ophthalmic suspension 0.05%, for the treatment of
post-operative inflammation and pain following ocular surgery, and
developing the Optejet delivery system both for use in combination
with its own drug-device therapeutic programs and for out-licensing
for use in combination with therapeutics for additional
indications. The Company's aim is to improve the delivery of
topical ophthalmic medication through the ergonomic design of the
Optejet which facilitates ease-of-use and delivery of a more
physiologically appropriate medication volume, with the goal to
reduce side effects and improve tolerability, and introduce digital
health technology to improve therapy compliance and ultimately
medical outcomes.
New York, NY-based Marcum LLP, the Company's auditor since 2017,
issued a "going concern" qualification in its report dated March
18, 2024. The report notes that the Company has incurred
significant losses and must secure additional funding to meet its
obligations and sustain its operations. These factors raise
substantial doubt regarding the Company's ability to continue as a
going concern.
FAMILY SOLUTIONS: Trustee Hires Sanderson Law Firm as Counsel
-------------------------------------------------------------
George F. Sanderson, the Trustee of Family Solutions of Ohio, Inc.,
seeks approval from the U.S. Bankruptcy Court for the Eastern
District of North Carolina to employ The Sanderson Law Firm, PLLC
as counsel.
The firm will assist in and provide legal advice with respect to
the Trustee carrying out his appointed duties in this Chapter 11
case.
The firm will be paid based upon its normal and usual hourly
billing rates. The firm will also be reimbursed for reasonable
out-of-pocket expenses incurred.
George F. Sanderson, Esq., a partner at Sanderson Law Firm, 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:
George F. Sanderson III
The Sanderson Law Firm, PLLC
P.O. BOX 6130
Raleigh, NC 27628
Tel: (984) 867-9300
Email: george@georgesandersonlaw.com
About Family Solutions of Ohio, Inc.
Family Solutions of Ohio, Inc. in Wake Forest, NC, sought relief
under Chapter 11 of the Bankruptcy Code filed its voluntary
petition for Chapter 11 protection (Bankr. E.D.N.C. Case No.
24-03043) on September 5, 2024, listing as much as $1 million to
$10 million in both assets and liabilities. John Hopkins Jr. as
vice president, signed the petition.
Judge Pamela W Mcafee oversees the case.
HENDREN, REDWINE & MALONE, PLLC serves as the Debtor's legal
counsel.
FLAME LLC: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: Flame LLC
121 49th St NW
Auburn, WA 98001
Business Description: Founded in 2019, Flame Freight is a veteran-
owned and woman-led freight company
specializing in hauling dry freight. With a
fleet of over 40 trucks and 70 trailers, the
Company utilizes advanced technology to
provide efficient, reliable services. Flame
Freight is dedicated to delivering
innovative, customized logistics solutions
that cater to the unique needs of its
customers. Its LTL and FTL truckload
services are designed to support businesses
of all sizes, ensuring tailored solutions
for each client.
Chapter 11 Petition Date: January 24, 2025
Court: United States Bankruptcy Court
Western District of Washington
Case No.: 25-10193
Judge: Hon. Christopher M Alston
Debtor's Counsel: Joy Lee Barnhart, Esq.
LAW OFFICES OF JOY LEE BARNHART
15 S. Grady Way 535
Renton WA 98057
Tel: (425) 255-5609
E-mail: joylee@joybarnhart.com
Total Assets: $1,770,001
Total Debts: $3,634,250
The petition was signed by Karandeep Pannu as CEO/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/BCTM52I/Flame_LLC__wawbke-25-10193__0001.0.pdf?mcid=tGE4TAMA
FLAME LLC: Seeks Bankruptcy Protection in Washington
----------------------------------------------------
On January 24, 2025, Flame 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 $1 million
and $10 million in debt owed to 1 and 49 creditors. The petition
states funds will be available to unsecured creditors.
About Flame LLC
Flame LLC is operating as Flame Freight, a veteran-owned and
woman-led transportation company based in Auburn, Washington. The
company operates a fleet of over 40 trucks and 70 trailers
providing freight services across the region.
Flame LLC sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. W.D. Wash. Case No. 25-10193 on January 24, 2025. In
its petition, the Debtor reports estimated assets and liabilities
between $1 million and $10 million each.
Honorable Bankruptcy Judge Christopher M. Alston handles the
case.
The Debtor is represented by:
Joy Lee Barnhart, Esq.
15 S Grady Wy Ste 535
Renton, WA 98057
Phone: 425-255-5535
FRANCHISE GROUP: Former CEO Brian Kahn Gets Subpoena from DOJ
-------------------------------------------------------------
James Nani of Bloomberg Law reports that the Justice Department's
bankruptcy division has subpoenaed Brian Kahn, the former CEO of
bankrupt brand manager Franchise Group Inc., demanding records
related to his interactions with the law firm Willkie Farr &
Gallagher LLP.
The subpoena comes as the US Trustee's office seeks to disqualify
Willkie from representing Franchise Group in its Chapter 11 case.
The Trustee claims that the firm assisted investment adviser B.
Riley Financial Inc. and Kahn in a 2023 buyout, which has become a
key point of contention for creditors in the bankruptcy, according
to Bloomberg Law.
About Franchise Group Inc.
Franchise Group, Inc., through its subsidiaries, operates
franchised and franchisable businesses including The Vitamin
Shoppe, Pet Supplies Plus, LLC, Badcock Home Furniture & More,
American Freight, Buddy's Home Furnishings and Sylvan Learning
Systems, Inc.
Franchise Group, Inc. and its affiliates filed their voluntary
petition for relief under Chapter 11 of the Bankruptcy Code (Bankr.
D. Del. Lead Case No. 24-12480) on Nov. 3, 2024, listing
$1,000,000,001 to $10 billion in both assets and liabilities. The
petitions were signed by David Orlofsky as chief restructuring
officer.
Willkie Farr & Gallagher LLP and Young Conaway Stargatt & Taylor,
LLP are serving as legal counsel, AlixPartners is serving as
financial advisor and Chief Restructuring Officer, and Ducera
Partners is serving as investment banker to the Company. Paul
Hastings LLP is serving as legal counsel and Lazard is serving as
investment banker to the first lien ad hoc group.
FRED'S INC: Wins Summary Judgment on Ordinary Course Defense
------------------------------------------------------------
In the case captioned as FI LIQUIDATING TRUST, Plaintiff, v. C.H.
ROBINSON COMPANY, INC., Defendant, Adv. Proc. No. 21-51065 (CTG)
(Bankr. D. Del.), Judge Craig T. Goldblatt of the United States
Bankruptcy Court for the District of Delaware will grant summary
judgment to the liquidating trust of Fred's Inc. on the
availability of the ordinary course defense with respect to
preferential payments C.H. Robinson.
Fred's operated a chain of a general merchandise retail stores
located in the southeastern United States. Fred's selected C.H.
Robinson as its lead logistics provider. The two parties
accordingly entered into an agreement in April 2019 under which
C.H. Robinson would provide the debtor with transportation
brokerage services. This agreement required Fred's to pay C.H.
Robinson for its services within 30 days of invoice and initially
set a credit limit of $3 million, as part of an anticipated $45
million business relationship.
As the debtor ran into financial distress, C.H. Robinson responded
by tightening the credit terms.
Fred's filed for bankruptcy on September 9, 2019. The debtor
confirmed a liquidating plan of reorganization in June of 2020
under which Anthony M. Saccullo was named the liquidating trustee
of the FI Liquidating Trust. The plan vested chapter 5 causes of
action, including preference claims, in the trust.
The trust brought this preference action against C.H. Robinson,
contending that, within the 90-day preference period Fred's made
multiple payments totaling $3,454,012.88 to C.H. Robinson. This
action seeks to avoid and recover those allegedly preferential
transfers.
The trustee acknowledged that C.H. Robinson provided new value to
the debtor, in the amount of $1,923,624.28, after the receipt of
the allegedly preferential payments, and thus was entitled to a
defense in that amount under Sec. 547(c)(4).
John Strange, a C.H. Robinson manager who oversaw C.H. Robinson's
account with the debtor, contends that it is C.H. Robinson's
standard practice to adjust a customer's credit limit in view of
the client's credit profile, including its existing financial
status and projections of future financial performance. He further
describes these practices as standard within the transportation and
logistics industry.
C.H. Robinson contends that, based on its review of its own books
and records, the payments it received from the debtor during the
preference period total only $3,125,856.14 -- which is $328,156.74
less than the trustee contends was transferred. And while the
trustee attached to its summary judgment motion the underlying
checks and bank statements that appear to demonstrate that the
debtor in fact made $3,454,012.88 in transfers to C.H. Robinson,
the parties agree that the trustee never produced those cancelled
checks or bank statements to C.H. Robinson in discovery. C.H.
Robinson also contends that it provided approximately $43,000 more
in new value than the approximately $1.92 million that the trustee
acknowledges it provided.
On Sept. 30, 2024, the Court heard argument on the trustee's motion
for summary judgment. In substance, the parties' briefs dispute
only two issues:
(1) the amount of the transfers that occurred during the
preference period and
(2) the availability of the ordinary course of business
defense.
The trustee asserted claims to avoid and recover preferential
transfers and fraudulent conveyances. These claims arise under the
Bankruptcy Code (Secs. 547, 548, and 550) and are thus within the
district court's "arising under" jurisdiction as set
out in 11 U.S.C. Sec. 1334(b).
The trustee's motion for summary judgment is brought under Rule 56
of the Federal Rules of Civil Procedure, as made applicable to this
proceeding by Federal Rule of Bankruptcy Procedure 7056.
C.H. Robinson argues that the transfers it received from Fred's
were made according to "ordinary business terms" and thus protected
by the ordinary course defense.
Judge Goldblatt concludes that the summary judgment record makes
clear that throughout the preference period C.H. Robinson was
applying credit pressure to the debtor, including threatening to
discontinue providing services if the debtor failed to make
payment. There is nothing in the record to suggest that this is the
way a vendor in the shipping and logistics industry would treat a
financially healthy customer. Based on the summary judgment record
before the Court, the trustee is thus entitled to partial summary
judgment that the ordinary course of business defense is
unavailable.
The Court will:
(a) grant partial summary judgment in favor of the trustee on
the claim that the debtor had made $3,125,856.14 in presumptively
avoidable payments during the preference period;
(b) grant partial summary judgment in favor of the trustee on
the question of the applicability of the ordinary course defense;
(c) deny the trustee's motion for partial summary judgment with
respect to the new value defense; and
(d) grant partial summary judgment in favor of the trustee on
the trustee's entitlement to prejudgment interest running at .07
percent from the filing of the complaint until the entry of
judgment.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=8X9cDn from PacerMonitor.com.
About Fred's Inc.
Since 1947, Fred's, Inc. (NASDAQ:FRED) -- http://www.fredsinc.com/
-- has been an integral part of the communities it serves
throughout the southeastern United States. Fred's mission is to
make it easy AND exciting to save money. Its unique discount value
store format offers customers a full range of value-priced everyday
items, along with terrific deals on closeout merchandise throughout
the store.
Fred's, Inc., and its subsidiaries sought Chapter 11 protection
(Bankr. D. Del. Lead Case No. 19-11984) on
Sept. 9, 2019 in Delaware. In the petitions signed by Joseph M.
Anto, CEO, the Debtors disclosed $474,774,000 in assets and
$380,167,000 in liabilities as of May 4, 2019.
The Hon. Christopher S. Sontchi oversees the cases.
The Debtors tapped Morris, Nichols, Arsht & Tunnell LLP as counsel;
Kasowitz Benson Torres LLP as general bankruptcy counsel; Akin Gump
Strauss Hauer & Feld LLP as special counsel; Epiq Bankruptcy
Solutions LLC as claims and noticing agent; and Berkeley Research
Group, LLC, as financial advisor.
GAMECHEST LLC: Seeks Bankruptcy Protection in Florida
-----------------------------------------------------
On January 23, 2025, Gamechest LLC filed Chapter 11 protection in
the U.S. Bankruptcy Court for the Middle District of Florida.
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 Gamechest LLC
Gamechest LLC is a limited liability company.
Gamechest LLC sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. M.D. Fla. Case No.: 25-00215) on January 23, 2025. In
its petition, the Debtor reports estimated assets up to $50,000 and
estimated liabilities between $1 million and $10 million.
Honorable Bankruptcy Judge Jacob A. Brown handles the case.
The Debtor is represented by:
Thomas Adam, Esq.
ADAM LAW GROUP, PA
2258 Riverside Ave
Jacksonville, FL 32204
E-mail: tadam@adamlawgroup.com
GENAPSYS INC: Asserts Paul Hastings Cannot Keep Privileged Docs
---------------------------------------------------------------
James Mills of Law360 reports that GenapSys is contesting Paul
Hastings LLP's bid to recover documents accidentally disclosed
during discovery in a legal malpractice lawsuit.
The lawsuit claims the law firm's faulty drafting of board
documents contributed to the "demise and liquidation" of the
genetic-sequencing company, the report states.
About GenapSys Inc.
GenapSys Inc. -- https://genapsys.com/ -- is a biotechnology
company that transforms the human condition by building a scalable,
affordable genomic sequencing ecosystem that will support research
and diagnostics. It is based in Redwood City, Calif.
GenapSys sought protection under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. D. Del. Case No. 22-10621) on July 11, 2022. In the
petition filed by Britton Russell, chief financial officer and
treasurer, the Debtor listed assets between $10 million and $50
million and liabilities between $50 million and $100 million.
Judge Brendan Linehan Shannon oversees the case.
The Debtor tapped Richards, Layton & Finger, PA, as bankruptcy
counsel; Willkie Farr & Gallagher LLP as special litigation and
corporate counsel; and Lazard Freres & Co. LLC as investment
banker. Kroll Restructuring Administration LLC is the Debtor's
claims and noticing agent and administrative advisor.
* * *
The Debtor sold the business for $42 million (up to $10 million in
cash plus the assumption of liabilities) to Sequencing Health, a
purchaser entity affiliated with entities, funds and/or accounts
managed or advised, directly or indirectly, by, or under common
control with, two investors holding Series D Preferred Equity
Interests in the Debtor: Farallon and Soleus Private Equity Fund
II, LP. Following the sale, what's left of the debtor Debtor
renamed itself to Redwood Liquidating Co.
GENEVA REPAIR: Court Extends Use of Cash Collateral Until March 31
------------------------------------------------------------------
Geneva Repair Shop, Inc. received interim approval from the U.S.
Bankruptcy Court for the Northern District of Illinois, Eastern
Division, to use cash collateral until March 31, marking the 12th
extension since the company's Chapter 11 filing.
The 12th interim order signed by Judge Donald Cassling approved the
use of cash collateral for the period from Jan. 17 to March 31, in
accordance with the company's projected budget, which shows total
weekly expenses of $6,800 for the interim period.
To protect the interests of secured creditors, the order stipulates
several measures, including allowing creditors to inspect the
company's books and records and requiring the company to maintain
insurance on its assets. Additionally, the company must provide
evidence of collateral upon request and ensure the proper
maintenance of its business operations.
The final hearing is set for March 25.
About Geneva Repair Shop
Geneva Repair Shop, Inc. is a family-owned business offering an
array of auto body collision services, custom paint, airbrushing
and restoration projects. The company is based in Batavia, Ill.
Geneva Repair Shop filed a petition under Chapter 11, Subchapter V
of the Bankruptcy Code (Bankr. N.D. Ill. Case No. 23-13878) on Oct.
17, 2023, with $1 million to $10 million in both assets and
liabilities. Neema Varghese of NV Consulting Services has been
appointed as Subchapter V trustee.
Judge Donald R. Cassling oversees the case.
The Debtor is represented by:
David K Welch, Esq.
Burke, Warren, Mackay & Serritella, P.C.
Tel: 312-840-7000
Email: dwelch@burkelaw.com
GLOBAL WOUND: PCO Reports No Change in Patient Care Quality
-----------------------------------------------------------
Suzanne Richards, the patient care ombudsman, filed with the U.S.
Bankruptcy Court for the Southern District of Texas her first
report regarding the quality of patient care provided by Global
Wound Care Medical Group.
During the reporting period from Nov. 4 to Dec. 31, 2024, the PCO
interviewed the leadership of Global Wound Care Medical Group. The
PCO believes this grouping of oversight tools is sufficient under
the circumstances. Staffing has remained unchanged since the filing
of the bankruptcy as reported by during the leadership interviews
and in some cases, there was an increase in staffing.
The PCO cited that there appears to be no difficulty currently
meeting payroll obligations, nor with obtaining supplies,
medications, vendor services, etc. There are no reported or
observable staffing, medical records, or quality of care issues.
Global Wound Care Medical Group and management have been
cooperative, and communication with the PCO appears to be
transparent.
The PCO did not note any issues that have resulted in a change in
the quality of the care as a result of their pending bankruptcy.
Global Wound Care Medical Group continues to provide care in the
manner consistent with that prior to the current proceeding. Global
Wound Care Medical Group appears to strive to meet the needs of its
clients.
Ms. Richards encourages Global Wound Care Medical Group to remain
vigilant with regards to patient care.
A copy of the ombudsman report is available for free at
https://urlcurt.com/u?l=1FNvQH from PacerMonitor.com.
About Global Wound Care Medical Group
Global Wound Care Medical Group sought protection under Chapter 11
of the U.S. Bankruptcy Code (Bankr. S.D. Texas Case No. 24-34908)
on Oct. 21, 2024, with $100 million to $500 million in both assets
and liabilities. Owen B. Ellington, M.D., president of Global Wound
Care Medical Group, signed the petition.
Judge Eduardo V. Rodriguez oversees the case.
Casey W. Doherty, Jr., Esq., at Dentons US, LLP serves as the
Debtor's legal counsel while Verita Global serves as notice, claims
and balloting agent.
Suzanne Richards is the patient care ombudsman appointed in the
Debtor's case.
GREATER LIGHT: Hires Portfolio Real Estate as Real Estate Broker
----------------------------------------------------------------
Greater Light Baptist Church of Sacramento seeks approval from the
U.S. Bankruptcy Court for the Eastern District of California to
employ Portfolio Real Estate as real estate broker.
The firm will market and sell the Debtor's real property located at
7245 East Southgate Drive, Sacramento CA 95823.
The firm will be paid a commission of 2 percent of the sales
price.
As disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Gary Lee
Portfolio Real Estate
9240 Laguna Springs Dr., Suite 101
Elk Grove, CA 95758
Tel: (916) 595-4279
Email: gary@portfoliore.com
About Greater Light Baptist Church of Sacramento
Greater Light Baptist Church of Sacramento is a tax-exempt
religious organization in Sacramento, Calif.
Greater Light Baptist Church filed its voluntary petition for
Chapter 11 protection (Bankr. E.D. Cal. Case No. 23-24467) on Dec.
13, 2023, listing $10 million to $50 million in assets and $1
million to $10 million in liabilities. Pastor O.J. Swanigan,
president of Greater Light Baptist Church, signed the petition.
Judge Fredrick E. Clement oversees the case.
The Law Offices of Gabriel Liberman, APC serves as the Debtor's
legal counsel.
GYPSUM RESOURCES: Amends Plan to Include Big Slick Claims Pay
-------------------------------------------------------------
Gypsum Resources Materials, LLC, and Gypsum Resources, LLC,
submitted a Disclosure Statement in connection with Fifth Amended
Joint Chapter 11 Plan dated January 17, 2025.
The Plan separates Claims against Debtors into fifteen classes and
sub-classes based on their level of priority under the Bankruptcy
Code and the legal nature of the Claims. There are also two classes
of Old Equity Interests. Administrative Claims and Priority Tax
Claims are not classified because the Bankruptcy Code requires that
they receive specific treatment.
On July 12, 2021, Debtors filed their Amended Motion for Entry of
(I) an Order (A) Approving Auction and Sale Format and Bidding
Procedures, (B) Approving Form Notice to be Provided to Interested
Parties; (C) Scheduling a Court Hearing to Consider Approval of the
Sale to the Highest or Otherwise Best Bidder; and (II) an Order
Authorizing the Sale of the Property Free and Clear of All Claims,
Liens and Encumbrances (the "Bidding Procedures Motion"), seeking
to establish bidding procedures for certain parcels of GR's
industrial and residential land in Clark County, Nevada
(collectively, the "Sale Property").
The Bankruptcy Court granted the Bidding Procedures Motion by its
Order entered on July 23, 2021. Before the scheduled Auction, the
Debtors received two offers, the best of which was an offer by Huan
Quan Mai and Qing Zhong ("Mai/Zhong") to purchase the industrial
portion of the Sale Property for $9,000,000 (the "Mai/Zhong Sale")
and simultaneously loan the Debtors a second $9,000,000 pursuant to
a separate debtor-in possession financing.
On January 3, 2022, the Bankruptcy Court entered its approving the
Mai/Zhong Sale. The Debtors used the proceeds from the Mai/Zhong
Sale to, among other things, escrow $1,000,000 towards payment of
the General Unsecured Creditors under the Plan (the "General
Unsecured Claim Escrow").
Class 4 consists of General Unsecured Claims. Each Holder of an
Allowed General Unsecured Claim shall, in full satisfaction,
settlement, release and exchange for such Allowed General Unsecured
Claim, be paid in Cash in the Allowed amount of such Claim, plus
Federal Judgment Rate Interest (from the Petition Date through the
Effective Date) on such Claim: (i) its Pro Rata share of the GUC
Effective Date Distribution on, or as soon as reasonably
practicable after, the later of (x) the Effective Date, or (y) such
date as is otherwise agreed by Debtors and the Holder of such
Claim; and (ii) payments under the GUC Note, which shall consist
of: (a) quarterly payments of Prime Rate Interest on its Pro Rata
share of the Remaining GUC Distribution; and (b) at the maturity
date of the GUC Note, its Pro Rata share of the Remaining GUC
Distribution.
The allowed unsecured claims total $7,455,873. Class 4 is Impaired
and is entitled to vote to accept or reject the Plan.
Class 5(a) consists of Big Slick Claims. The Holder of a Class 5(a)
Allowed Big Slick Claim shall, shall, in full satisfaction,
settlement, release and exchange for such Allowed Big Slick Claim,
receive title to the ALG Property. The amount of claim in this
Class total $1,259,695. Class 5(a) is Impaired and is entitled to
vote to accept or reject the Plan.
In addition, there is an aggregate of approximately $2,904,320 in
Administrative Claims, and an aggregate of approximately $373,592
in Priority Tax Claims, which are not classified, and are treated
as described in Article V, Section 5.3.
Plan Implementation
The Plan shall be implemented in all respects in a manner that is
consistent with the terms and conditions of the Operative
Documents, and the requirements of section 1123(a) and other
applicable provisions of the Bankruptcy Code.
On the Effective Date, the DIP Lender shall provide approximately
$21,000,000 of the DIP Financing to the Distribution Agent. On the
Effective Date, Harmony shall provide the Harmony Loan to the
Distribution Agent.
On the Effective Date, the Debtors shall turn over the balance of
the Confirmation Funds to the Distribution Agent for Distribution,
together with the DIP Financing and Harmony Loan provided to the
Distribution Agent under (b) and (c) above, pursuant to the Plan.
On the Effective Date, ALG shall transfer title to the ALG Property
to the Holder of the Allowed Big Slick Claim.
The Voting Deadline to submit the Ballot is February 19, 2025 at
5:00 p.m. The Bankruptcy Court has established February 19, 2025 as
the deadline to object to the Plan.
The Bankruptcy Court will hold a hearing on Confirmation of the
Plan commencing at 9:30 a.m. on February 25, 2025 at Courtroom 2,
Foley Federal Building and U.S. Courthouse, 300 Las Vegas
Boulevard, South, Las Vegas, Nevada 89101.
A full-text copy of the Disclosure Statement dated January 17, 2025
is available at https://urlcurt.com/u?l=tLh7vN from
PacerMonitor.com at no charge.
Counsel for the Debtors:
BRETT A. AXELROD, ESQ.
Nevada Bar No. 5859
FOX ROTHSCHILD LLP
1980 Festival Plaza Drive, Suite 700
Las Vegas, Nevada 89135
Telephone: (702) 262-6899
Facsimile: (702) 597 5503
Email: baxelrod@foxrothschild.com
About Gypsum Resources
Gypsum Resources Materials, LLC and its affiliate, Gypsum
Resources, LLC, are privately held companies in the gypsum mining
business.
Based in Las Vegas, Nev., the Debtors concurrently filed voluntary
petitions for relief under Chapter 11 of the Bankruptcy Code
(Bankr. D. Nev. Lead Case No. 19-14799) on July 26, 2019. The
petitions were signed by James M. Rhodes, president of Truckee
Springs Holdings, LLC, manager of Gypsum Resources, LLC.
Gypsum Resources Materials estimated $10 million to $50 million in
both assets and liabilities while Gypsum Resources, LLC estimated
$50 million to $100 million in both assets and liabilities.
Brett A. Axelrod, Esq., at Fox Rothschild LLP, represents the
Debtors as legal counsel.
The U.S. Trustee for Region 17 appointed an official committee to
represent unsecured creditors in the Chapter 11 case of Gypsum
Resources Materials, LLC. The committee is represented by Goldstein
& McClintock, LLLP.
HALL OF FAME: Fails to Meet Nasdaq Annual Meeting Requirement
-------------------------------------------------------------
Hall of Fame Resort & Entertainment Co. disclosed in a Form 8-K
Report filed with the U.S. Securities and Exchange Commission that
it received a deficiency letter from the Listing Qualifications
Department of the Nasdaq Stock Market, LLC, stating that the
Company failed to hold an annual meeting of stockholders within 12
months after its fiscal year ended December 31, 2023, as required
by Nasdaq Listing Rule 5620(a).
The Notice has no immediate impact on the listing of the Company's
common stock on Nasdaq.
Under Nasdaq Rules, the Company has 45 calendar days, or until
February 24, 2025, to submit a plan to regain compliance with the
Annual Meeting Requirement. If the Compliance Plan is accepted,
Nasdaq can provide the Company an extension of up to 180 calendar
days from the fiscal year end, or until June 30, 2025, to regain
compliance. The Company intends to submit a Compliance Plan within
the specified period. There can be no assurance that Nasdaq will
accept the Compliance Plan, and if Nasdaq does not accept the
Compliance Plan, the Company will have the opportunity to appeal
the determination to the Nasdaq hearings panel which has the
authority to grant the Company an additional extension of time of
up to 180 calendar days to regain compliance. If the Company fails
to regain compliance with these requirements or to submit an
acceptable Compliance Plan to Nasdaq within the time allotted, the
Company will be subject to delisting from the Nasdaq Capital
Market.
If the Common Stock ceases to be listed for trading on Nasdaq, the
Company would expect the Common Stock would be traded on one of the
three tiered marketplaces of the OTC Markets Group.
About Hall of Fame Resort
Hall of Fame Resort & Entertainment Co. is a resort and
entertainment company leveraging the power and popularity of
professional football and its legendary players in partnership with
the National Football Museum, Inc., doing business as the Pro
Football Hall of Fame. Headquartered in Canton, Ohio, the Company
owns the DoubleTree by Hilton located in downtown Canton and the
Hall of Fame Village, which is a multi-use sports, entertainment,
and media destination centered around the PFHOF's campus.
According to the Company, it will need to raise additional
financing to accomplish its development plan and fund its working
capital. The Company is seeking to obtain additional funding
through debt, construction lending, and equity financing. There are
no assurances that the Company will be able to raise capital on
terms acceptable to the Company or at all. Cash flows generated
from the Company's operations are insufficient to meet its current
operating costs. If the Company is unable to obtain sufficient
amounts of additional capital, it may be required to reduce the
scope of its planned development, which could harm its financial
condition and operating results, or it may not be able to continue
to fund or must significantly curtail its ongoing operations. These
conditions raise substantial doubt about the Company's ability to
continue as a going concern to meet its obligations as they come
due for the next 12 months.
As of September 30, 2024, Hall of Fame had $435,640,564 in total
assets, $341,938,767 in total liabilities, and $93,701,797 in total
equity.
HALL OF FAME: Jerome Bettis Steps Down From Board
-------------------------------------------------
Hall of Fame Resort & Entertainment Co. disclosed in a Form 8-K
Report filed with the U.S. Securities and Exchange Commission that
Jerome Bettis resigned from the Board of the Company effective
January 16, 2025.
As a Class A director, Mr. Bettis's term was set to expire at the
Company's 2024 Annual Meeting of Stockholders. Mr. Bettis did not
currently serve on any committees of the Board. Mr. Bettis
confirmed his departure was due to other professional and personal
obligations requiring significant time and attention and was not
due to any disagreement with the Company on any matter relating to
its operations, policies or practices. The Company is appreciative
of Mr. Bettis's service to the Company as a director.
About Hall of Fame Resort
Hall of Fame Resort & Entertainment Co. is a resort and
entertainment company leveraging the power and popularity of
professional football and its legendary players in partnership with
the National Football Museum, Inc., doing business as the Pro
Football Hall of Fame. Headquartered in Canton, Ohio, the Company
owns the DoubleTree by Hilton located in downtown Canton and the
Hall of Fame Village, which is a multi-use sports, entertainment,
and media destination centered around the PFHOF's campus.
According to the Company, it will need to raise additional
financing to accomplish its development plan and fund its working
capital. The Company is seeking to obtain additional funding
through debt, construction lending, and equity financing. There are
no assurances that the Company will be able to raise capital on
terms acceptable to the Company or at all. Cash flows generated
from the Company's operations are insufficient to meet its current
operating costs. If the Company is unable to obtain sufficient
amounts of additional capital, it may be required to reduce the
scope of its planned development, which could harm its financial
condition and operating results, or it may not be able to continue
to fund or must significantly curtail its ongoing operations. These
conditions raise substantial doubt about the Company's ability to
continue as a going concern to meet its obligations as they come
due for the next 12 months.
HARBORVIEW REHABILITATION: Hires Cunningham Chernicoff as Counsel
-----------------------------------------------------------------
Harborview Rehabilitation and Care Center at Landsdale, LLC seeks
approval from the U.S. Bankruptcy Court for the Eastern District of
Pennsylvania to employ Cunningham, Chernicoff & Warshawsky, P.C. as
counsel.
The firm will provide these services:
a. give the Debtor legal advice regarding its powers and
duties as Debtor-in-Possession in the continued operation of its
business and management of its property;
b. prepare and file on behalf of the Debtor, as
Debtor-in-Possession, the original Petition and Schedules, and all
necessary applications, complaints, answers, orders, reports and
other legal papers; and
c. perform all other legal services for the Debtor, as
Debtor-in-Possession, which may be necessary.
The firm will be paid at these rates:
Robert E. Chernicoff $450 per hour
Partners $400 to $450 per hour
Associate Attorneys $225 to $350 per hour
Paralegals $100 to $175 per hour
The Debtor paid the firm a retainer of $12,200.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Robert E. Chernicoff, Esq., a partner at Cunningham, Chernicoff &
Warshawsky, P.C., disclosed in a court filing that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code.
The firm can be reached at:
Robert E. Chernicoff, Esq.
Cunningham, Chernicoff & Warshawsky, P.C.
2320 North Second Street
P. O. Box 60457
Harrisburg, PA 17106-0457
Tel: (717) 238-6570
About Harborview Rehabilitation and
Care Center at Landsdale, LLC
Harborview Rehabilitation and Care Center at Landsdale, LLC in
Coopersburg, PA, sought relief under Chapter 11 of the Bankruptcy
Code filed its voluntary petition for Chapter 11 protection (Bankr.
E.D. Pa. Case No. 25-10020) on Jan. 3, 2025, listing as much as $1
million to $10 million in both assets and liabilities. Leibel
Gutman as manager of Sole Member, Harborview Holdings LLC., signed
the petition.
Judge Patricia M Mayer oversees the case.
CUNNINGHAM, CHERNICOFF & WARSHAWSKY PC serve as the Debtor's legal
counsel.
HARBORVIEW REHABILITATION: U.S. Trustee Ordered to Appoint PCO
--------------------------------------------------------------
A U.S. bankruptcy judge directed the U.S. Trustee for Region 3 to
appoint a patient care ombudsman for Harborview Rehabilitation and
Care Center at Lansdale, LLC.
Judge Patricia Mayer of the U.S. Bankruptcy Court for the Eastern
District of Pennsylvania finds that the provisions of Section
333(a)(1) of the Bankruptcy Code for appointment of a PCO apply to
the company after having filed its bankruptcy petition, indicating
that it operates a health care business.
A PCO refers to an individual appointed in healthcare bankruptcies
to ensure the safety of patients. He monitors the quality of
patient care and represents the interest of patients of the
healthcare debtor.
About Harborview Rehabilitation and Care
Harborview Rehabilitation and Care Center at Lansdale, LLC provides
short-term rehabilitation, long-term care, and respite care.
Harborview sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Pa. Case No. 25-100200) on January 3,
2025, with $1 million to $10 million in assets and liabilities.
Leibel Gutman, manager of Harborview's sole member Harborview
Holdings LLC, signed the petition.
Judge Patricia M. Mayer presides over the case.
Robert E. Chernicoff, Esq., at Cunningham, Chernicoff & Warshawsky,
PC represents the Debtor as legal counsel.
HEALTHY SPOT: Gets Interim OK to Use Cash Collateral Until Feb. 26
------------------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California
extended Healthy Spot Operating LLC's authority to use its lenders'
cash collateral until Feb. 26.
The order signed by Judge Deborah Saltzman authorized the company
to use cash collateral on an interim basis to pay the expenses
outlined in its budget on the same terms and conditions set forth
in the initial interim order issued on Dec. 13 last year.
As adequate protection for the use of their cash collateral,
lenders will have replacement liens to the same extent and with the
same validity and priority as their pre-bankruptcy liens.
A final hearing is set for Feb. 25.
About Healthy Spot Operating
Healthy Spot Operating, LLC is a pet care retail company in
Torrance, Calif., which offers dog grooming, dog daycare and
community experiences.
Healthy Spot Operating filed Chapter 11 petition (Bankr. C.D.
Calif. Case No. 24-20065) on December 10, 2024, with assets between
$10 million and $50 million and liabilities between $1 million and
$10 million. Mark Boonnark, chief executive officer of Healthy Spot
Operating, signed the petition.
Judge Deborah J. Saltzman oversees the case.
The Debtor is represented by:
David L. Neale, Esq.
Levene, Neale, Bender, Yoo & Golubchik L.L.P.
2818 La Cienega Ave.
Los Angeles, CA 90034
Tel: (310) 229-1234
Email: dln@lnbyg.com
HEARTHSIDE FOOD: Receives Approval to Proceed with Bankruptcy Exit
------------------------------------------------------------------
Steven Church of Bloomberg News reports that Hearthside Food, the
snack maker involved in a child labor scandal last 2024, has
received court approval to seek creditor approval for its plan to
reduce about $2 billion in debt and exit bankruptcy.
During a hearing in Houston on January 24, 2025, US Bankruptcy
Judge Alfredo Perez overruled an objection from the US Trustee, a
federal agency overseeing corporate bankruptcies. Perez indicated
that concerns over forcing people to waive their right to sue would
be addressed when Hearthside returns to court for a final ruling on
whether the bankruptcy-exit plan complies with legal requirements.
About Hearthside Food Solutions
Hearthside Food Solutions -- https://www.hearthsidefoods.com/-- is
a leader in modern manufacturing and produces some of the world's
most iconic foods from leading brands.
Heartside Food Solutions sought relief under Chapter 11 of the
U.S.
Bankruptcy Code (Bankr. S.D. Tex.) on November 22, 2024. In its
petition, the Debtor reports estimated assets and liabilities
between $1 million and $10 million each.
HIGH WIRE: Inks Private Placement, Equity Line Agreements
---------------------------------------------------------
High Wire Networks, Inc. disclosed in a Form 8-K Report filed with
the U.S. Securities and Exchange Commission that it entered into a
Securities Purchase Agreement with an institutional investor,
pursuant to which the Company sold to the Purchaser on January 16,
2024:
(i) a 20% Original Issue Discount Senior Secured Convertible
Debenture and
(ii) shares of Series F Preferred Stock of the Company.
The Debenture has a principal amount of approximately $1,200,000
and was sold for a purchase price of $1,000,000. The Company
intends to use the proceeds from the Offering for general working
capital and growth purposes, including listing-related expenses for
"going public" on a U.S. national securities exchange.
The Debenture has a maturity date of April 16, 2025, and does not
accrue interest. The Company, in its sole discretion, has the right
to automatically extend the Maturity Date for an additional
three-month period; provided, however, that immediately after the
expiration of the original Maturity Date, all amounts due and
payable on the Debenture shall be increased by 110% of the sum of
(a) the outstanding principal amount at the expiration of the
original Maturity Date, plus (b) accrued and unpaid interest
thereon at the expiration of the original Maturity Date, plus (c)
all other amounts, costs, expenses and liquidated damages due in
respect of the Debenture at the expiration of the original Maturity
Date.
The Debenture is convertible into shares of the Company's common
stock, par value $0.00001 per share, at a price equal to 75% of the
VWAP in the five trading days ending on the date of the delivery of
the applicable conversion notice, subject to adjustment as provided
in the Debenture and subject to a floor price of $0.01 (or $1.00,
on a reverse split adjusted basis). Subject to certain notice
provisions, the Company may prepay the Debenture at any time by
paying to the holders thereof 115% of the Face Amount of the
Debenture.
A holder will not have the right to convert any portion of the
Debenture if the holder (together with its affiliates) would
beneficially own in excess of 4.99% of the number of the Common
Stock outstanding immediately after giving effect to the
conversion, as such percentage ownership is determined in
accordance with the terms of the Debenture. However, upon notice
from the holder to the Company, the holder may increase the
Beneficial Ownership Limitation, which may not exceed 9.99% of the
number of the Common Stock outstanding immediately after giving
effect to the conversion of the Debenture.
Subject to the Beneficial Ownership Limitation:
(i) 50% of the principal balance and all unpaid accrued
interest will automatically convert into Common Stock on the date
that is 90 calendar days subsequent to the closing of a Qualified
Offering or Qualified Event and
(ii) a further 50% of the principal balance and all unpaid
accrued interest will automatically convert into Common Stock on
the date that is 120 calendar days subsequent to the closing of
such Qualified Offering or Qualified Event. The number of shares of
Common Stock issuable upon such Mandatory Conversion will equal the
quotient (rounded up to the nearest whole share) obtained by
dividing (x) the principal balance and unpaid accrued interest
being converted on the applicable Mandatory Conversion Date, by (y)
a price per share equal to the lesser of:
(i) 75% of the Qualified Event Price or the Qualified
Offering Price, and
(ii) the Conversion Price in effect on the applicable
Mandatory Conversion Date, in each case subject to the Floor
Price.
Notwithstanding the foregoing, a holder may elect to have up to 25%
of the outstanding principal balance and all unpaid accrued
interest paid in cash prior to the date of the initial Mandatory
Conversion upon 10 days' written notice of such election to the
Company.
Upon an Event of Default, a holder shall be able to immediately
convert their Debenture at the lower of:
(i) 50% of the Valuation Cap Price and
(ii) 65% of the lowest daily VWAP of the Common Stock during
the 10 days immediately prior to the date of such Event of
Default.
Pursuant to the SPA, the Company issued to the Purchaser a number
of Preferred Shares equal to 90% of the Purchaser's principal
amount of the Debenture. As further described under Item 5.03 of
this Current Report on Form 8-K, the Company filed the COD with the
Secretary of State of the State of Nevada.
Pursuant to the SPA, the Company also agreed to file a registration
statement covering the resale of:
(i) the shares of Common Stock issuable upon conversion of the
Debenture and
(ii) the shares of Common Stock issuable upon conversion of the
Preferred Shares, at the same time as the Qualified Financing, but
in no event later than 45 calendar days after the closing date of
the Offering and shall use commercially reasonable efforts to cause
the Registration Statement to be declared effective within 90
calendar days after the Filing Date.
The SPA contains customary representations, warranties and
indemnification provisions. The Debenture is secured by a senior
security interest in all assets of the Company and its subsidiaries
pursuant to a Security Agreement, dated as of January 13, 2025, by
and among the Company, the Company's subsidiaries, the Purchaser
and the agent for the Purchaser. The Company's subsidiaries each
guaranteed the Company's obligations under the Debenture pursuant
to a Guaranty, dated as of January 13, 2025.
Equity Line of Credit
On January 13, 2025, the Company entered into an ELOC Purchase
Agreement with a purchaser, whereby the Company has the right, but
not the obligation, to sell to the ELOC Purchaser, and the ELOC
Purchaser is obligated to purchase, up to an aggregate of $10
million of newly issued shares of Common Stock.
The Company does not have a right to commence any sales of Common
Stock to the ELOC Purchaser under the ELOC Purchase Agreement until
the date of the Qualified Event or the Qualified Offering. Over the
36-month period from and after the Commencement Date, the Company
will control the timing and amount of any sales of Common Stock to
the ELOC Purchaser. Actual sales of shares of Common Stock to the
ELOC Purchaser under the ELOC Purchase Agreement will depend on a
variety of factors to be determined by the Company from time to
time, including, among others, market conditions, the trading price
of the Common Stock and determinations by us as to the appropriate
sources of funding for our company and our operations.
The purchase price of the shares of Common Stock that the Company
elects to sell to the ELOC Purchaser pursuant to the ELOC Purchase
Agreement will be equal to 97% of the lowest intraday sale price of
the common stock on the Company's current trading market on the
applicable purchase date. There is no upper limit on the price per
share that the ELOC Purchaser could be obligated to pay for the
Common Stock under the ELOC Purchase Agreement.
In no event may the Company issue to the ELOC Purchaser under the
ELOC Purchase Agreement a number of shares of Common Stock that
would exceed 19.99% of the total number of shares of Common Stock
issued and outstanding immediately prior to the execution of the
ELOC Purchase Agreement, unless the Company obtains stockholder
approval to issue shares of Common Stock in excess of the Exchange
Cap. The Purchase Agreement prohibits the Company from directing
the ELOC Purchaser to purchase any shares of the Company's Common
Stock if those shares, when aggregated with all other shares of its
Common Stock then beneficially owned by the ELOC Purchaser (as
calculated pursuant to Section 13(d) of the Securities Exchange Act
of 1934, as amended, and Rule 13d-3 thereunder), would result in
the ELOC Purchaser beneficially owning more than 9.99% of the
outstanding Common Stock.
As consideration for the ELOC Purchaser's irrevocable commitment to
purchase shares of Common Stock upon the terms of and subject to
satisfaction of the conditions set forth in the ELOC Purchase
Agreement, concurrently with the execution and delivery of the ELOC
Purchase Agreement, the Company agreed to issue to the ELOC
Purchaser 8,571,429 shares of Common Stock.
In addition, pursuant to the ELOC Purchase Agreement, the Company
also agreed to file a registration statement registering the resale
of the Commitment Shares and the maximum number of ELOC Shares as
shall be permitted be applicable law within 30 days following the
Qualified Offering or Qualified Event.
Placement Agent Agreement
Joseph Gunnar & Co., LLC is acting as the exclusive placement agent
in connection with the Offering pursuant to a Placement Agent
Agreement, dated as of January 13, 2025, between the Company and
the Placement Agent. Pursuant to the Placement Agent Agreement, the
Placement Agent will be paid a commission equal to 8% of the gross
proceeds received by the Company from the sale of the Debenture and
the Preferred Shares and a cash fee equal to 7% of the gross
funding amount for each drawdown under the ELOC Purchase Agreement.
The Company will reimburse the Placement Agent $25,000 for certain
fees and expenses incurred by them, including attorney's fees.
Pursuant to the Placement Agent Agreement, the Company granted to
the Placement Agent non-redeemable warrants exercisable for a
number of shares of Common Stock equal to 8% of the total number of
shares of Common Stock into which the Debenture and Preferred
Shares sold in the Offering could be converted by the Purchaser, if
the Purchaser converted 100% of the principal balance of the
Debenture and 100% of the stated value of the Preferred Shares into
Common Stock. The Placement Warrants shall be exercisable, at any
time, in whole or in part, during the five-year period commencing
six months after the closing date of the Offering. The Placement
Warrants will be exercisable at a price per share equal to 100% of
the Conversion Price then in effect. The Placement Warrants may be
exercised in whole or in part at an initial exercise price of
$0.0299 per Placement Warrant, and provide for registration rights
and customary anti-dilution provisions.
Subordination Agreement
In connection with the Offering, the Company entered into a
subordination agreement with the Senior Lenders, pursuant to which
the Senior Lenders agreed to subordinate its right of repayment of
its outstanding 18% Senior Secured Convertible Debenture to the
Purchaser, subject to customary exceptions.
About High Wire
High Wire Network, Inc., incorporated on Jan. 20, 2017, is a global
provider of managed cybersecurity, managed networks, and
tech-enabled professional services delivered exclusively through a
channel sales model. The Company's Overwatch managed security
platform-as-a-service offers organizations end-to-end protection
for networks, data, endpoints, and users via multiyear recurring
revenue contracts in this fast-growing technology segment. HWN has
continuously operated under the High Wire Networks brand for 23
years.
Draper, Utah-based Sadler, Gibb & Associates, LLC, the Company's
auditor since 2014, issued a "going concern" qualification in its
report dated April 19, 2024, citing that the Company has incurred
losses since inception, has negative cash flows from operations,
and has negative working capital, which creates substantial doubt
about its ability to continue as a going concern.
High Wire Networks reported a net loss attributable to the
Company's common shareholders of $14.48 million for the year ended
Dec. 31, 2023, compared to a net loss attributable to the company's
shareholders of $19.04 million for the year ended Dec. 31, 2022. As
of March 31, 2024, the Company had $12.95 million in total assets,
$15.92 million in total liabilities, and a total stockholders'
deficit of $2.97 million.
HIGH WIRE: Issues Certificate for Series F Preferred Shares
-----------------------------------------------------------
High Wire Networks, Inc. disclosed in a Form 8-K Report filed with
the U.S. Securities and Exchange Commission that the Company filed
a Certificate of Designation of Preferences, Rights and Limitations
of Series F Preferred Stock of the Company with the Secretary of
State of the State of Nevada on January 13, 2025. The Preferred
Shares have a stated value per share of $10,000. The Company is
authorized to issue 120 Preferred Shares.
The Preferred Shares are convertible, at the option of the holder
thereof, at any time, into that number of shares of Common Stock
(subject to any beneficial ownership limitation) determined by
dividing the stated value of such Preferred Share by a price per
share equal to the lower of:
(i) the closing price of the Common Stock on the trading day
immediately preceding the initial issuance of the Debenture and
(ii) the Valuation Cap Price.
Holders of the Preferred Shares are not entitled to receive
dividends.
Holders of the Preferred Shares shall have the same voting rights
as the holders of the Common Stock, and the Preferred Shares shall
vote equally with the shares of Common Stock, and not as a separate
class, at any annual or special meeting, upon the following basis:
the Purchaser shall be entitled to cast such number of votes as
shall be equal to the aggregate number of shares of Common Stock
into which such holder's shares of Preferred Shares are convertible
immediately after the close of business on the record date fixed
for such meeting.
About High Wire
High Wire Network, Inc., incorporated on Jan. 20, 2017, is a global
provider of managed cybersecurity, managed networks, and
tech-enabled professional services delivered exclusively through a
channel sales model. The Company's Overwatch managed security
platform-as-a-service offers organizations end-to-end protection
for networks, data, endpoints, and users via multiyear recurring
revenue contracts in this fast-growing technology segment. HWN has
continuously operated under the High Wire Networks brand for 23
years.
Draper, Utah-based Sadler, Gibb & Associates, LLC, the Company's
auditor since 2014, issued a "going concern" qualification in its
report dated April 19, 2024, citing that the Company has incurred
losses since inception, has negative cash flows from operations,
and has negative working capital, which creates substantial doubt
about its ability to continue as a going concern.
High Wire Networks reported a net loss attributable to the
Company's common shareholders of $14.48 million for the year ended
Dec. 31, 2023, compared to a net loss attributable to the company's
shareholders of $19.04 million for the year ended Dec. 31, 2022. As
of March 31, 2024, the Company had $12.95 million in total assets,
$15.92 million in total liabilities, and a total stockholders'
deficit of $2.97 million.
HIGHLAND CAPITAL: DAF Loses Bid to Remand Alvarez & Marsal Case
---------------------------------------------------------------
Judge Stacey G. Jernigan of the United States Bankruptcy Court for
the Northern District of Texas denied Charitable DAF Fund, L.P.'s
motion to remand the adversary proceeding captioned as CHARITABLE
DAF FUND, L.P., Plaintiff, v. ALVAREZ & MARSAL CRF MANAGEMENT, LLC,
Defendant, Case No. 24-03073-sgj (Bankr. N.D. Tex.) back to the
116th Judicial District Court of Dallas County.
Plaintiff is Charitable DAF Fund, L.P., an organization founded by,
advised by, and believed to be controlled by James Dondero -- the
founder and former Chief Executive Officer of Highland. It has been
represented often during the Highland bankruptcy case that DAF is
but one of the approximately 2,000 entities in the Highland
umbrella of companies that did not file bankruptcy along with
Highland. DAF is not a section 501(c)(3) non-profit entity but,
rather, is an exempted company incorporated in the Cayman Islands.
The Defendant, which removed the Action to the bankruptcy court and
now opposes remand, is Alvarez & Marsal CRF Management, LLC a
financial advisory firm -- a firm wholly unrelated to the Highland
complex of companies. Alvarez & Marsal became entangled with
Highland prepetition when Alvarez & Marsal became the
successor-investment manager for four funds that were formerly
managed by Highland. The Crusader Funds went into liquidation mode,
after the investors in those funds became crossways with Highland
and terminated Highland as the investment manager of the Crusader
Funds. That's when Alvarez & Marsal stepped in as investment
manager.
DAF alleges that it was an investor in one of the Crusader Funds.
In its original and first amended petition filed in the Action, DAF
argued that Alvarez & Marsal, in its role as successor-investment
manager, wrongly withheld certain distributions to DAF in 2021.
With regard to the withheld distributions, Alvarez & Marsal has
taken the position that it was simply relying upon a provision in a
prepetition arbitration award from May 2019, entered against
Highland, that had directed that DAF's investment interest be
extinguished as wrongfully acquired.
Later, in its Second Amended Petition, the Action morphed to add
theories that Alvarez & Marsal also "abdicated its
responsibilities" as investment manager by:
(i) not opposing the bankruptcy court-approved settlement
agreement in October 2020 that set the amount of the Crusader
Fund's allowed claim in the Highland bankruptcy case; and
(ii) permitting or participating in the Crusader Funds' sale of
their allowed unsecured claims against Highland to third party
claims buyers post-petition.
Plaintiff's Motion to Remand
The Defendant alleges that the Action is at least "related to" the
Chapter 11 bankruptcy case of In re Highland Capital Management,
L.P. The Plaintiff, which seeks remand, disagrees.
The Plaintiff also argues that the Defendant did not timely file
its notice of removal and that the principles of abstention under
28 U.S.C Secs. 1334(c) and 1452 apply in this case.
The Bankruptcy Court has determined that the Motion to Remand
should be denied. According to the Bankruptcy Court, in the
interest of judicial economy and efficiency, equitable factors
weigh in favor of denying the Motion to Remand.
The Bankruptcy Court concludes that:
(1) the Action is "related to" the Highland bankruptcy case, and
therefore the federal courts have bankruptcy subject matter
jurisdiction over the Action,
(2) Alvarez & Marsal's Notice of Removal was timely filed, and
(3) the principles of mandatory and permissive abstention (or
equitable remand) under 28 U.S.C secs. 1334(c) and 1452 do not
require remand of this Action.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=vXi5Ct from PacerMonitor.com.
About Highland Capital Management
Highland Capital Management, LP was founded by James Dondero and
Mark Okada in Dallas in 1993. Highland Capital is the world's
largest non-bank buyer of leveraged loans in 2007. It also manages
collateralized loan obligations. In March 2007, it raised $1
billion to buy distressed loans. Collateralized loan obligations
are created by bundling together loans and repackaging them into
new securities.
Highland Capital Management sought Chapter 11 protection (Bank. D.
Del. Case No. 19-12239) on Oct. 16, 2019. On Dec. 4, 2019, the case
was transferred to the U.S. Bankruptcy Court for the Northern
District of Texas and was assigned a new case number (Bank. N.D.
Tex. Case No. 19-34054). Judge Stacey G. Jernigan is the case
judge.
At the time of the filing, Highland had between $100 million and
$500 million in both assets and liabilities.
The Debtor tapped Pachulski Stang Ziehl & Jones LLP as bankruptcy
counsel, Foley & Lardner LLP as special Texas counsel, and Teneo
Capital, LLC as litigation advisor. Kurtzman Carson Consultants,
LLC, is the claims and noticing agent.
The U.S. Trustee for Region 6 appointed a committee of unsecured
creditors on Oct. 29, 2019. The committee tapped Sidley Austin LLP
and Young Conaway Stargatt & Taylor LLP as bankruptcy counsel, and
FTI Consulting, Inc. as financial advisor.
HILMORE LLC: Sec. 341(a) Meeting of Creditors on February 18
------------------------------------------------------------
On January 22, 2025, Hilmore 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.
A meeting of creditors under Section 341(a) meeting to be held on
February 18, 2025 at 12:00 PM at UST-LA3, TELEPHONIC MEETING.
CONFERENCE LINE:1-866-811-2961, PARTICIPANT CODE:9609127.
About Hilmore LLC
Hilmore LLC is a single asset real estate debtor, as defined in 11
U.S.C. Section 101(51B).
Hilmore LLC sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. C.D. Cal. Case No.: 25-10481) on January 22, 2025. In
its petition, the Debtor reports estimated assets and liabilities
between $1 million and $10 million each.
The Debtor is represented by:
Raymond H. Aver, Esq.
LAW OFFICES OF RAYMOND H. AVER, A PROFESSIONAL CORPORATION
11849 West Olympic Boulevard, Suite 204
Los Angeles, CA 90064
Tel: (310) 571-3511
Email: ray@averlaw.com
HOME BUILDING: Counsel's Request for $24,979 in Fees Denied
-----------------------------------------------------------
Judge Robert E. Grossman of the United States Bankruptcy Court for
the Eastern District of New York denied the application of the Law
Office of Ronald D. Weiss, P.C., as counsel to Home Building
Corporation, for compensation for professional services rendered in
the chapter 11 case.
The Weiss Firm seeks $24,979 for services rendered from June 10,
2024 through Oct. 24, 2024, and reimbursement of $2,400 in
expenses. The application is opposed by the Office of the United
States trustee.
The UST objects to the Fee Application on several grounds:
(a) there is an imbalance between the fees charged and the
benefit to the estate;
(b) the timesheets contain numerical discrepancies that cause
them to be unreliable;
(c) the expenses sought are undocumented; and
(d) counsel did not, during the four and a half months that this
case was pending, formulate, or take significant steps towards, an
exit strategy for this case.
The Weiss Firm argues that it is entitled to compensation for its
work in this case because, although the case was dismissed after
four and a half months, the case did benefit the Debtor and the
estate, and the Weiss Firm aided the Debtor in complying with its
duties under the Code such as by filing schedules and monthly
operating reports, attending the requisite meetings conducted by
the UST and all Court hearings, and by ensuring the Debtor opened a
debtor-in-possession bank account.
The Court finds that the Weiss Firm's services in this case were
not reasonably likely to benefit the Debtor's estate and for that
reason will deny any compensation for services rendered.
The UST moved to dismiss or convert this case to chapter 7. The
Debtor opposed the Motion to Dismiss arguing that it had complied
with all of its statutory obligations as a chapter 11 debtor in
possession and had obtained third-party financing to pay off the
Secured Creditor, or, alternatively planned to sell the Property.
However, the Debtor reiterated its intention, while in chapter 11,
to return to state court to challenge the foreclosure judgment
calculations.
The Court held an adjourned status conference and hearing on the
Motion to Dismiss on Oct. 21, 2024. At that time, the Debtor
reiterated its intention to return to state court to attack the
foreclosure judgment amount. The Secured Creditor reiterated its
position that the $250,000 payment was in fact credited to the
Debtor's account and showed Debtor's Counsel its proof of claim
(No. 1), filed in this case on Sept. 24, 2024, which shows exactly
how the payment was applied. When Secured Creditor's counsel
presented the proof of claim to Debtor's Counsel in the courtroom,
Debtor's Counsel had no response and just shrugged his shoulders.
It became clear to the Court that the Weiss Firm never even looked
at documents showing the very argument the Debtor was attempting to
make, which was the very foundation for this chapter 11 filing, was
without merit. The Court, having received no explanation from the
Weiss Firm except an acknowledgement that the case was over,
granted the Motion to Dismiss and directed the UST to submit a
proposed order.
On Oct. 24, 2024, the Court entered an order directing the Debtor
to file all outstanding Monthly Operating Reports and pay all
outstanding UST quarterly fees within ten days of the order. The
October 24 Order further directed that the Debtor's case would be
dismissed upon the submission of a proposed dismissal order by the
UST after the MORs were filed and the UST fees paid. The Oct. 24
Order directed the Weiss Firm to file an application for
compensation within 10 days, i.e., Nov. 4, 2024, and retained
jurisdiction to determine the reasonableness of the $30,000 legal
fee paid to the Weiss Firm. By October 29, 2024, MORs were filed
through the end of September 2024.
The Court finds the Weiss Firm filed this case solely to prevent
the foreclosure sale of the Property by utilizing the automatic
stay. Having failed in state court, the Weiss Firm used the
bankruptcy process, designed to help legitimate debtors, for a
purpose for which it should not be used. It had no legal theory or
viable plan to emerge from bankruptcy in this case. The automatic
stay is the most powerful tool in a bankruptcy lawyer's arsenal,
and the Court will not allow it to be used in the manner the Weiss
Firm utilized it in this case.
According to the Court, the Weiss Firm's assistance to the Debtor
in complying with its duties under chapter 11 provided no benefit
to the estate in terms of helping to formulate a reorganization or
liquidation plan to emerge from bankruptcy. The Weiss Firm failed
to understand that its actions benefited only the Debtor and its
principal, not the Debtor's estate, and even then, only to the
extent necessary to satisfy the Debtor's most basic obligations in
bankruptcy.
The Court says clearly, the filing of this bankruptcy case
benefited the Debtor in that it obtained a stay of state court
proceedings that it could not otherwise have obtained in state
court. However, a benefit to the estate would require some
possibility of a successful liquidation or reorganization -- some
benefit to creditors. The Court finds that this was not the purpose
of this bankruptcy case. The purpose was solely to obtain a stay of
the state court foreclosure and frustrate the secured creditor, the
Court concludes.
The Court will exercise its discretion to deny in full the Weiss
Firm request for compensation, under Sec. 330(a)(4)(A) because the
services were not reasonably likely to benefit the Debtor's
estate.
The Court will approve only the payment of expenses to the Weiss
Firm, in the amount of $2,400 upon proper documentation of these
expenses being provided to the UST.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=QHVfZ8 from PacerMonitor.com.
About Home Building Corporation
Home Building Corporation is primarily engaged in renting and
leasing real estate properties. The Debtor owns the real property
located at 350 Sunrise Highway, West Babylon, NY 11704 valued at
$1.5 million.
Home Building Corporation sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. E.D.N.Y. Case No. 24-72229) on June
10, 2024. In the petition filed by Eugeniusz Rogoza, as president,
the Debtor reports total assets of $1,507,500 and total liabilities
of $480,000.
Honorable Bankruptcy Judge Robert E. Grossman oversees the case.
The Debtor is represented by Ronald D. Weiss, Esq. at RONALD D.
WEISS, P.C.
HS PURCHASER: $670MM Bank Debt Trades at 38% Discount
-----------------------------------------------------
Participations in a syndicated loan under which HS Purchaser LLC is
a borrower were trading in the secondary market around 62.5
cents-on-the-dollar during the week ended Friday, January 24, 2025,
according to Bloomberg's Evaluated Pricing service data.
The $670 million Term loan facility is scheduled to mature on
November 19, 2027. The amount is fully drawn and outstanding.
HS Purchaser, LLC develops infrastructure software.
HUBBARD RADIO: S&P Lowers ICR to 'CCC+' on Challenging Operating
----------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on U.S.-based
Hubbard Radio LLC to 'CCC+' from 'B-'.
S&P said, "The negative outlook reflects ongoing headwinds facing
the company due to secular pressures and the potential for a lower
rating if we envision a default within 12 months. Still, we expect
Hubbard will have sufficient liquidity through cash and modest FOCF
to meet its operating and fixed-charge obligations over the next 12
months.
"The 'CCC+' rating reflects our view that Hubbard is dependent on
favorable business, financial, and economic conditions to meet its
financial obligations. Hubbard has underperformed our expectations
over the past few quarters. We believe the prolonged period of
economic weakness accelerated the secular decline in broadcast
radio advertising and now expect broadcast radio advertising will
decline 4%-5% annually versus our previous expectation of 1%-2%. As
a result, we believe Hubbard and its peers are increasingly reliant
on growing revenue from their digital offerings to help offset the
decline in broadcast radio advertising. However, Hubbard's digital
revenue growth has also underperformed our expectations over the
past few quarters, and we believe will be relatively flat for full
year 2024 versus our initial expectation of 8%. Furthermore, the
company's significant investments in its digital business are
putting pressure on its overall earnings performance. While we
expect the company will look for cost-saving opportunities, we
believe this could be challenging due to its predominately
fixed-cost structure. We believe Hubbard is dependent on a
moderating rate of secular decline of broadcast radio, an
acceleration in digital revenue growth, and/or additional cost
savings initiatives to materially improve its leverage and FOCF
ahead of its 2027 debt maturity (about $207 million as of Sept. 30,
2024).
"We expect Hubbard will maintain sufficient liquidity over the next
12-18 months. The company's liquidity position is supported by its
cash balance and modest FOCF. As of Sept. 30, 2024, the company had
about $12 million of cash on hand, and we expect it to generate
about $3 million of FOCF in 2025. The company has a small stub
maturity of $3.8 million due in March 2025 that we expect it will
repay with cash on hand.
"The negative outlook reflects ongoing headwinds facing the company
due to secular pressures and the potential for a lower rating if we
envision a default within 12 months. Still, we expect Hubbard will
have sufficient liquidity through cash and modest FOCF to meet its
operating and fixed-charge obligations over the next 12 months."
S&P could lower its rating on Hubbard if it expected a default in
the next 12 months. This could happen if:
-- Secular declines in broadcast radio advertising accelerated or
digital revenue growth were less robust than expected, causing its
liquidity to deteriorate; or
-- The company pursued below-par debt repurchases, debt exchanges,
or an out-of-court restructuring that we deemed tantamount to a
default.
While unlikely over the next year, S&P could raise the rating if:
-- S&P Global Ratings-adjusted gross leverage declined below 5x;
-- The company generated sustainably positive FOCF; and
-- EBITDA interest coverage remained comfortably above 1.5x.
S&P believes this would likely require sustained revenue and EBITDA
growth from an acceleration in digital revenue growth to more than
offset expected declines in broadcast radio advertising revenue.
HYPHA LABS: Increases Authorized Shares in Certificate of Amendment
-------------------------------------------------------------------
Hypha Labs, Inc. disclosed in a Form 8-K Report filed with the U.S.
Securities and Exchange Commission that pursuant to the Definitive
Information Statement on Schedule 14C as filed with the Securities
and Exchange Commission on December 23, 2024, the Company filed
with the Secretary of State of Nevada a Certificate of Amendment to
the Articles of Incorporation of the Company, which increased:
(1) the authorized number of shares of common stock of the
Company from 250,000,000 shares to 880,000,000 shares, and
(2) the authorized number of shares of preferred stock of the
Company from 10,000,000 shares to 70,000,000 shares.
The Certificate of Amendment became effective on January 15, 2025.
About Hypa Labs
Hypha Labs, Inc., formerly Digipath, Inc., cultivates, produces,
and sells psychedelic and functional mushroom in the United States.
It has developed technology that quickly cultivates the mycelium
root structures of psilocybin mushrooms and other functional
mushroom's mycelium into a natural product. The company was
incorporated in 2010 and is headquartered in Las Vegas, Nevada.
Spokane, Washington-based Fruci & Associates II, PLLC, the
Company's auditor since 2023, issued a "going concern"
qualification in its report dated January 13, 2025, citing that the
Company has an accumulated deficit, net losses, and believes cash
on hand is not sufficient to sustain operations. These factors,
among others, raise substantial doubt about the Company's ability
to continue as a going concern.
Hypha Labs disclosed $493,805 in total assets, $1,420,498 in total
liabilities, and $1,260,293 in total stockholders' deficit at
September 30, 2024.
INGENOVIS HEALTH: $675MM Bank Debt Trades at 48% Discount
---------------------------------------------------------
Participations in a syndicated loan under which Ingenovis Health
Inc is a borrower were trading in the secondary market around 52.1
cents-on-the-dollar during the week ended Friday, January 24, 2025,
according to Bloomberg's Evaluated Pricing service data.
The $675 million Term loan facility is scheduled to mature on March
6, 2028. About $650.4 million of the loan has been 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).
INGENOVIS HEALTH: $85MM Bank Debt Trades at 53% Discount
--------------------------------------------------------
Participations in a syndicated loan under which Ingenovis Health
Inc is a borrower were trading in the secondary market around 46.9
cents-on-the-dollar during the week ended Friday, January 24, 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).
JAMES BARCHIESI: Jan. 31 Deadline for Update on Beyond Bespoke Suit
-------------------------------------------------------------------
Judge Vernon S. Broderick of the United States District Court for
the Southern District of New York ordered the parties in the case
captioned as BEYOND BESPOKE TAILORS, INC., et al., Plaintiffs,
-against- JAMES BARCHIESI, et al., Defendants, Case No. 20-CV-5482
(VSB) (S.D.N.Y.) to file a joint letter on or before Jan. 31, 2025,
explaining which claims and which motions, if any, should be
stayed.
On March 18, 2024, Magistrate Judge Jennifer E. Willis granted:
(1) Third-Party Defendants' motion for sanctions as to Defendant
James Barchiesi, and
(2) Defendant's motion to compel Plaintiffs to provide
electronic versions of certain tax documents.
Before Judge Broderick are three pending three requests:
(1) Defendant's March 27, 2024 objections to the March 18 Order,
(2) Defendant's March 27, 2024 motion for a stay of the
March 18 Order, and
(3) Plaintiffs' May 28, 2024 motion to hold Defendant in
contempt of the March 18 Order.
On Jan. 15, 2025, Defendant James Barchiesi filed a suggestion of
bankruptcy informing Judge Broderick that he filed for Chapter 11
bankruptcy in the Middle District of Pennsylvania (Case No.
5:25-bk-00094-MJC). The filing states that certain acts and
proceedings against Defendant and his property are stayed as
provided for in Section 362 of the Bankruptcy Code.
The parties are instructed to explain the impact of the bankruptcy
proceeding on Plaintiffs' claims against the Corporate Defendants
(i.e., the Defendants excluding James Barchiesi) as well as the
various third-party claims and counterclaims.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=BkUu22 from PacerMonitor.com.
James Barchiesi filed for Chapter 11 bankruptcy protection ((Bankr.
M.D. Pa. Case No. 5:25-bk-00094-MJC) on Jan. 15, 2025.
JML ENGINEERING: Hires Gaidano and Associates as Accountant
-----------------------------------------------------------
JML Engineering & Construction, Inc. seeks approval from the U.S.
Bankruptcy Court for the Northern District of California to employ
Gaidano and Associates, Certified Public Accountants as
accountant.
The firm will provide these services:
-- prepare and file tax returns;
-- prepare tax projections and tax analysis, if necessary;
-- analyze tax claims filed in the case;
-- analyze the tax impact of potential transactions;
-- prepare financial statements including cash flow, profit and
loss, and balance sheets, as well as 6 month projected income
statements;
-- work on accounting related matters for preparation of monthly
operating reports;
-- serve as the Debtor's general accountant and to consult with
the Debtor and the Debtor's counsel as to those matters.
The firm will be paid at the rate of $250 per hour.
The Debtor paid the firm a retainer of $11,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Cary Gaidano, a partner at Gaidano and Associates, Certified Public
Accountants, 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:
Cary Gaidano
Gaidano and Associates,
Certified Public Accountants
7 Mt Lassen Dr. # C256
San Rafael, CA 94903
Tel: (415) 491-2211
About JML Engineering & Construction, Inc.
JML Engineering & Construction Inc. is a Specialty Contractor that
serves the San Ramon, CA area and specializes in paving and
surfacing, landscaping, concrete, and irrigation.
JML Engineering & Construction Inc. sought relief under Subchapter
V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Cal. Case
No. 24-41729) on October 30, 2024. In the petition filed by John
Michael Shearer, as CEO and CFO, the Debtor reports estimated
assets and liabilities between $1 million and $10 million each.
Honorable Bankruptcy Judge William J. Lafferty handles the case.
The Debtor is represented by C. Alex Naegele, Esq. at C. ALEX
NAEGLE, A PROFESSIONAL LAW CORPORATION.
JUMPSTAR ENTERPRISES: Gets Final OK to Use Cash Collateral
----------------------------------------------------------
JumpStar Enterprises, LLC received final approval from the U.S.
Bankruptcy Court for the Southern District of Texas to use cash
collateral to pay its operating expenses.
The final order authorized the company to utilize cash collateral
in accordance with its 13-week budget, with a permitted variance of
5% or less for each category of budgeted expenses.
The budget shows the company's weekly operating expenses ranging
from $42,850 to $99,175.
JumpStar Enterprises was ordered to maintain a combined cash and
account receivable balance of not less than $359,000. The company
cannot use cash collateral if the balance falls below $359,000.
Secured creditors including Maxim Commercial Capital, LLC, Triumph
Financial Services, LLC, and the U.S. Small Business Administration
will be granted replacement liens with the same priority as their
pre-bankruptcy liens to the extent the value of their security
interests in JumpStar Enterprises' assets is diminished by the
company's use of their cash collateral.
As additional protection, the secured creditors will receive cash
payments from JumpStar Enterprises in accordance with the terms of
their loan agreements.
About Jumpstar Enterprises
Jumpstar Enterprises, LLC filed Chapter 11 petition (Bankr. S.D.
Texas Case No. 24-35874) on December 16, 2024, with up to $50,000
in assets and up to $1 million in liabilities. Drew McManigle
serves as Subchapter V trustee.
Judge Jeffrey P. Norman oversees the case.
The Debtor is represented by:
Lloyd A. Lim, Esq.
Kean Miller, LLP
Tel: 713-844-3070,
Email: lloyd.lim@keanmiller.com
JUMPSTAR ENTERPRISES: Hires Kean Miller LLP as Counsel
------------------------------------------------------
Jumpstar Enterprises LLC seeks approval from the U.S. Bankruptcy
Court for the Southern District of Texas to employ Kean Miller LLP
as counsel.
The firm will provide these services:
a. render legal advice with respect to the Debtor's powers and
duties in the continued operation of the Debtor's business as a
debtor-in-possession;
b. take all necessary action to protect and preserve the
Debtor's bankruptcy estate;
c. prepare all necessary schedules, statements, motions,
answers, orders, reports, and other legal papers in connection with
the administration of the Debtor's bankruptcy estate;
d. assist in preparing and filing a plan of reorganization; and
e. perform any and all other legal services reasonably necessary
or otherwise requested by the Debtor in connection with the
Bankruptcy Case and the formation and implementation of a Chapter
11 plan.
The firm will be paid at these rates:
Lloyd A. Lim, Esq. $650 per hour
Rachel Thompson Kubanda, Esq. $550 per hour
Michelle V. Friery, Esq. $400 per hour
Attorneys $230 to $520 per hour
Paraprofessionals $140 to $220 per hour
Mr. Lim 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:
Lloyd A. Lim, Esq.
Rachel Thompson Kubanda, Esq.
Michelle V. Friery, Esq.
Kean Miller LLP
711 Louisiana Street,
Suite 1800 South Tower
Houston, TX 77002
Tel: (713) 362-2550
Email: Lloyd.Lim@KeanMiller.com
Rachel.Kubanda@KeanMiller.com
Michelle.Friery@KeanMiller.com
About Jumpstar Enterprises LLC
Jumpstar Enterprises LLC sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 24-35874) on
December 16, 2024. In the petition signed by Brian Tyson, manager,
the Debtor disclosed up to $50,000 in assets and up to $1 million
in liabilities.
Judge Jeffrey P. Norman oversees the case.
Lloyd A. Lim, Esq., at Kean Miller LLP, represents the Debtor as
legal counsel.
KDC AGRIBUSINESS: CSS Entitled to Damages in Trade Secret Suit
--------------------------------------------------------------
In the case captioned as CALIFORNIA SAFE SOIL, LLC, Plaintiff, v.
KDC AGRIBUSINESS, LLC, et al., Defendants, KDC AGRIBUSINESS, LLC,
et al., Counter-Plaintiffs, v. CALIFORNIA SAFE SOIL, LLC, et al.
Counter-Defendants, C.A. No. 2021-0498-MTZ (Del. Ch.). Vice
Chancellor Morgan Zurn of the Delaware Court of Chancery ruled on
the remaining claims in the trade secret misappropriation lawsuit.
KDC Agribusiness LLC
Plaintiff California Safe Soil, LLC claims Harold ("Hal") Kamine,
Matthew Kamine, Justin Kamine, and Barry Starkman misappropriated
CSS's combination trade secret. The corporate defendants are in
bankruptcy, and the trustee elected not to defend their claims: on
the plaintiff's motion.
CSS bears the burden of proving its misappropriation claim, and
other related claims, by a preponderance of the evidence.
CSS's founder Dan Morash invested in Organic Recovery in 2008
through his company Renewal Energy Development and Finance. In
2009, Organic Recovery licensed its intellectual property to REDF.
In 2011, after Organic Recovery began experiencing financial
difficulties, Morash founded CSS and purchased Organic Recovery's
technology. LeJeune was hired as CSS's chief operating officer and
remained in that position for a decade.
CSS's food recycling process (the "CSS Process"), which Morash
described as "biomimicry," breaks food waste down to a slurry of
amino acids, organic acids, and simple sugars.
Shortly after CSS bought Organic Recovery's technology in 2011, CSS
conducted a round of financing. Morash turned to defendant Hal
Kamine, whom he had known since the early 1990s. Morash sought out
Hal because of his track record of investing in green technology,
skill in bringing in investors, and experience in project
management. Without a confidentiality agreement in place, Morash
emailed Hal materials about CSS's business, including details about
its first-generation process built with Organic Recovery. Morash
informed Hal that if reception to the CSS Process was positive, the
two could enter into an arrangement for Hal to scale up the
process.
In 2015, CSS sought to expand its the CSS Process to other markets
outside California. Once again, CSS turned to the Individual
Defendants, seeking Hal's experience in project development and in
scaling up industrial processes. The Kamines created KDC
Agribusiness LLC to enter into a licensing agreement with CSS. KDC
planned to scale up the CSS Process by building a much larger
commercial facility in Pennsylvania. Hal was KDC's executive
chairman, and Justin and Matthew were co-CEOs and directors. Justin
led much of the business development and public partnership efforts
for KDC, and Matthew led the effort for the development,
permitting, engineering, and construction to scale up the CSS
Process for KDC. Barry, who has decades of engineering and
manufacturing experience, was hired as KDC's chief manufacturing
officer. Barry led the operating and engineering team in charge of
building up CSS's manufacturing process for KDC.
On Dec. 11, 2015, CSS and KDC entered into a license agreement. The
License Agreement provided KDC with an exclusive license to use
CSS's intellectual property within the United States, excluding
California, where CSS's existing plant was located, and parts of
Arizona.
During negotiations the parties discussed CSS's broad definition of
Intellectual Property, which included both patents and trade
secrets. The Kamines were directly involved in negotiating the
License Agreement. Although Barry was not involved in negotiations,
he was aware of the License Agreement's contents.
In exchange for using CSS's intellectual property, KDC would pay
CSS royalties and milestone payments.
On June 8, 2021, CSS sued KDC and the Individual Defendants for
trade secret misappropriation, breach of the License Agreement, and
other wrongs. The complaint was amended three times. The operative
complaint, filed Oct. 27, 2022, brings sixteen counts against the
Individual Defendants and Corporate Defendants. A subset of the
Defendants brought counterclaims.
On Feb. 6, 2023, the Court entered a partial summary judgment
against CSS on Count IV in full, Count XV in part as to KDC
Agribusiness Fairless Hills and KDC Agribusiness North Dakota, and
Count VI in part to the extent Count VI seeks declaratory judgment
that KDC breached the License Agreement and that KDC violated the
implied covenant of good faith and fair dealing. As to the
Defendants' counterclaims, Vice Chancellor Zurn granted summary
judgment in CSS's favor on Counts III and IV.
On April 22, 2024, Vice Chancellor Zurn found the Corporate
Defendants in default on all remaining counts, 209 but deferred
entry of a final judgment until entry of a judgment regarding the
Individual Defendants.
CSS's remaining claims against the Individual Defendants were tried
on February 28 through March 7, 2024. Those claims include
misappropriation of trade secrets under federal and state law
(Counts VII, VIII, IX), tortious interference with the License
Agreement (Count V), fraud (Count XIV), civil conspiracy (Count
XV), and unjust enrichment (Count XVI). The Defendants abandoned
their remaining counterclaims at trial.
CSS asserts five theories against the Individual Defendants:
(1) trade secret misappropriation under federal and state laws;
(2) tortious interference with the performance of a
contract;
(3) conspiracy;
(4) unjust enrichment; and
(5) fraud.
Vice Chancellor Zurn finds in favor of CSS on statutory trade
secret misappropriation but enter judgment in favor of the
Individual Defendants on tortious interference, conspiracy, unjust
enrichment, fraud, and common law misappropriation. The plaintiff
is entitled to compensatory damages, and the defendants must return
or destroy any records containing the plaintiff's information and
are enjoined from using the plaintiff's process. But the plaintiff
is not entitled to exemplary damages or fees.
Judgment is entered against the Corporate Defendants, and in favor
of CSS, for Counts I–III and V–XVI.
Judgment on Counts VII and VIII will be entered in favor of CSS,
and on Counts V, XIV, XV, XVI, and IX, in favor of the Individual
Defendants. Defendants owe CSS $1,625,502.36, plus pre- and
postjudgment interest to be calculated by the parties.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=1J5JBc
About KDC Agribusiness
KDC Agribusiness, LLC, was a food waste recycler company in
Bedminster, N.J.
KDC and its affiliates sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 23-10786) on
June 16, 2023. In the petition signed by David Buffa, general
counsel and corporate secretary, KDC disclosed $100 million to $500
million in both assets and liabilities.
Judge Craig T. Goldblatt oversaw the case.
The Debtors tapped John H. Knight, Esq., at Richards, Layton and
Finger, P.A. as bankruptcy counsel; Foley & Lardner, LLP and Okin
Hollander, LLC as special counsels; AlixPartners, LLP as financial
restructuring advisor; and Jefferies, LLC as investment banker.
Kurtzman Carson Consultants, LLC, was the Debtor's claims agent and
administrative advisor.
In November 2023, the bankruptcy court converted the case to
Chapter 7.
KULR TECHNOLOGY: Grants CEO Mo 270,000 Series A Preferred Shares
----------------------------------------------------------------
KULR Technology, Inc., filed a Form 8-K with the Securities and
Exchange Commission, disclosing that on Jan. 16, 2025, the Board of
Directors approved, authorized, and ratified the issuance of
270,000 shares of previously designated Non-convertible Series A
Voting Preferred Stock to the Chairman and Chief Executive Officer
of the Company, Michael Mo, subject to certain limitations. None
of the Series A Voting Preferred Stock carry conversion rights or
liquidation value. The issuance of up to 1,000,000 shares of
Non-convertible Series A Voting Preferred Stock was previously
approved and authorized by a vote of the majority stockholders of
the Company.
The issuance is subject to the Board reserving the full and
unequivocal right to revoke, rescind, transfer or otherwise cancel
the issued Non-convertible Series A Voting Preferred Stock in the
event Michael Mo is removed from any position with the Company or
resigns from all positions with the Company. This conditional
arrangement is designed to ensure that the voting power conferred
by the Non-convertible Series A Voting Preferred Stock remains tied
to the active leadership of the Company. This underscores the
Board's commitment to maintaining alignment with the long-term
interests of the Company and its stockholders.
The Independent Members of the Board have determined that the
issuance represents a pivotal strategic move to reinforce and
enhance the Company's flexibility to optimize the Company's
negotiating position in any potential current and/or future
engagements with commercial, financial, and/or strategic parties,
and to provide defenses against potential hostile third-party
actions.
The shares of Non-convertible Series A Voting Preferred Stock were
issued in reliance upon the exemptions from registration provided
by Section 4(a)(2) of the Securities Act and Regulation D
promulgated thereunder.
Certificate of Designation
On June 6, 2017, the Company filed a Certificate of Designation of
Preferences, Rights and Limitations of the Non-convertible Series A
Voting Preferred Stock with the Secretary of State of the State of
Delaware. Pursuant to the Certificate of Designation, the Company
designated 1,000,000 shares of preferred "A" stock, $0.0001 par
value per share.
The Preferred A Stock is not convertible into any series or class
of stock of the Company. In addition, holders of the Preferred A
Stock are not entitled to receive dividends, nor do they have
rights to distribution from the assets of the Company in the event
of any liquidation, dissolution, or winding up of the Company.
Each record holder of Preferred A Stock shall have the right to
vote on any matter with holders of the Company's common stock and
other securities entitled to vote, if any, voting together as a
single class. Each record holder of Preferred A Stock has that
number of votes equal to 100 votes per share of Preferred A Stock
held by such holder.
About KULR Technology Group
KULR Technology Group Inc. -- www.kulrtechnology.com -- delivers
cutting edge energy storage solutions for space, aerospace, and
defense by leveraging a foundation of in-house battery design
expertise, comprehensive cell and battery testing suite, and
battery fabrication and production capabilities. The Company's
holistic offering allows delivery of commercial-off-the-shelf and
custom next generation energy storage systems in rapid timelines
for a fraction of the cost compared to traditional programs.
Los Angeles, Calif.-based Marcum LLP, the Company's auditor since
2018, issued a "going concern" qualification in its report dated
April 12, 2024, citing that the Company has a working capital
deficit, has incurred losses from operations, 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.
KULR TECHNOLOGY: Modifies Executive Cash Compensation & RSU Grants
------------------------------------------------------------------
KULR Technology Group, Inc., filed a Form 8-K with the Securities
and Exchange Commission, disclosing that, following the
recommendation of the Compensation Committee of the Board, on Jan.
16, 2025, the Board approved, certain adjustments to the cash
compensation and, grant of restricted stock units to the executive
officers of the Company.
Accordingly, the following salary adjustments and Restricted Stock
Units grants were approved:
(i) the salary of the Chief Executive Officer was increased to
$450,000 and he was granted 2,000,000 RSUs that vest over four
years;
(ii) the salary of the Chief Financial Officer was increased to
$350,000 and he was granted 1,500,000 RSUs that vest over four
years;
(iii) the salary of the Chief Technology Officer was increased
to $265,000 and he was granted 1,000,000 RSUs that vest over four
years; and
(iv) the VP of Engineering was granted 200,000 RSUs that vest
on June 30, 2025.
KULR said, "These adjustments were made following a comprehensive
review of market data and internal analyses conducted by the
Compensation Committee of each executive officer's current
compensation levels, which the Committee believed to be
"below-market". The Committee and the Board recognized that the
executive officers have demonstrated exceptional dedication and
leadership, guiding the Company through significant market
volatility and extended periods without compensatory adjustments,
including the absence of annual bonuses in prior years. The
adjustments aim to align the compensation of the executive officers
with the Company's improved market position and to ensure that the
compensation reflects their contributions to the Company's vision
and long-term success."
About KULR Technology Group
KULR Technology Group Inc. -- www.kulrtechnology.com -- delivers
cutting edge energy storage solutions for space, aerospace, and
defense by leveraging a foundation of in-house battery design
expertise, comprehensive cell and battery testing suite, and
battery fabrication and production capabilities. The Company's
holistic offering allows delivery of commercial-off-the-shelf and
custom next generation energy storage systems in rapid timelines
for a fraction of the cost compared to traditional programs.
Los Angeles, Calif.-based Marcum LLP, the Company's auditor since
2018, issued a "going concern" qualification in its report dated
April 12, 2024, citing that the Company has a working capital
deficit, has incurred losses from operations, 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.
LASERSHIP INC: $269MM Bank Debt Trades at 66% Discount
------------------------------------------------------
Participations in a syndicated loan under which Lasership Inc is a
borrower were trading in the secondary market around 33.7
cents-on-the-dollar during the week ended Friday, January 24, 2025,
according to Bloomberg's Evaluated Pricing service data.
The $269 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.
LAVIE CARE: No Decline in Resident Care, 3rd PCO Report Says
------------------------------------------------------------
Joani Latimer, the patient care ombudsman, filed her third report
regarding the quality of patient care provided by LaVie Care
Centers, LLC. The report covers the period Nov. 8, 2024 to Jan. 7,
2025.
The ombudsman representative (OR) visited the Ashland and
Rehabilitation facility on Nov. 26, 2024. The OR did receive a few
complaints during this visit and observed a few things of concern.
The memory care med-cart was unlocked and residents' name and photo
were displayed on a computer screen on the cart. Medicines were
left out on the med-cart that was unattended and residents were up
walking around the med-cart.
The OR will continue to follow up with residents, and facility
regarding bugs and memory care concerns. ED and Social Worker were
approachable. ED states corporate has backed out of some of their
promises to Administration Staff. There is no longer an Assistant
DON. No specific observation of decline in resident care during
this visit.
On Dec. 11 and 16, 2024, the OR visited the Augusta Nursing and
Rehabilitation Center facility. The OR also received a telephone
call on Dec. 17, 2024 from a facility nurse to report on an LPN
named Denise. The caller described Denise as always tired and
sluggish, and that another facility worker said that Denise was
escorted out of another facility for drug diversion.
On Dec. 12, 2024, the OR visited the Consulate Health Care of
Norfolk and was able to tour the nursing units on the first and
second floors. The facility was clean and showed signs of ongoing
renovation. The residents were noted throughout the facility for
participating in some type of activity. The OR did not get any
complaints from the residents during this visit.
A copy of the ombudsman report is available for free at
https://urlcurt.com/u?l=AUeyW0 from Kurtzman Carson Consultants,
LLC, claims agent.
The ombudsman may be reached at:
Joani Latimer
State Long-Term Care Ombudsman
8004 Franklin Farms Drive
Richmond, Virginia 23229
Phone: (804) 565-1600
Email: Joani.Latimer@dars.virginia.gov
About Lavie Care Centers
LaVie Care Centers, LLC, is the parent company of skilled nursing
facility operators and providers, with facilities primarily located
in Mississippi, North Carolina, Pennsylvania and Virginia. The
company operates 43 licensed facilities, with 4,300 beds, providing
short-term rehabilitation, comprehensive post-acute care, and
long-term care to its residents.
On June 2 and 3, 2024, LaVie Care Centers and 281 affiliates filed
voluntary petitions for relief under Chapter 11 of the Bankruptcy
Code (Bankr. N.D. Ga. Lead Case No. 24-55507), before Judge Paul
Baisier in Atlanta.
The Debtors tapped McDermott Will & Emery, LLP as legal counsel;
Stout Capital, LLC as investment banker; and Ankura Consulting as
financial advisor. M. Benjamin Jones, senior managing director at
Ankura, serves as the Debtors' chief restructuring officer.
Kurtzman Carson Consultants, LLC is the claims agent, and maintains
the page http://www.kccllc.com/LaVie
The U.S. Trustee for Region 21 appointed an official committee to
represent unsecured creditors in the Debtors' Chapter 11 cases.
Troutman Pepper Hamilton Sanders, LLP and FTI Consulting, Inc.
serve as the committee's legal counsel and financial advisor,
respectively.
Joani Latimer is the patient care ombudsman appointed in the cases.
LAW OFFICE OF JESSICA: Gets Final OK to Use Cash Collateral
-----------------------------------------------------------
The Law Office of Jessica Piedra, LLC received final approval from
the U.S. Bankruptcy Court for the Western District of Missouri to
use the cash collateral of the U.S. Small Business Administration.
The SBA has a valid perfected security interest in cash, accounts
receivable, and other cash assets of the law firm, which constitute
its cash collateral.
As protection for using its cash collateral, the SBA was granted a
replacement lien on all post-petition cash, accounts receivable,
and other cash assets to the same extent, validity, perfection, and
enforceability as the SBA's interest in the firm's pre-bankruptcy
assets.
As additional protection, the SBA will receive a monthly payment of
$216 until a Chapter 11 plan for the law firm is confirmed.
About The Law Office of Jessica Piedra
The Law Office of Jessica Piedra, LLC sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Mo. Case No.
24-41664) on November 19, 2024, with $1 million to $10 million in
assets and $100,001 to $500,000 in liabilities.
Judge Brian T. Fenimore presides over the case.
The Debtor is represented by:
Erlene W. Krigel, Esq.
Krigel Nugent Moore, P.C.
Tel: 816-756-5800
Email: ekrigel@knmlaw.com
LEXARIA BIOSCIENCE: Director Baljinder Bhullar Holds 13,000 Shares
------------------------------------------------------------------
Baljinder Bhullar, Director in Lexaria Bioscience Corp., disclosed
in a Form 3 filed with the U.S. Securities and Exchange Commission
that as of January 16, 2025, he beneficially owned 13,000 common
shares directly.
A full-text copy of Mr. Bhullar's SEC Report is available at:
https://tinyurl.com/by56pk6w
About Lexaria
Lexaria Bioscience Corp. -- http://www.lexariabioscience.com-- is
a biotechnology company developing the enhancement of the
bioavailability of a broad range of fat-soluble active molecules
and active pharmaceutical ingredients using its patented
DehydraTECH drug delivery tecnnology. DehydraTECH combines
lipophilic molecules or APIs with specific long-chain fatty acids
and carrier compounds that improve the way they enter the
bloodstream, increasing their effectiveness and allowing for lower
overall dosing while promoting healthier oral ingestion methods.
Lexaria reported a net loss of $6.71 million for the year ended
Aug. 31, 2023, compared to a net loss of $7.38 million for the year
ended Aug. 31, 2022. As of May 31, 2024, Lexaria Bioscience had
$10.02 million in total assets, $271,375 in total liabilities, and
$9.75 million in total stockholders' equity.
Going Concern
"The continuation of Lexaria as a going concern depends on raising
additional capital and/or attaining and maintaining profitable
operations. The accompanying financial statements do not include
any adjustment relating to the recovery and classification of
recorded asset amounts or the amount and classification of
liabilities that might be necessary should our Company discontinue
operations. The recurring losses from operations and net capital
deficiency may raise substantial doubt about the Company's ability
to continue as a going concern within one year following the date
that these consolidated financial statements are issued," Lexaria
said in its Quarterly Report for the period ended May 31, 2024.
LEXARIA BIOSCIENCE: Elects Directors at Shareholder Meeting
-----------------------------------------------------------
Lexaria Bioscience Corp., on January 14, 2025 at 1:00 p.m. (Pacific
Time), the Company held its annual and special shareholder meeting.
There were 9,761,279 shares of the Company represented in person or
by proxy at the Meeting, constituting 55.93% of the Company's
issued share capital as at November 18, 2024, being the record date
of the Meeting. The matters voted upon at the Meeting are:
Matter Being Voted On:
* To Elect Chris Bunka as a director
* To Elect John Docherty as a director
* To Elect Nicholas Baxter as a director
* To Elect Ted McKechnie as a director
* To Elect Albert Reese Jr. as a director
* To Elect Richard Christopher as a director
* To Elect Bal Bhullar as a director
* To Appoint Malone Bailey LLP as Auditors
* To Approve Executive Compensation
* To Approve Executive Compensation Annually
* To Approve Executive Compensation every two years
* To Approve Executive Compensation every three years
* To Approve the Warrant Exercise Proposal
* To Ratify the lawful actions of the directors for the past
year
All of the proposals are described in detail in the Company's proxy
statement filed with the Securities and Exchange Commission on
November 27, 2024.
The final voting results is available at
https://tinyurl.com/nha9apsp
About Lexaria
Headquartered in Kelowna, BC, Canada, Lexaria Bioscience Corp. --
http://www.lexariabioscience.com/-- is a biotechnology company
developing the enhancement of the bioavailability of a broad range
of fat-soluble active molecules and active pharmaceutical
ingredients using its patented DehydraTECH drug delivery
technology. DehydraTECH combines lipophilic molecules or APIs with
specific long-chain fatty acids and carrier compounds that improve
the way they enter the bloodstream, increasing their effectiveness
and allowing for lower overall dosing while promoting healthier
oral ingestion methods.
Lexaria reported a net loss of $6.71 million for the year ended
Aug. 31, 2023, compared to a net loss of $7.38 million for the year
ended Aug. 31, 2022. As of May 31, 2024, Lexaria Bioscience had
$10.02 million in total assets, $271,375 in total liabilities, and
$9.75 million in total stockholders' equity.
Going Concern
"The continuation of Lexaria as a going concern depends on raising
additional capital and/or attaining and maintaining profitable
operations. The accompanying financial statements do not include
any adjustment relating to the recovery and classification of
recorded asset amounts or the amount and classification of
liabilities that might be necessary should our Company discontinue
operations. The recurring losses from operations and net capital
deficiency may raise substantial doubt about the Company's ability
to continue as a going concern within one year following the date
that these consolidated financial statements are issued," Lexaria
said in its Quarterly Report for the period ended May 31, 2024.
LI-CYCLE HOLDINGS: Public Offering Closes With $13.4MM Net Proceeds
-------------------------------------------------------------------
Li-Cycle Holdings Corp. disclosed in a Form 8-K Report filed with
the U.S. Securities and Exchange Commission that it entered into an
underwriting agreement with Aegis Capital Corp, pursuant to which
the Company agreed to offer and sell, in an underwritten public
offering in the United States, an aggregate of:
(i) 5,000,000 units, each consisting of:
(a) one common share, without par value, of the Company,
(b) one eight-month warrant to purchase one Common Share
and
(c) one five-year warrant to purchase one Common Share;
and
(ii) in lieu of Units, 10,000,000 pre-funded units, each
consisting of:
(a) one pre-funded warrant to purchase one Common Share,
(b) one Series A Warrant and
(c) one Series B Warrant.
The public offering price per Unit is $1.00 and the public offering
price per Pre-Funded Unit is $0.99999, which is equal to the public
offering price per Unit minus the exercise price of $0.00001 per
Pre-Funded Warrant. The initial exercise price of each Series A
Warrant is $1.00 per Common Share. The Series A Warrants will be
immediately exercisable and will expire on the eight-month
anniversary of the initial date of issuance of the Series A
Warrants. The initial exercise price of each Series B Warrant is
$1.00 per Common Share. The Series B Warrants will be immediately
exercisable and will expire on the five-year anniversary of the
initial date of issuance of the Series B Warrants.
Additionally, the Company granted Aegis a 45-day option to purchase
up to 2,250,000 additional Common Shares (15% of the Common Shares
included in the Units and the Pre-Funded Units sold in the
Offering), at a price of $0.99998 per Common Share; and/or up to
2,250,000 additional Series A Warrants to purchase an aggregate of
an additional 2,250,000 Common Shares (15% of the Series A Warrants
included in the Units and Pre-Funded Units sold in the Offering) at
a price of $0.00001 per Series A Warrant; and/or up to 2,250,000
additional Series B Warrants to purchase an aggregate of an
additional 2,250,000 Common Shares (15% of the Series B Warrants
included in the Units and Pre-Funded Units sold in the Offering) at
a price of $0.00001 per Series B Warrant. The Underwriter may
exercise this option with respect to the Common Shares only, Series
A Warrants only, Series B Warrants only, or any combination
thereof. On January 16, 2025, Aegis exercised its over-allotment
option with respect to 2,250,000 Series A Warrants and 2,250,000
Series B Warrants.
The Offering was made pursuant to that certain Registration
Statement on Form S-3 (File No. 333-278010), which was filed on
March 15, 2024 and declared effective by the Securities and
Exchange Commission on March 29, 2024, including the prospectus
contained therein and a prospectus supplement dated January 15,
2025, filed with the SEC on January 16, 2025.
In connection with the Offering, on January 14, 2025, the Company
entered into a letter agreement with Glencore Canada Corporation, a
related party of the Company and the holder of the senior secured
convertible note dated as of March 25, 2024 issued by the Company,
pursuant to which Glencore has, among other things, granted its
consent to the issuance by the Company of the Warrants and agreed
to waive any default or event of default under the Glencore Senior
Secured Convertible Note which may occur as a result of the
issuance of the Warrants and the Company's compliance with the
terms of the Warrants relating to:
(i) the participation by the holders of the Warrants in
certain dividends and other distributions declared by the Company
to the holders of the Common Shares (under the terms of the
Warrants), and
(ii) the payment of cash or non-cash consideration upon the
repurchase or exercise of Warrants in connection with a Fundamental
Transaction (as defined in the Warrants) so long as, to the extent
any of the Glencore Notes are outstanding immediately prior to the
occurrence of a Fundamental Transaction, the Company shall have
complied with its obligations to redeem the Glencore Notes in
accordance with their terms in connection with such Fundamental
Transaction prior to the Company paying cash or non-cash
consideration to the holders of the Warrants.
In addition, the Company has agreed to amend the Glencore Senior
Secured Convertible Note, the First A&R Note and the Second A&R
Note (in each case as defined in the Glencore Senior Secured
Glencore Note) and the form of warrants attached thereto, to
reflect any terms contained in the Warrants that are more favorable
to the holders of the Warrants than those contained in the Glencore
Notes, to the extent requested by Glencore. Such amendments to the
Glencore Notes are required to be completed within 10 business days
following the closing of the Offering (i.e., by January 31, 2025).
Continental Stock Transfer & Trust Company, LLC is acting as
warrant agent for the Warrants pursuant to the warrant agency
agreement entered into on January 16, 2025, by and between the
Company and Continental.
The closing of the Offering occurred on January 16, 2025. The
Company received net proceeds of approximately $13.4 million from
the Offering, after deducting the Offering expenses payable by the
Company, including the Underwriter's discounts and commissions. The
Company intends to use the net proceeds from the Offering for
working capital and general corporate purposes.
On the basis of 30,427,796 Common Shares outstanding as of December
31, 2024, immediately after the issuance of the Common Shares
issued in connection with the Offering, the Company has 35,427,796
Common Shares issued and outstanding.
About Li-Cycle Holdings Corp.
Li-Cycle Holdings Corp. is a Canada-based global lithium-ion
battery resource recovery company and pure-play lithium-ion battery
recycler.
Vaughan, Canada-based KPMG LLP, the Company's former auditor,
issued a "going concern" qualification in its report dated March
15, 2024, citing that the Company has suffered recurring losses
from operations since inception, continued cash outflows from
operating activities and paused its construction of the Rochester
Hub project, that raise substantial doubt about its ability to
continue as a going concern.
Li-Cycle reported a net loss of $138 million for the year ended
December 31, 2023, compared to net loss of $70.8 million for the
year ended December 31, 2022.
MACADAMIA BEAUTY: Unsecureds to Get Share of Income for 5 Years
---------------------------------------------------------------
Macadamia Beauty, LLC, filed with the U.S. Bankruptcy Court for the
Eastern District of Texas a Subchapter V Plan of Reorganization
dated January 17, 2025.
The Debtor is in the business of selling and marketing premium
liquid haircare products.
In 2023 Macadamia was in need of working capital financing to fund
inventory for sales and weather the unpredictable "lumpiness" of
orders from its key customers. Macadamia entered into negotiations
with lender Rosenthal & Rosenthal of California, Inc. on or about
March 17, 2023. After extensive discussion and review of financial
projections, Macadamia and Rosenthal entered into a Financing
Agreement dated as of October 31, 2023 and funded on or about
November 17, 2023, whereby Rosenthal committed to loan Macadamia up
to $2.5 million, on a revolving basis.
Rosenthal delayed lending starting in April 2024, and in the summer
of 2024, Rosenthal reduced the lending available to Macadamia. The
parties thereafter entered into negotiations during which Macadamia
proposed alternatives for resolving defaults alleged by Rosenthal
while continuing business operations. Macadamia provided Rosenthal
with a detailed go-forward plan on August 15, 2024, but Rosenthal
declined to even review the plan. Thereafter, on August 19, 2024,
10 business days after the August 5, 2024 email, Rosenthal provided
Macadamia with formal notice of default.
In order to free up funds to pay its employees and to otherwise
preserve the value of the business, Macadamia made the decision to
file for bankruptcy protection and reorganize under Chapter 11,
Subchapter V of the United States Bankruptcy Code.
The Debtor's Subchapter V Plan of Reorganization provides for the
Debtor to continue operating in order to make payments to creditors
as set forth in the Plan. The Plan also provides for approval of
the Third-Party Financing to be used for ongoing business
operations. The Debtor is seeking to confirm a consensual plan of
reorganization so that all payments to creditors required under the
Plan will be made directly by the Reorganized Debtor to its
creditors.
Class 5 consists of General Unsecured Claims. Allowed Unsecured
Claims shall receive a pro rata distribution without interest over
the five years following the Effective Date. Payments shall be made
quarterly by the Reorganized Debtor. Such payments shall begin with
fourteen days of the Claim Objection Deadline and shall continue
every quarter thereafter. Payments are due within 20 days following
the end of each quarter during the 5-year plan period. The payment
amounts will be based on the disposable income available as set
forth in the Plan Projections. Class 5 is impaired.
Class 6 consists of Equity Interests. Equity Interests in the
Debtor will be retained by the current Equity Interest holders. No
payments will be received by any equity interest holder. Class 6 is
unimpaired under the Plan. To the extent that certain equity
interests will be canceled as a result of the Third-Party
Financing, such equity interest are impaired and will be deemed to
have rejected the Plan.
The Debtor is in the process of obtaining the Third-Party Financing
consisting of a loan facility in the total amount of $650,000, the
approval of which is an integral part of and a condition to the
occurrence of the Effective Date of the Plan. As of the date of the
filing of this Plan, the Debtor and its prospective lender(s) are
still in the process of negotiating the final terms of the
Third-Party Financing. As currently contemplated, the Third-Party
Financing will come from certain Insider and Non-Insider parties.
The Debtor believes that the Plan Projections are accurate based
upon the Debtor's accounts receivable and its estimate of future
revenue from operation of the Debtor's business. Based upon the
Plan Projections, the Debtor believes the Plan to be feasible.
A full-text copy of the Subchapter V Plan dated January 17, 2025 is
available at https://urlcurt.com/u?l=x04x6s from PacerMonitor.com
at no charge.
Counsel to the Debtor:
Jason Binford, Esq.
Frances Smith, Esq.
Ross Smith & Binford, PC
2003 N. Lamar Blvd., Suite 100
Austin, TX 78705
Tel: (512) 351-4778
Fax: (214) 377-9409
Email: jason.binford@rsbfirm.com
About Macadamia Beauty
Macadamia Beauty, LLC -- https://www.macadamiahair.com -- is an
oil-based hair repair company based in Plano, Texas. Its unique
oil-infused hair repair products effectively address the most
common hair dissatisfactions among women: breakage, frizz, damage,
and dryness.
Macadamia Beauty sought relief under Subchapter V of Chapter 11 of
the U.S. Bankruptcy Code (Bankr. E.D. Texas Case No. 24-41929) on
August 19, 2024, with $1 million to $10 million in both assets and
liabilities. Henry Stein, chief executive officer of Macadamia
Beauty, signed the petition.
Judge Brenda T. Rhoades oversees the case.
The Debtor is represented by Frances A. Smith, Esq., at Ross, Smith
& Binford, PC.
MAGLEV ENERGY: Gets Interim OK to Use Cash Collateral
-----------------------------------------------------
Maglev Energy, Inc. received interim approval from the U.S.
Bankruptcy Court for the Middle District of Florida, Tampa
Division, to continue to use cash collateral.
At the hearing held on Jan. 21, Maglev Energy was authorized to use
cash collateral to pay U.S. Trustee fees and other necessary
expenses outlined in its budget.
The next hearing is scheduled for March 6.
About Maglev Energy
Maglev Energy, Inc., a company in Seminole, Fla., engineers motor
and generator technology including permanent magnet alternator,
vertical wind turbine, and auxiliary power unit.
filed a petition under Chapter 11, Subchapter V of the Bankruptcy
Code (Bankr. M.D. Fla. Case No. 24-06552) on Nov. 5, 2024, with
$241,312 in assets and $2,384,522 in liabilities. Jon Harms,
executive vice president, signed the petition.
Judge Catherine Peek Mcewen oversees the case.
The Debtor is represented by:
Jake C Blanchard, Esq.
Blanchard Law, P.A.
Tel: 727-531-7068
Email: jake@jakeblanchardlaw.com
MANZANITA LANE: Hires Ferrari Lund as Real Estate Broker
--------------------------------------------------------
Manzanita Lane LLC seeks approval from the U.S. Bankruptcy Court
for the District of Nevada to employ Ferrari Lund Real Estate Reno
as real estate broker.
The firm will market and sell the Debtor's real properties located
at 2500 Meraki Place, Reno, Nevada 89509, APN: 224-151-02, and 2537
Meraki Place, Reno, Nevada, 89509, APN: 224-151-12.
The firm will be paid a commission of 4.5 percent of the gross
selling price, with the listing broker to share a 2.5 percent
commission with any selling broker.
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:
Inez Cobb
Ferrari Lund Real Estate Reno
3700 Lakeside Drive, Suite 100
Tel: (775) 688-4000
Fax: (775) 688-6040
Email: inezcobb@gmail.com
About Manzanita Lane LLC
Manzanita Lane LLC is a limited liability company.
Manzanita Lane LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Nev. Case No. 24-51277) on December 24,
2024. In the petition filed by Peter Ghishan, as manager, the
Debtor reports estimated assets and liabilities between $1 million
and $10 million each.
Honorable Bankruptcy Judge Hilary L. Barnes handles the case.
The Debtor is represented by:
Stephen R. Harris, Esq.
HARRIS LAW PRACTICE LLC
850 E. Patriot Blvd., Suite F
Reno, NV 89511
Tel: (775) 786-7600
Fax: (775) 786-7764
Email: steve@harrislawreno.com
MARKETING ANALYST: Unsecureds Will Get 7.9% of Claims in Plan
-------------------------------------------------------------
Marketing Analysts, LLC, filed with the U.S. Bankruptcy Court for
the District of South Carolina a Plan of Reorganization for Small
Business dated January 17, 2025.
Marketing Analysts, LLC was formed in South Carolina on June 26,
2008. On October 5, 2023, Bob Clark and Rob Pascale became the
owners, with Bob owning 45% and Rob owning 55%. Bob is the Managing
Member and Chief Operating Officer. Rob is the President.
Prior to filing for bankruptcy relief, the Debtor had been having
discussions with two of its larger creditors, ROI Rocket.com which
is a secured creditor which is owed approximately $175,000, and
Azure Knowledge Corporation, an unsecured creditor which is owed
approximately $320,000. As the Debtor believed that the cash flow
problems had been resolved, the Debtor had reached a tentative
agreement with ROI on a possible repayment plan.
The discussions with Azure appeared to be going in a positive
direction, but those discussions eventually broke down with Azure
making threats of an imminent lawsuit to try to become a judicial
lien creditor. To avoid that potential, and to maintain the status
quo for the various creditors, the decision was made by the Debtor
to file for bankruptcy relief under Subchapter V of Chapter 11.
The Plan Proponent's financial projections show that the Debtor
will have projected disposable income of approximately $98,500
annually for a sixty-month total of approximately $492,500
projected disposable income for plan payments. The final Plan
payment is expected to be paid in approximately May, 2030.
This Plan of Reorganization proposes to pay creditors of the Debtor
from future earnings. The Debtor does not anticipate that sales of
assets or loan proceeds will be necessary for the continued
operation and that the Debtor will be able to continue to operate
based solely on its cash flow from future operations.
Non-priority unsecured creditors holding allowed claims will
receive distributions representing no less than the liquidation
yield which the Debtor believes to be approximately zero percent.
As noted, the Debtor's Plan provides for an approximate 7.9%
percent distribution to non-priority unsecured creditors. The Plan
provides for the payment of administrative, priority, secured and
unsecured claims.
Class 3 consists all non-priority unsecured claims, including the
unsecured portion of the Class 2 Creditors. Unsecured Claims are
all claims, provable and allowable, against the Debtor, other than
Secured Claims, Priority Claims, or Interests. Class 3 claims will
be paid approximately 7.9% (rounded to the next dollar) of each
allowed claim amount. The Debtor shall commence making a semi
annual payment to each creditor listed, on a pro-rata basis, with
the first payment being due six months after the final entry of the
Order confirming the plan. Any Creditor whose total distribution
amount is less than $500.00 may be paid in full during the pendency
of the plan. The allowed unsecured claims total $1,527,837.32. This
class is impaired.
Class 5 Equity interests of the Debtor. Robert Clark and Robert
Pascale are each 45% and 55% respective members of the Debtor and
shall retain their interest in the Debtor. The Debtor has two
members/owners, who shall retain their equity interest in the
Debtor.
The Debtor shall fund the Plan from earnings.
A full-text copy of the Plan of Reorganization dated January 17,
2025 is available at https://urlcurt.com/u?l=sX3uWW from
PacerMonitor.com at no charge.
Attorney for the Debtor:
Michael H. Conrady, Esq.
Campbell Law Firm, P.A.,
Post Office Box 684
Mt. Pleasant, SC 29465
(843) 884-6874/884-0997(fax)
Email: mconrady@campbell-law-firm.com
About Marketing Analysts LLC
Marketing Analysts, LLC, is a marketing agency in South Carolina.
Marketing Analysts sought relief under Subchapter V of Chapter 11
of the U.S. Bankruptcy Code (Bankr. D.S.C. Case No. 24-03671) on
Oct. 9, 2024, with total assets of $332,938 and total liabilities
of $1,441,611. Robert Clark, manager/ and ember, signed the
petition.
Judge Elisabetta Gm Gasparini handles the case.
The Debtor is represented by Michael Conrady, Esq., at Campbell Law
Firm, PA.
MARQUIE GROUP: Incurs $155K Net Loss in Second Quarter
------------------------------------------------------
The Marquie Group, Inc., filed its Quarterly Report on Form 10-Q
with the Securities and Exchange Commission, disclosing a net loss
of $155,374 on net revenues of $0 for the three months ended Nov.
30, 2024. This compares to a net loss of $134,116 on net revenues
of $0 for the three months ended Nov. 30, 2023.
For the six months ending Nov. 30, 2024, the Company reported a net
loss of $360,318 on zero net revenues, compared to a net income of
$218,966 on zero net revenues for the same period in the previous
year.
As of Nov. 30, 2024, the Company had $6.25 million in total assets,
$6.39 million in total liabilities, and a total stockholders'
deficit of $143,882.
The Company said, "We have sustained significant net losses which
have resulted in negative working capital and an accumulated
deficit at November 30, 2024 of $6,390,833 and $15,223,804,
respectively, which raises doubt about our ability to continue as a
going concern. We generated a net loss for the six months ended
November 30, 2024 of $360,318. Without additional revenues,
working capital loans, or equity investment, there is substantial
doubt as to our ability to continue operations.
"We believe these conditions have resulted from the inherent risks
associated with small public companies. Such risks include, but
are not limited to, the ability to (i) generate revenues and sales
of our products and services at levels sufficient to cover our
costs and provide a return for investors, (ii) attract additional
capital in order to finance growth, and (iii) successfully compete
with other comparable companies having financial, production and
marketing resources significantly greater than those of the
Company.
"We believe that our capital resources are insufficient for ongoing
operations, with minimal current cash reserves, particularly given
the resources necessary to expand our multi-media entertainment
business. We will likely require considerable amounts of financing
to make any significant advancement in our business strategy.
There is presently no agreement in place that will guarantee
financing for our Company, and we cannot assure you that we will be
able to raise any additional funds, or that such funds will be
available on acceptable terms. Funds raised through future equity
financing will likely be substantially dilutive to current
shareholders. Lack of additional funds will materially affect our
Company and our business and may cause us to substantially curtail
or even cease operations. Consequently, you could incur a loss of
your entire investment in the Company."
The full text of the Form 10-Q is available at no cost at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/0001434601/000168316825000452/marquie_i10q-113024.htm
About Marquie Group Inc.
The Marquie Group, Inc. -- www.themarquiegroup.com -- is an
emerging direct-to-consumer firm specializing in marketing, product
development, and media, with a focus on a dynamic radio and digital
network. The Company crafts and promotes top-tier health and
beauty solutions that enrich lives, showcased through engaging
radio content for its audience.
Lagos, Nigeria-based Olayinka Oyebola & Co., the Company's auditor
since 2024, issued a "going concern" qualification in its report
dated Sept. 3, 2024. The report highlights that at May 31, 2024,
the Company suffered an accumulated deficit of $14,863,486 and net
a loss of $165,456. These factors raise substantial doubt
regarding the Company’s ability to continue as a going concern.
MARTIN MIDSTREAM: Fitch Affirms 'B-' LongTerm IDR, Outlook Stable
-----------------------------------------------------------------
Fitch Ratings has affirmed Martin Midstream Partners, LP's (Martin)
and Martin Midstream Finance Corp.'s (FinCo) Long-Term Issuer
Default Rating (IDR) at 'B-', and Second Lien Secured Notes at
'B+'/'RR2', which are co-issued by FinCo. The Rating Outlook is
Stable.
Martin's ratings underscore its largely fee-based cash flow
profile, longstanding customer relationships, and leverage that is
considered strong for the rating category. The ratings are tempered
by the limited headroom for substantial EBITDA downswings, but
Martin's business line diversity somewhat eases this concern.
Martin's Project ELSA could enhance future cash flows, but is
progressing at a slower pace than previously anticipated.
Martin's cash flow profile also faces significant volumetric and
commodity price risks, and the tight interest coverage covenant on
Martin's revolver, which is its primary source of liquidity, could
also pose future liquidity constraints.
The Stable Outlook reflects expectations of steady U.S. Gulf Coast
refinery utilization rates, minimal cash flow swings due to
business line diversity, and limited liquidity pressures in the
absence of near-term debt maturities.
Key Rating Drivers
Modest Size and Scope Partially Offset by Diversity: Martin's
modest EBITDA size and concentrated operations in the U.S. Gulf
coast's oil and gas region limits its ability to sustain meaningful
industry downturns, raising potential liquidity concerns. The Gulf
coast, however, is home to leading petrochemical facilities, and
strong refinery utilization rates, which drive most of Martin's
business, and somewhat offset the regional concentration risks.
Martin's business line diversity is credit positive, given its
exposure to multiple commodities and some non-oil and gas
customers. This lowers the likelihood of simultaneous impacts
across Martin's businesses, leading to cash flow stability, while
partially offsetting size limitations.
Volumetric & Commodity Price Exposure Dampen Cashflow Profile:
Martin's cashflow is exposed to both volumetric and commodity price
risks, which heightens cash flow volatility. Although 70%-75% of
Martin's EBITDA is expected from fee-based contracts, only 10%-15%
of the EBITDA contains minimum volume commitment (MVC) contracts,
leaving most of the cash flows exposed to volumetric risks.
Additionally, 25%-30% of EBITDA comes from margin-based businesses
that are subject to commodity price relationships and are prone to
thin profitability.
Financial Flexibility Pressured by Market Fundamentals: Fitch's
forecast takes into consideration the current U.S. interest rate
environment and oil and gas price forecasts. While expectations for
leverage at or around 4.0x is considered strong for the rating
category, Martin's high debt interest burden is expected to strain
interest coverage, keeping it in the 2.2x-2.4x range, limiting
financial flexibility. Current inflation expectations, coupled with
anticipated commodity price backwardation, may also strain Martin's
EBITDA growth.
The foregoing dynamics are likely to keep interest coverage close
to the covenants on the revolver. Therefore, not all of the
revolver commitment might be available at times. Nonetheless,
Martin's liquidity position is manageable in the absence of
near-term debt maturities.
Growth Initiatives Gradually Gain Momentum: Martin's Project ELSA,
a joint venture (JV) to provide Samsung C&T America, Inc.'s
semiconductor fabrication facility in Texas with electronic level
sulfuric acid (ELSA) is progressing slower than expected due to
Samsung's delays in bringing the plant online. However, the JV has
started taking feedstock from Martin in 3Q24 for testing and
qualification as expected. Martin is the exclusive feedstock
provider and receives a guaranteed reservation fee. The project is
expected to start adding a modest amount of EBITDA in 2025, with
meaningful growth anticipated in 2026.
Relationship with Parent and Top Customers: Martin Resource
Management Corporation (MRMC), which owns Martin's General Partner,
is Martin's parent company and largest customer, accounting for
nearly 15% of EBITDA. Fitch evaluates MRMC's credit profile to be
about the same as Martin's. Therefore, as per Fitch's Parent
Subsidiary Linkage criteria, Martin's ratings do not consider
linkage factors with MRMC. Martin and MRMC recently mutually
terminated their announced merger, and Fitch does not anticipate
this transaction to occur in the near term. MRMC is expected to be
supportive of Martin's credit profile.
Martin also benefits from longstanding relationships with other top
customers, spanning multiple decades, reducing risks associated
with exposure to short-term contracts. These customers are expected
to drive over 60% of EBITDA, and many are investment-grade rated.
However, most customers are high-yield or unrated private companies
deemed to be high yield.
Derivation Summary
Martin stands out in Fitch's midstream coverage due to its diverse
operations along the midstream value chain.
Summit Midstream Partners, LP (B-/Positive), a gathering and
processing focused, modestly sized yet relatively larger peer,
offers regional diversification and balanced exposure to both oil
and gas, but has higher exposure to mature declining basins.
Martin is geographically concentrated, but it thrives in a prolific
region. Martin, benefits from greater business line diversity than
Summit Midstream Partners, but is mostly dependent on regional
refinery utilization rates. Both have limited support from revenue
assurance type contracts, yet Martin faces more cash flow
volatility due to higher commodity price exposure. Martin's lower
leverage at about 4.0x, partially offsets its smaller size and more
volatile cash flow, leading to the same IDRs, while Summit's
expected leverage improvement is reflected in its rating outlook.
M6 ETX Holdings II MidCo LLC (M6; B/Stable) is a mid-sized,
regionally concentrated midstream peer. It benefits from having a
smaller portion of cash flows exposed to commodity prices and a
larger share supported by revenue assurance type take-or-pay
contracts. M6's leverage is expected to be more than one full turn
higher than Martin's in the near term. Martin's lower leverage
expectations compared with that of M6 partially offsets its weaker
cash flow profile, leading to a one-notch difference in their
IDRs.
Key Assumptions
- Fitch's oil and gas price deck;
- Base interest rate for the credit facility reflects Fitch's
Global Economic Outlook;
- Oil and gas activity levels in the U.S. Gulf Coast consistent
with Fitch's base case for oil and gas prices;
- Successful execution of growth projects and growth capital spend
consistent with management guidance;
- Common dividends remain consistent with the current levels for
most part of the forecast years;
- No further M&A, asset divestitures, business exits, or large
growth projects over the forecast period.
Recovery Analysis
For the Recovery Rating, Fitch estimates the company's going
concern value was greater than the liquidation value. The going
concern multiple used was a 6.0x EBITDA multiple, which is in the
range of most multiples seen in recent reorganizations in the
energy sector. There have been a limited number of bankruptcies
within the midstream sector.
Two recent gathering and processing bankruptcies of companies
indicate an EBITDA multiple between 5.0x and 7.0x, by Fitch's best
estimates. In Fitch's recent bankruptcy case study, Energy, Power
and Commodities Bankruptcies Enterprise Value and Creditor
Recoveries, published in September 2024, the median enterprise
valuation exit multiple for the 51 energy cases with sufficient
data to estimate was 5.3x, with a wide range of multiples
observed.
Fitch assumed a going concern EBITDA of approximately $85 million,
which reflects Fitch's view of a sustainable, post-reorganization
EBITDA level, upon which it has based the company's valuation. As
per criteria, the going concern EBITDA reflects some residual
portion of the distress that caused the default.
Fitch calculated administrative claims to be 10%, and a fully drawn
credit facility, which are standard assumptions. The outcome is a
'B+'/'RR2' rating for the senior second lien secured notes, which
corresponds to an expected recovery in the range of 71%-90%.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
- EBITDA interest coverage below 2.0x on a sustained basis;
- EBITDA leverage above 5.0x on a sustained basis;
- Weakening of the liquidity profile.
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
- EBITDA interest coverage above 3.0x on a sustained basis;
- EBITDA leverage below 3.5x on a sustained basis;
- Material change to cash flow stability profile or a greater
proportion of EBITDA derived from long-term MVC-type contracts.
Liquidity and Debt Structure
Martin had sufficient liquidity as of Sept. 30, 2024. The
partnership had roughly $54.4 million of available liquidity
consisting of $56,000 of cash on the balance sheet, and around
$54.4 million available under its first lien secured revolving
credit facility (net of $9.2 million in letters of credit).
Martin's first-lien secured credit facility agreement has a $150
million commitment expiring on Feb. 8, 2027. The revolver includes
a $50 million accordion subject to certain conditions. Martin's
nearest maturity is the revolver, followed by the $400 million
11.5% second lien secured notes due February 2028.
The covenants on the credit facility requires Martin to maintain a
minimum interest coverage ratio of 2.0x, a maximum first lien
leverage ratio of 1.5x, and a maximum total leverage ratio of 4.75x
until March 31, 2025, stepping down to 4.5x thereafter. As of Sept.
30, 2024, Martin was compliant with all debt covenants, and had an
interest coverage ratio of 2.23x, first lien leverage ratio of
0.74x, and total leverage ratio of 4.14x.
Fitch expects Martin to remain compliant with all the covenants in
the near term. However, Martin occasionally may not be able to
access the full revolver capacity due to the covenants.
Issuer Profile
Martin is a publicly traded (NASDAQ: MMLP) master limited
partnership that owns and operates midstream assets primarily in
the U.S. Gulf Coast.
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
Martin Midstream Partners L.P. has an ESG Relevance Score of '4'
for Group Structure. Martin operates under a complex group
structure with exposure to financial issues arising elsewhere in
the group, which has a negative impact on the credit profile, and
is relevant to the ratings in conjunction with other factors.
Martin Midstream Partners L.P. has an ESG Relevance Score of '4'
for Governance Structure due to ownership and management
concentration by its parent MRMC, which has a negative impact on
the credit profile, and is relevant to the ratings in conjunction
with other factors.
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
----------- ------ -------- -----
Martin Midstream
Partners L.P. LT IDR B- Affirmed B-
Senior Secured
2nd Lien LT B+ Affirmed RR2 B+
Martin Midstream
Finance Corporation LT IDR B- Affirmed B-
Senior Secured
2nd Lien LT B+ Affirmed RR2 B+
MEMPHIS CARPET: Case Summary & 10 Unsecured Creditors
-----------------------------------------------------
Debtor: Memphis Carpet Cleaning LLC
d/b/a Memphis Clean
548 Monteigne Blvd.
Memphis, TN 38103
Business Description: The Debtor is a professional cleaning
service provider based in Memphis, TN.
Chapter 11 Petition Date: January 24, 2025
Court: United States Bankruptcy Court
Western District of Tennessee
Case No.: 25-20401
Judge: Hon. Denise E Barnett
Debtor's Counsel: Toni Campbell Parker, Esq.
LAW OFFICE OF TONI CAMPBELL PARKER
45 N. Third, Ste 201,
Memphis, TN 38103
Tel: 901-483-1020
E-mail: tparker002@att.net
Estimated Assets: $100,000 to $500,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by George Cogswell as co-owner.
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/E7T6NAY/Memphis_Carpet_Cleaning_LLC__tnwbke-25-20401__0001.0.pdf?mcid=tGE4TAMA
MINI MANIA: Unsecureds Will Get 15% of Claims over 6 Years
----------------------------------------------------------
Mini Mania, Inc., filed with the U.S. Bankruptcy Court for the
Eastern District of California a Disclosure Statement describing
Initial Chapter 11 Plan dated January 17, 2025.
Mini was started due to a need for replacement parts here in the US
for the Classic British Mini Cooper. Beginning in the 1970s, Mini
began importing classic Mini parts into the US and providing
technical expertise to the classic Mini community.
Over the years, the company expanded to provide parts for related
classic British car marques that use many of the same parts that
the Mini Cooper used. In 2003, Mini began supplying parts and
technical expertise when BMW released the new Mini Cooper in the
US.
The MCA loans killed cash flow and disrupted business. MCA monies
are addictive like crack cocaine. Once started, one cannot stop.
The MCAs disrupted cash flow. Mini could not satisfy customers'
orders given the thousands of dollars the MCAs took daily and
weekly. Mini lost sales, impacting its gross receipts. Mini's
reputation was harmed. The MCAs made a difficult situation worse.
The bankruptcy filing initially stopped some, but not all of, the
efforts by MCAs to collect monies. Early in the case MCAs continued
to grab money or took steps to stop third parties from paying the
Debtor. These efforts eventually stopped. This helped Mini focus on
the reorganization instead of working to unfreeze monies that had
been frozen.
This is a reorganizing plan under which the Debtor will make
payments paying creditors over time.
Class 3 consists of General Unsecured Claims. Based upon unsecured
claims of $1,344,491.02. The unsecured claims are paid at 15% over
a 6-year period. Payments begin in month 7, and through year 2 are
$1,222/mo. In year 3, payments are $2,750/mo. In year 4, payments
are $3,056/mo. In years 5-6 payments are $4,583/mo. Total unsecured
payments during the plan equal $201,673.65. This Class is
impaired.
The percentage stated is only an estimate. It is not a guaranty of
a %. Payments to class members may be higher or lower than
anticipated. Claims may be disallowed that would raise the % paid.
The percentage actually paid may vary depending on any rejection
claims or claims of putatively secured creditors who actually are
unsecured or under-secured. Also claims may be amended to assert
higher or lower claim amounts. Any failure to pay the stated % to
class members shall not constitute a default.
Class 4 consists of Equity Interests in the Debtor: Jonathan
Harvey, Trustee of the Harvey Family Trust. The interest holder
shall retain its ownership interest in the Debtor.
The Plan will be funded by the Debtor's business operation. The
Debtor anticipates having monies of $45,000 on hand at the Plan's
Effective Date from ongoing operations. No assets will be sold to
fund the Plan.
A full-text copy of the Disclosure Statement dated January 17, 2025
is available at https://urlcurt.com/u?l=fUbvFl from
PacerMonitor.com at no charge.
Counsel to the Debtor:
Steven R. Fox, Esq.
The Fox Law Corporation, Inc.
17835 Ventura Blvd., Suite 306
Encino, CA 91316
Tel: (818) 774-3545
Fax: (818) 774-3707
Email: srfox@foxlaw.com
About Mini Mania, Inc.
Mini Mania Inc., d/b/a Sprintboostersales.com, owns and operates
automotive parts, accessories, and tire stores. On the Web:
https://minimania.com/
Mini Mania Inc. sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. Cal. Case No. 24-22456) on June 4,
2024. In the petition filed by Jonathan Harvey, as president, the
Debtor reports total assets of $1,155,121 and total liabilities of
$3,312,513.
The Honorable Bankruptcy Judge Fredrick E Clement oversees the
case.
The Debtor is represented by Steven R. Fox, Esq., at The FoxLaw
Corporation, Inc.
MODIVCARE INC: $525MM Bank Debt Trades at 16% Discount
------------------------------------------------------
Participations in a syndicated loan under which ModivCare Inc is a
borrower were trading in the secondary market around 84.1
cents-on-the-dollar during the week ended Friday, January 24, 2025,
according to Bloomberg's Evaluated Pricing service data.
The $525 million Term loan facility is scheduled to mature on July
1, 2031. About $522.4 million of the loan has been drawn and
outstanding.
ModivCare Inc. is a technology-enabled healthcare services company
that provides a suite of integrated supportive care solutions for
public and private payors and their members.
MPH ACQUISITION: BBH Income Fund Marks $6.4 Million Loan at 25% Off
-------------------------------------------------------------------
BBH Income Fund has marked its $6,396,356 loan extended to MPH
Acquisition Holdings LLC to market at $4,787,481 or 75% of the
outstanding amount, according to BBH Trust's Form N-CSR for the
fiscal period ended October 31, 2024, filed with the U.S.
Securities and Exchange Commission.
The Fund is a participant in a Loan to MPH Acquisition. The loan
accrues interest at a rate of 9.569%, (3-Month CME Term SOFR +
4.250%) per annum. The loan matures on September 1, 2028.
The Fund is a separate, diversified series of BBH Trust, which is
registered under the Investment Company Act of 1940, as amended, as
an open-end management investment company. The Trust was originally
organized under the laws of the State of Maryland on July 16, 1990
as BBH Fund, Inc. and re-organized as a Delaware statutory trust on
June 12, 2007. As of October 31, 2024, there were seven series of
the Trust. The Fund commenced operations on June 27, 2018 and
offers two share classes, Class N and Class I. As of October 31,
2024, Class N shares are not available for purchase by investors
but may be offered in the future. The investment objective of the
Fund is to provide maximum total return, with an emphasis on
current income, consistent with preservation of capital and prudent
investment management. Neither Class N shares nor Class I shares
automatically convert to any other share class of the Fund.
The Trust is led by Daniel Greifenkamp, Principal Executive
Officer; and Charles H. Schreiber, Principal Financial Officer. The
Fund can be reached through:
Daniel Greifenkamp
BBH Trust
140 Broadway
New York, NY 10005
Tel: (800) 575-1265
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.
MPH ACQUISITION: BBH Limited Marks $35.68 Million Loan at 25% Off
-----------------------------------------------------------------
BBH Limited Duration Fund has marked its $35,681,450 loan extended
to MPH Acquisition Holdings LLC to market at $26,706,495 or 75% of
the outstanding amount, according to BBH Trust's Form N-CSR for the
fiscal period ended October 31, 2024, filed with the U.S.
Securities and Exchange Commission.
The Fund is a participant in a Loan to MPH Acquisition. The loan
accrues interest at a rate of 9.569%, (3-Month CME Term SOFR +
4.250%) per annum. The loan matures on September 1, 2028.
The Fund is a separate, diversified series of BBH Trust, which is
registered under the Investment Company Act of 1940, as amended, as
an open-end management investment company. The Trust was originally
organized under the laws of the State of Maryland on July 16, 1990
as BBH Fund, Inc. and re-organized as a Delaware statutory trust on
June 12, 2007. As of October 31, 2024, there were seven series of
the Trust. The Fund commenced operation on December 22, 2000 and
offers two share classes, Class N and Class I. Neither Class N
shares nor Class I shares automatically convert to any other share
class of the Fund. The investment objective of the Fund is to
provide maximum total return, consistent with preservation of
capital and prudent investment management.
The Trust is led by Daniel Greifenkamp, Principal Executive
Officer; and Charles H. Schreiber, Principal Financial Officer. The
Fund can be reached through:
Daniel Greifenkamp
BBH Trust
140 Broadway
New York, NY 10005
Tel: (800) 575-1265
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.
MY SIZE: CFO Or Kles Resigns Effective March 31
-----------------------------------------------
My Size, Inc. disclosed in a Form 8-K Report filed with the U.S.
Securities and Exchange Commission that Or Kles notified the
Company of his decision to resign as the Company's Chief Financial
Officer, to be effective March 31, 2025.
Mr. Kles will remain with the Company through the effective date of
his resignation to assure a smooth transition of his
responsibilities. Mr. Kles has advised the Company that his
resignation was due to personal reasons and not a result of any
disagreement with the Company on any matter related to the
operations, policies, or practices of the Company. The Company has
initiated a search for a qualified candidate for the CFO position.
About MySize, Inc.
Airport City, Israel-based My Size, Inc. (NASDAQ: MYSZ) --
http://www.mysizeid.com/-- is an omnichannel e-commerce platform
and provider of AI-driven measurement solutions that drive revenue
growth and reduce costs for online retailers while generating big
data and machine learning analytics.
The Company cautioned in a Form 10-Q Report for the quarterly
period ended March 31, 2024, that substantial doubt exists about
its ability to continue as a going concern. According to the
Company, since inception, it incurred significant losses and
negative cash flows from operations, reporting a net loss of
$1,016,000 and $2,654,000 for three-months ended March 31, 2024 and
2023, respectively, resulting in an accumulated deficit of
$60,897,000. The Company has financed its operations mainly through
fundraising from various investors.
As of September 30, 2024, My Size had $7.03 million in total
assets, $2.57 million in total liabilities, and $4.46 million in
total stockholders' equity.
N&H SADDLEBRED: To Sell Woodschurch Property to 119 Northfield
--------------------------------------------------------------
N&H Saddlebred Holdings LLC will seek permission from the U.S.
Bankruptcy Court for the District of New Jersey, at a hearing on
February 4, 2025, to sell its Property located 119 West Woodschurch
Road, Readington Township, New Jersey, to 119 Northfield LLC, free
and clear of all liens, claims, encumbrances and other interests.
The Debtor relies upon the certifications of Megan Nicole Harrison,
Herbert K. Ryder, Esq., and James Parraguez, and the supporting
documents submitted.
Objections to the relief requested shall be put to writing and
specify with particularly the basis of the objections, and be filed
with the Clerk of the U.S. Bankruptcy Court
About N&H Saddlebred Holdings LLC
N&H Saddlebred Holdings LLC filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Case No.
23-21332) on Dec. 6, 2023, listing up to $10 million in both assets
and liabilities.
Judge John K. Sherwood presides over the case.
Herbert K. Ryder, Esq., at the Law Offices of Herbert K. Ryder LLC
represents the Debtor as counsel.
NATIONAL CINEMEDIA: Kinetoplay Founders Not Entitled to Bonuses
---------------------------------------------------------------
Judge Marvin Isgur of the United States Bankruptcy Court for the
Southern District of Texas ruled on the cross-motions for partial
summary judgment filed by National CineMedia, LLC, and the founders
of Kinetoplay, LLC and MC Kinetoplay ("Claimants") in a breach of
contract dispute between the parties.
NCM's primary business is selling on-screen advertising in movie
theatres nationwide. Kinetoplay developed online and mobile
applications of cinema-related entertainment gaming. NCM acquired
Kinetoplay to expand NCM's on-screen advertising business into the
digital realm.
As part of NCM's acquisition of Kinetoplay in 2017, the Claimants
entered into employment and consulting agreements with NCM. Each
agreement contains a provision providing for a performance-based
bonus if a certain revenue threshold is met. The parties dispute
the interpretation of the provision. The Claimants assert that they
were entitled to the performance-based bonuses and that NCM
wrongfully denied it to them. NCM asserts that the Claimants failed
to meet the revenue threshold.
NCM alleges that Digital Gaming Revenue, as defined in the Bonus
Provision, failed to meet the $5 million threshold amount to
warrant performance bonuses for the first bonus period. Business
Performance Bonuses were not awarded to the Claimants.
On May 13, 2022, the Claimants filed suit against NCM in Colorado
state court, alleging claims of breach of contract and implied duty
of good faith and fair dealing, civil theft, and violation of the
Colorado Wage Claim Act. The suit forms the basis of the claims at
issue.
On May 30, 2023, the Claimants filed Proofs of Claim Nos. 67, 68,
and 69. Kinetoplay's founders, Eric LaVanchy and Laurence Tobin,
each asserted general unsecured claims in the amount of $3,133,075
for breach of contract and civil theft. MB Kinetoplay asserted
$15,108,000.
The Claimants seek summary judgment allowing their claims with the
amounts to be determined at trial. NCM seeks summary judgment
interpreting the performance-based bonus provision.
The parties disagree on the definition of Digital Gaming Revenue.
One of the principal disputes is whether revenue generated outside
of the digital gaming pillar should be credited to the bonus
calculation.
Although the Provision is complex, the Court sees no ambiguity.
Revenue generated outside of the digital gaming pillar does not
count as Digital Gaming Revenue even if it is derived from a
"digital gaming product."
NCM defines the digital gaming pillar as a source of revenue
separate from NCM's on-screen advertising, lobby advertising
("LEN"), and "Digital Out of Home" ("DOOH") businesses.
The digital gaming pillar provided digital gaming products (e.g.,
Fantasy Movie League, Noovie Arcade, Noovie Trivia, Noovie Shuffle,
and Name that Movie) for consumers to play on websites or phone
applications. While NCM's on-screen business operated at a
business-to-business level, the digital gaming pillar developed
consumer-facing products that consumers interact with online or on
phone applications.
It is undisputed that on-screen revenue is not revenue in the
digital gaming pillar. Although the Claimants dispute the relevance
of whether the revenue was earned within the digital gaming pillar,
they do not dispute the definition itself. The Court adopts the
undisputed definition provided by NCM.
The Court finds that the Bonus Provision is unambiguous in defining
Digital Gaming Revenue. As requested by NCM and consistent with the
provision's plain language, the Court makes the following findings
as a matter of law:
(1) Consumer data is not among the Business' digital gaming
products as that phrase is used in the definition of Digital Gaming
Revenue in the Service Agreements;
(2) Revenue attributable to the use or sale of consumer data is
not Digital Gaming Revenue as that term is defined in the Service
Agreements;
(3) Claimants are not entitled to credit in the Bonus Calculation
for all Cinema Accelerator revenue during the Performance Periods
simply because consumer data from the Business' digital games was
ingested into NCM's data management platform. Claimants are only
entitled to credit for revenue generated from impressions in the
digital games themselves;
(4) Cinema Accelerator revenue is not in the digital gaming
pillar, and revenue attributable to Cinema Accelerator is therefore
not Digital Gaming Revenue as that term is defined in the Service
Agreements unless the ads were run on the actual digital gaming
platforms;
(5) Revenue attributable to on-screen advertising is not Digital
Gaming Revenue as that term is defined in the Service Agreements;
(6) Claimants are not entitled to credit in the Bonus Calculation
for on-screen revenue during Performance Periods;
(7) The entire value of any integrated contract is not a Digital
Gaming Revenue as that term is defined in the Service
Agreements;
(8) Claimants are not entitled to credit in the Bonus Calculation
for the entire value of integrated contracts during the Performance
Periods;
(9) DOOH Service revenue is not a Digital Gaming Revenue as that
term is defined in the Service Agreements;
(10) Claimants are not entitled to credit in the Bonus Calculation
for DOOH Service revenue during Performance Periods;
(11) LEN revenue is not a Digital Gaming Revenue as that term is
defined in the Service Agreements;
(12) Claimants are not entitled to credit in the Bonus Calculation
for LEN revenue during the Performance Period;
(13) Advertising revenue that was not associated with the digital
gaming products themselves is not Digital Gaming Revenue as that
term is defined in the Service Agreements; and
(14) Claimants are not entitled to credit in the Bonus Calculation
for advertising revenue that was not associated with digital gaming
products themselves during the Performance Periods.
Civil Theft Claim
NCM seeks summary judgment denying the civil theft claim and treble
damages as a matter of law. NCM argues that the Claimants cannot
prove that it falsified the accounting statements with the
requisite intent for civil theft of the bonuses. The Claimants
provide no evidence that NCM falsified the accounting statements
with the requisite intent to deprive the Claimants of their
bonuses. The Court finds there is an absence of any evidence that
NCM knew Digital Gaming Revenue included a broader scope of revenue
streams and wrongfully excluded revenue in the bonus calculations.
The civil theft claim seeking punitive damages fails as a matter of
law, the Court concludes.
Claimants' partial motion for summary judgment is denied. The
allowance of the claims will be determined at trial. NCM's partial
motion for summary judgment is granted.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=6MKDyP from PacerMonitor.com.
About National CineMedia
National CineMedia, LLC, a company in Centennial, Colo., owns the
largest cinema-advertising network in North America. The company
derives its revenue principally from the sale of advertising to
national, regional, and local businesses, which is displayed on a
national and regional digital network of movie theaters.
National CineMedia filed a Chapter 11 petition (Bankr. S.D. Texas
Case No. 23-90291) on April 11, 2023, with $500 million to $1
billion in assets and $1 billion to $10 billion in liabilities.
Ronnie Ng, chief financial officer of National CineMedia, signed
the petition.
Judge David R. Jones presides over the case.
The Debtor tapped Paul, Weiss, Rifkind, Wharton & Garrison, LLP as
bankruptcy counsel; Porter Hedges, LLP as local counsel; Latham &
Watkins, LLP as special counsel; Lazard Freres & Co. as investment
banker; and FTI Consulting, Inc. as restructuring advisor. Omni
Agent Solutions is the Debtor's notice, claims and balloting
agent.
The U.S. Trustee for Region 7 appointed an official committee to
represent unsecured creditors in the Debtor's Chapter 11 case. The
committee tapped White & Case, LLP as bankruptcy counsel; Alvarez &
Marsal North America, LLC as financial advisor; and ArentFox Schiff
LLP as special conflicts counsel.
A copy of the Court's decision dated Jan. 13, 2025 is available at
https://urlcurt.com/u?l=a5UUIw from PacerMonitor.com.
NATURAL CAPITAL: Chapter 15 Case Summary
----------------------------------------
Chapter 15 Debtor: Natural Capital Ltd.
Harbour Centre, 159 Mary Street
2nd Floor
George Town
Grand Cayman, Cayman Islands
Foreign Proceeding: Grand Court of the Cayman Islands
Financial Services Division; No. 165 of
2024
Chapter 15 Petition Date: January 23, 2025
Court: United States Bankruptcy Court
Southern District of Florida
Case No.: 25-10662
Foreign Representatives: Michael Pearson and Nicola Cowan
10, Market Street, #769
Grand Cayman, KY1 9006
Cayman Islands
Foreign
Representatives'
Counsel: Leyza B. Florin, Esq.
SEQUOR LAW, P.A.
1111 Brickell Avenue, Suite 1250
Miami, FL 33131
Tel: (305) 372-8282
Email: lflorin@sequorlaw.com
Estimated Assets: Unknown
Estimated Debt: Unknown
A full-text copy of the Chapter 15 petition is available for free
on PacerMonitor at:
https://www.pacermonitor.com/view/GXIFCZA/Natural_Capital_Ltd__flsbke-25-10662__0001.0.pdf?mcid=tGE4TAMA
NB 700 LOGAN: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: NB 700 Logan, LLC
180 Avenida La Pata, 2nd Flr
San Clemente, CA 92673
Business Description: NB 700 Logan is a single asset real estate
debtor, as defined in 11 U.S.C. Section 101
(51B).
Chapter 11 Petition Date: January 24, 2025
Court: United States Bankruptcy Court
Central District of California
Case No.: 25-10197
Debtor's Counsel: Eric Bensamochan, Esq.
THE BENSAMOCHAN LAW FIRM, INC.
2566 S. Overland Ave. Suite 650
Los Angeles, CA 90054
Tel: (818) 574-5740
Email: eric@eblawfirm.us
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Patrick Nelson as manager.
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/77Z4GGI/NB_700_Logan_LLC__cacbke-25-10197__0001.0.pdf?mcid=tGE4TAMA
NB 700: Seeks Chapter 11 Bankruptcy Protection in California
------------------------------------------------------------
On January 24, 2025, NB 700 Logan 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 NB 700 Logan LLC
NB 700 Logan LLC is a single-asset real estate company based in San
Clemente, California.
NB 700 Logan LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. C.D. Cal. Case No. 25-10197) on January 24,
2025. In its petition, the Debtor reports estimated assets and
liabilities between $1 million and $10 million each.
Honorable Bankruptcy Judge Scott C. Clarkson handles the case.
The Debtor is represented by:
Eric Bensamochan, Esq.
The Bensamochan Law Firm, Inc.
2566 Overland Ave, Ste 650
Los Angeles, CA 90064
Phone: 818-574-5740
Fax: 818-230-1931
NCL CORP: EUR338MM Bank Debt Trades at 15% Discount
---------------------------------------------------
Participations in a syndicated loan under which NCL Corp Ltd is a
borrower were trading in the secondary market around 84.6
cents-on-the-dollar during the week ended Friday, January 24, 2025,
according to Bloomberg's Evaluated Pricing service data.
The EUR338 million Term loan facility is scheduled to mature on
April 6, 2035. The amount is fully drawn and outstanding.
NCL Corporation Ltd. operates as a cruise line operator. The
Company was founded in 2013 and is based in Miami, Florida. NCL
Corporation Ltd. operates as a subsidiary of Norwegian Cruise Line
Holdings Ltd.
NCL CORP: EUR450MM Bank Debt Trades at 15% Discount
---------------------------------------------------
Participations in a syndicated loan under which NCL Corp Ltd is a
borrower were trading in the secondary market around 84.6
cents-on-the-dollar during the week ended Friday, January 24, 2025,
according to Bloomberg's Evaluated Pricing service data.
The EUR450 million Term loan facility is scheduled to mature on
April 6, 2035. The amount is fully drawn and outstanding.
NCL Corporation Ltd. operates as a cruise line operator. The
Company was founded in 2013 and is based in Miami, Florida. NCL
Corporation Ltd. operates as a subsidiary of Norwegian Cruise Line
Holdings Ltd.
NEOLPHARMA INC: Seeks Bankruptcy Protection in Puerto Rico
----------------------------------------------------------
On January 22, 2025, Neolpharma Inc. filed Chapter 11 protection in
the U.S. Bankruptcy Court for the District of Puerto Rico.
According to court filing, the Debtor reports $21,068,886 in
debt owed to 100 and 199 creditors. The petition states funds will
be available to unsecured creditors.
About Neolpharma Inc.
Neolpharma Inc. is a privately-held company that specializes in the
manufacturing of pharmaceutical products.
Neolpharma Inc. sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D.P.R. Case No.: 25-00188) on January 22,
2025. In its petition, the Debtor reports total assets of
$29,049,165 and total liabilities of $21,068,886.
The Debtor is represented by:
Carmen D. Conde Torres, Esq.
C. CONDE & ASSOC.
254 San Jose Street, 5th Floor
San Juan, PR 00901-1523
Tel: 787-729-2900
Fax: 787-729-2203
E-mail: condecarmen@condelaw.com
NEW LONDON PHARMACY: Seeks Bankruptcy Protection in New York
------------------------------------------------------------
On January 23, 2025, New London Pharmacy Inc. filed Chapter 11
protection in the U.S. Bankruptcy Court for the Southern District
of New York.
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 New London Pharmacy Inc.
New London Pharmacy Inc. is a healthcare business operating at 246
Eighth Avenue in New York City.
New London Pharmacy Inc. sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D.N.Y.Case No. 25-10107) on January 23,
2025. In its petition, the Debtor reports estimated assets and
liabilities between $1 million and $10 million each.
The Debtor is represented by:
Ralph E. Preite, Esq.
Cullen and Dykman LLP
333 Earle Ovington Boulevard, 2nd Floor
Uniondale, NY 11553
Phone: 212-380-6878
Fax: 516-357-3792
NEW LONDON: Voluntary Chapter 11 Case Summary
---------------------------------------------
Debtor: New London Pharmacy Inc.
246 Eighth Avenue
New York, NY 10011
Business Description: The Debtor owns and operates a health care
business, as defined in 11 U.S.C. Section
101 (27A).
Chapter 11 Petition Date: January 23, 2025
Court: United States Bankruptcy Court
Southern District of New York
Case No.: 25-10107
Debtor's Counsel: Ralph E. Preite, Esq.
CULLEN AND DYKMAN LLP
The Omni Building
333 Earle Ovington Boulevard, 2nd Floor
Uniondale, NY 11553
Tel: 516-357-3700
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Avgerini Mouzakitis-Fazio as president.
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/PMJY4GY/New_London_Pharmacy_Inc__nysbke-25-10107__0001.0.pdf?mcid=tGE4TAMA
NORMAN REGIONAL HOSPITAL: S&P Lowers Revenue Bonds Rating to 'B'
----------------------------------------------------------------
S&P Global Ratings lowered its long-term rating five notches to 'B'
from 'BBB-' on the Norman Regional Hospital Authority (NRHA),
Okla.'s series 2016, 2017, and 2019 revenue bonds, issued for
Norman Regional Health System (NRHS). The outlook is negative.
"The downgrade reflects rapid and substantial deterioration in the
hospital's liquidity profile as a result of an unexpected widening
in operating losses and steep cost overruns related to its
facilities transformation project, resulting in days' cash on hand
falling below 20 days as of October 2024 when excluding a $35
million line of credit draw," said S&P Global Ratings credit
analyst John Kennedy.
"Though we observe some financial stabilization in recent months,
the negative outlook reflects the magnitude of continued operating
losses, with the current cash position leaving minimal cushion for
any adverse developments," he added.
A gross revenue pledge of the obligated group secures the bonds.
Environmental, social, and governance (ESG) credit factors for this
change in credit rating/outlook and/or CreditWatch status:
-- Risk management, culture, and oversight
-- Governance structure
NORTH CAROLINA: Hires Anthony DeGirolamo as Legal Counsel
---------------------------------------------------------
North Carolina Properties, LLC seeks approval from the U.S.
Bankruptcy Court for the Northern District of Ohio to employ
Anthony DeGirolamo, Esq., a practicing attorney in Canton, Ohio, to
handle its Chapter 11 case.
Mr. DeGirolamo will charge $395 per hour for his services and $235
per hour for paralegal services. In addition, the attorney will
seek reimbursement for expenses incurred.
The attorney holds $36,408 as a retainer on the Petition Date.
Mr. DeGirolamo disclosed in a court filing that he is a
"disinterested person" pursuant to Section 101(14) of the
Bankruptcy Code.
The attorney can be reached at:
Anthony J. DeGirolamo, Esq.
3930 Fulton Dr., Ste. 100B
Canton, OH 44718
Tel: (330) 305-9700
Fax: (330) 305-9713
Email: tony@ajdlaw7-11.com
About North Carolina Properties, LLC
North Carolina Properties LLC is an Ohio-based real estate company
headquartered in Akron.
North Carolina Properties LLC sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. N.D. Ohio Case No. 25-50059) on
January 15, 2025. In its petition, the Debtor reports estimated
assets and liabilities between $1 million and $10 million each.
Honorable Bankruptcy Judge Alan M. Koschik handles the case.
The Debtor is represented by Anthony J. DeGirolamo, Esq., in
Canton, Ohio.
NORTH CAROLINA: Hires Blake Financial as Financial Advisor
----------------------------------------------------------
North Carolina Properties, LLC seeks approval from the U.S.
Bankruptcy Court for the Northern District of Ohio to employ Blake
Financial Advisory Services, LLC as financial advisor.
The firm's services include:
(a) assisting the Debtor in fulfilling its duties as debtor in
possession; and
(b) assisting the Debtor by providing financial analyses
necessary for the Debtor's plan of reorganization, disclosure
statement, sale of any assets, or other transaction related to the
Debtor's reorganization, and Federal Opportunity Zone consulting.
The firm will be paid at the rate of $350 per hour.
The firm holds a retainer of $4,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Stephen Blake, a partner at Blake Financial Advisory Services, 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:
Stephen Blake
Blake Financial Advisory Services, LLC
20631 Beaconsfield Blvd.
Rocky River, OH 44116
Tel: (480) 982-0477
About North Carolina Properties, LLC
North Carolina Properties LLC is an Ohio-based real estate company
headquartered in Akron.
North Carolina Properties LLC sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. N.D. Ohio Case No. 25-50059) on
January 15, 2025. In its petition, the Debtor reports estimated
assets and liabilities between $1 million and $10 million each.
Honorable Bankruptcy Judge Alan M. Koschik handles the case.
The Debtor is represented by Anthony J. DeGirolamo, Esq., in
Canton, Ohio.
NORTH CAROLINA: Hires Maloney + Novotny as Accountant
-----------------------------------------------------
North Carolina Properties, LLC seeks approval from the U.S.
Bankruptcy Court for the Northern District of Ohio to employ
Maloney + Novotny, LLC as accountant and financial advisor.
The firm's services include:
(a) assisting the Debtor in fulfilling its duties as debtor in
possession;
(b) general accounting services as Maloney provided before the
Petition Date; and
(c) assisting the Debtor by providing financial analyses
necessary for the Debtor’s plan of reorganization, disclosure
statement, sale of any assets, or other transaction related to the
Debtor’s reorganization, and Federal Opportunity Zone
consulting.
The firm will be paid at these rates:
Christopher Villari, CPA, $350 per hour
Partner $350 per hour
Staff $200 to $300 per hour
The firm holds a retainer of $4,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Christopher Villari, CPA, a partner at Maloney + Novotny, 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:
Christopher Villari, CPA
Maloney + Novotny, LLC
1111 Superior Ave., E., Ste. 700
Cleveland, OH 44114
Tel: (216) 363-0100
About North Carolina Properties, LLC
North Carolina Properties LLC is an Ohio-based real estate company
headquartered in Akron.
North Carolina Properties LLC sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. N.D. Ohio Case No. 25-50059) on
January 15, 2025. In its petition, the Debtor reports estimated
assets and liabilities between $1 million and $10 million each.
Honorable Bankruptcy Judge Alan M. Koschik handles the case.
The Debtor is represented by Anthony J. DeGirolamo, Esq., in
Canton, Ohio.
NORTH LIBERTY: Hires Pugh Hagan Prahm PLC as Counsel
----------------------------------------------------
North Liberty Transportation, LLC seeks approval from the U.S.
Bankruptcy Court for the Northern District of Iowa to employ Pugh
Hagan Prahm PLC as counsel.
The firm will provide these services:
a. advise and assist the Debtor with respect to compliance with
the requirements of the U.S. Trustee;
b. advise the Debtor regarding matters of Bankruptcy Law,
including the rights and remedies of the Debtor with regard to his
assets and with respect to the claims of creditors;
c. represent the Debtor in any proceedings or hearings in the
Bankruptcy Court and in any action in any other court where the
Debtor's rights under the Bankruptcy Code may be litigated or
affected;
d. conduct examinations of witnesses, claimants, or adverse
parties and to prepare and assist in the preparation of reports,
accounts, and pleadings related to the Chapter 11 case;
e. advise the Debtor concerning the requirements of the
Bankruptcy Code and applicable rules as the same effect the Debtor
in the proceeding;
f. assist the Debtor in the negotiation, formulation,
confirmation, and implementation of a Chapter 11 Plan;
g. make any court appearances on behalf of the Debtor; and
h. take such other action and perform such other services as the
Debtor may require of the firm in connection with the Chapter 11
case.
The firm will be paid based upon its normal and usual hourly
billing rates. The firm will also be reimbursed for reasonable
out-of-pocket expenses incurred.
The firm received from the Debtor a retainer of $25,000.
Siobhan Briley, Esq., a partner at Pugh Hagan Prahm PLC, 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:
Siobhan Briley, Esq.
Benjamin G. Nielson, Esq.
Pugh Hagan Prahm PLC
425 E. Oakdale Blvd., Suite 201
Coralville, IA 52241
Tel: (319) 351-2028
Email: sbriley@pughhagan.com
bnielson@pughhagan.com
About North Liberty Transportation, LLC
North Liberty Transportation, LLC operates within the General
Freight Trucking sector, providing transportation and logistics
services for a variety of goods across various regions.
North Liberty Transportation sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. N.D. Iowa Case No. 25-00025) on
January 9, 2025. In its petition, the Debtor reported total assets
of $3,422,463 and total liabilities of $4,716,117.
Siobhan Briley, Esq., at Pugh Hagan Prahm, PLC represents the
Debtor as legal counsel.
NORTHVOLT AB: Committee Hires Alvarez as Financial Advisor
----------------------------------------------------------
The official committee of unsecured creditors of Northvolt AB and
its affiliates seeks approval from the U.S. Bankruptcy Court for
the Southern District of Texas to employ Alvarez & Marsal North
America, LLC as financial advisor.
The firm will provide these services:
(a) assist in the assessment and monitoring of cash flow
budgets, liquidity and operating results;
(b) assist in the review of Court disclosures, including, among
other things, schedules of assets and liabilities, statements of
financial affairs, monthly operating reports and periodic reports;
(c) assist in the preparation of analyses required to assess any
proposed use of cash collateral and/or debtor in possession
financings;
(d) assist with the assessment of the Debtors' cash management
system and evaluation of intercompany transactions, including,
among others, intercompany transactions between the Debtors and
their non-Debtor affiliates;
(e) assist in the review of the Debtors' cost/benefit
evaluations with respect to the assumption or rejection of
executory contracts and/or unexpired leases;
(f) assist in the review of other financial information prepared
by the Debtors, including, but not limited to, cash flow
projections and budgets, business plans, cash receipts and
disbursement analyses, asset and liability analyses, and the
economic analyses with respect to proposed transactions for which
Court approval is sought;
(g) assist in the review of any key employee retention plan and
key employee incentive plan and/or management incentive plan
proposed by the Debtors;
(h) attend meetings with the Debtors, the Debtors' lenders and
creditors, potential investors, the Committee, any other official
committees appointed in these Chapter 11 Cases, the U.S. Trustee,
other parties in interest and professionals hired by the same, as
requested;
(i) assist in the review of any tax issues;
(j) assist in the investigation and pursuit of potential causes
of actions;
(k) assist in the review of the Debtors' business plan,
including, among other things, research and evaluation of industry
trends and impact on the go-forward viability of the Debtors'
businesses;
(l) assist with the review of the Debtors' identification of
potential cost right-sizing, including overhead and operating
expenses and efficiency improvements;
(m) assist with the identification of unencumbered assets;
(n) assist with the review of the Debtors' analysis of core
business assets and the potential disposition or liquidation of
non-core assets;
(o) assist in the allocation of sale proceeds;
(p) assist in the review and/or preparation of information and
analysis necessary for the confirmation of a plan in these Chapter
11 Cases, including analyzing entity-level waterfalls and potential
recoveries for unsecured creditors;
(q) assist in the review of claims reconciliation and estimation
processes;
(r) assist in the prosecution of the Committee's motions,
applications or other pleadings and in the Committee
responses/objections to the Debtors' and other parties' motions,
applications or other pleadings, in each case, including attendance
at depositions and provision of expert reports/testimony on case
issues, as required by the Committee; and
(s) render such other general business consulting or such other
assistance as the Committee or its counsel may deem necessary,
consistent with the role of a financial advisor and not duplicative
of services provided by other professionals in these Chapter 11
Cases.
The firm will be paid at these rates:
Managing Directors $1,100 to $1,575 per hour
Directors $850 to $1,100 per hour
Associates $625 to $825 per hour
Analysts $450 to $600 per hour
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Richard Newman, a managing director at Alvarez & Marsal North
America, 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:
Richard Newman
Alvarez & Marsal North America, LLC
540 West Madison Street, Suite 1800
Chicago, IL 60661
Tel: (312) 601-4220
Fax: (312) 332-4599
Email: richard.newman@alvarezandmarsal.com
About Northvolt AB
Northvolt AB was established in 2016 in Stockholm, Sweden.
Pioneering a sustainable model for battery manufacturing, the
company has received orders from several leading automotive
companies. The company is currently delivering batteries from its
first gigafactory, Northvolt Ett, in Skelleftea, Sweden and from
its R&D and industrialization campus, Northvolt Labs, in Vasteras,
Sweden.
On Nov. 21, 2024, Northvolt AB and eight affiliated debtors filed
voluntary petitions for relief under Chapter 11 of the United
States Bankruptcy Code (Bankr. S.D. Tex. Case No. 24-90577).
The cases are before the Honorable Alfredo R. Perez.
Northvolt is being advised by Teneo as its restructuring and
communications advisor. Kirkland & Ellis LLP, A&O Shearman and
Mannheimer Swartling Advokatbyra AB are serving as legal counsel.
The company has also engaged Rothschild & Co to run its marketing
process. Stretto is the claims agent.
NORTHVOLT AB: Committee Hires Ducera as Investment Banker
---------------------------------------------------------
The official committee of unsecured creditors of Northvolt AB and
its affiliates seeks approval from the U.S. Bankruptcy Court for
the Southern District of Texas to employ Ducera Securities LLC as
investment banker.
The firm's services include:
a. familiarizing itself with the Debtors' businesses,
operations, financial condition and capital structure;
b. assisting with the assessment of the Debtors' liquidity and
uses of liquidity and with identifying potential sources of
financing in connection with future transactions;
c. analyzing various Restructuring 4 scenarios and the potential
impact of these scenarios on the Existing Obligations 5 of the
Debtors and the recoveries of those stakeholders impacted by the
Restructuring;
d. providing investment banking and financial advice and
assistance to the Committee in connection with any Restructuring
proposals advanced by the Committee, the Debtors or any other
parties or stakeholders;
e. providing investment banking and financial advice and
assistance to the Committee in structuring any new securities to be
issued by the Debtors in connection with a Restructuring;
f. providing investment banking and financial advice and
assistance to the Committee in connection with any proposed sale of
the Debtors' assets (including any 363 Sale Transaction) or any
financing transactions proposed to be pursued by the Debtors
(including any debtor in possession financing transactions);
g. assisting the Committee and/or participating in negotiations
with the Debtors, the Committee and any other entities or groups
affected by the Restructuring; and
h. participating in hearings before the Court and providing
expert testimony and litigation support services, as requested from
time to time by the Committee, regarding any of the matters to
which Ducera is providing services; and
i. rendering such other advisory and investment banking
services as may from time to time be agreed upon by the Committee
and Ducera.
The firm will be paid as follows:
a. Monthly Advisory Fee: A nonrefundable monthly cash fee of
$150,000, due and payable each month during the engagement (the
"Monthly Advisory Fee"). The first Monthly Advisory Fee and any
additional Monthly Advisory Fees accrued from the effective date of
Ducera's retention through the entry of an order of the Court
approving Ducera's retention by the Committee shall be payable upon
the entry of such order, subject to any other applicable orders of
the Court. The Monthly Advisory Fee shall be payable until the
earlier of: (1) the consummation of a Restructuring or (2) the
termination of Ducera's services by the Committee.
b. Restructuring Fee: A restructuring fee of $5,000,000 (the
"Restructuring Fee") that shall be due and payable upon
consummation of any Restructuring.
c. Monthly Fee Credit: Ducera shall credit $75,000 per month of
its Monthly Advisory Fees actually paid against any Restructuring
Fee commencing after payment of the third (3rd ) full Monthly
Advisory Fee (the "Monthly Fee Credit"); provided, that any Monthly
Advisor Fees that are paid following the consummation of the
Restructuring and payment of the Restructuring Fee shall be reduced
by 50 percent in order to implement the Monthly Fee Credit.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Michael Genereux, a managing director at Ducera Partners, disclosed
in a court filing that the firm is a "disinterested person" as
defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Michael Genereux
Ducera Partners, LLC
11 Times Square, 36th Floor
New York, NY 10036
Telephone: (212) 671-9700
About Northvolt AB
Northvolt AB was established in 2016 in Stockholm, Sweden.
Pioneering a sustainable model for battery manufacturing, the
company has received orders from several leading automotive
companies. The company is currently delivering batteries from its
first gigafactory, Northvolt Ett, in Skelleftea, Sweden and from
its R&D and industrialization campus, Northvolt Labs, in Vasteras,
Sweden.
On Nov. 21, 2024, Northvolt AB and eight affiliated debtors filed
voluntary petitions for relief under Chapter 11 of the United
States Bankruptcy Code (Bankr. S.D. Tex. Case No. 24-90577).
The cases are before the Honorable Alfredo R. Perez.
Northvolt is being advised by Teneo as its restructuring and
communications advisor. Kirkland & Ellis LLP, A&O Shearman and
Mannheimer Swartling Advokatbyra AB are serving as legal counsel.
The company has also engaged Rothschild & Co to run its marketing
process. Stretto is the claims agent.
NORTHVOLT AB: Moderate Party Wants Probe in Ex-PM's Role in Deal
----------------------------------------------------------------
Christopher Jungstedt of Bloomberg Law reports that a political
clash has erupted in Sweden following the bankruptcy of battery
maker Northvolt AB, which has left state-owned pension funds facing
substantial losses.
The Moderate Party has referred former Prime Minister Magdalena
Andersson to the Committee on the Constitution, seeking an
investigation into potential undue influence when the AP funds
began investing in Northvolt, TT reports.
Andersson, serving as finance minister in 2021, oversaw the
department responsible for the funds, the report states.
About Northvolt AB
Northvolt AB was established in 2016 in Stockholm, Sweden.
Pioneering a sustainable model for battery manufacturing, the
company has received orders from several leading automotive
companies. The company is currently delivering batteries from its
first gigafactory, Northvolt Ett, in Skelleftea, Sweden and from
its R&D and industrialization campus, Northvolt Labs, in Vasteras,
Sweden.
On Nov. 21, 2024, Northvolt AB and eight affiliated debtors filed
voluntary petitions for relief under Chapter 11 of the United
States Bankruptcy Code (Bankr. S.D. Tex. Case No. 24-90577).
The cases are before the Honorable Alfredo R. Perez.
Northvolt is being advised by Teneo as its restructuring and
communications advisor. Kirkland & Ellis LLP, A&O Shearman and
Mannheimer Swartling Advokatbyra AB are serving as legal counsel.
The company has also engaged Rothschild & Co to run its marketing
process. Stretto is the claims agent.
NP HAMPTON RIDGE: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: NP Hampton Ridge, LLC
180 Avenida La Pata, 2nd Flr
San Clemente, CA 92673
Business Description: NP Hampton Ridge is a single asset real
estate debtor, as defined in 11 U.S.C.
Section 101(51B).
Chapter 11 Petition Date: January 24, 2025
Court: United States Bankruptcy Court
Central District of California
Case No.: 25-10199
Judge: Hon. Scott C. Clarkson
Debtor's Counsel: Eric Bensamochan, Esq.
THE BENSAMOCHAN LAW FIRM, INC.
2566 S. Overland Ave. Suite 650
Los Angeles, CA 90054
Tel: (818) 574-5740
Email: eric@eblawfirm.us
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Patrick Nelson as manager.
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/UNMVHEQ/NP_Hampton_Ridge_LLC__cacbke-25-10199__0001.0.pdf?mcid=tGE4TAMA
NP HAMPTON: Seeks Chapter 11 Bankruptcy Protection in California
----------------------------------------------------------------
On January 24, 2025, NP Hampton Ridge LLC filed Chapter 11
protection in the U.S. Bankruptcy Court for the Central District
of California.
According to court filing, the Debtor reports in debt owed to 1
and 49 creditors. The petition states funds will be available to
unsecured creditors.
About NP Hampton Ridge LLC
NP Hampton Ridge LLC is a single asset real estate company based in
San Clemente, California.
NP Hampton Ridge LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. C.D. Cal. Case No. 25-10199) on January
24, 2025. In its petition, the Debtor reports estimated assets and
liabilities between $1 million and $10 million each.
Honorable Bankruptcy Judge Scott C. Clarkson handles the case.
The Debtor is represented by:
Eric Bensamochan, Esq.
The Bensamochan Law Firm, Inc.
2566 Overland Ave, Ste 650
Los Angeles, CA 90064
Phone: 818-574-5740
Fax: 818-230-1931
ODI OLDCO: Hires CliftonLarsonAllen LLP as Accountant
-----------------------------------------------------
ODI Oldco, Inc. and its affiliates seek approval from the U.S.
Bankruptcy Court for the Northern District of Illinois to employ
CliftonLarsonAllen LLP as accountant.
The firm will provide these services:
i. Preparation and filing of their 2024 and 2025 (final) federal
income tax and applicable state income tax returns;
ii. Reconciliation of sales tax obligations to various states;
iii. Advice and preparation of any tax documents relevant to the
Debtors' sale of the ODI Business;
iv. Analysis of claims asserted by taxing authorities; and
v. General tax-related advice that may arise in connection with
the case going forward, including the proposal and confirmation of
a liquidating chapter 11 plan.
The firm will be paid at these rates:
Associates $180 to 250 per hour
Senior Associates $250 to 350 per hour
Managers/Directors $350 to 480 per hour
Principals $480 to 750 per hour
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Nicholas Romanelli, a principal at CliftonLarsonAllen 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:
Nicholas Romanelli
CliftonLarsonAllen LLP
2021 Spring Road Suite 200
Oak Brook, IL 60523
Tel: (630) 954-8159
About ODI Oldco, Inc.
Oberweis Dairy, Inc. is a dairy product manufacturing business in
North Aurora, Ill.
Oberweis Dairy and its affiliates filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ill.
Lead Case No. 24-05385) on April 12, 2024. In the petition signed
by Adam Kraber, president, Oberweis Dairy disclosed up to $50
million in both assets and liabilities.
Judge David D. Cleary oversees the cases.
The Debtors tapped Howard L. Adelman, Esq., at Adelman &
Gettleman,Ltd. as legal counsel and CPT Group, Inc. as noticing,
claims, and solicitation agent.
ONDAS HOLDINGS: Unit Secures $2.93M Investment
----------------------------------------------
As previously disclosed, on November 13, 2024, Ondas Networks Inc.,
a subsidiary of Ondas Holdings Inc. entered into that certain
Securities Purchase Agreement, for an aggregate investment of $2.07
million in Networks. The November Agreement was entered into by and
among Networks and a private investor group, including Charles &
Potomac Capital, LLC, an entity affiliated with Joseph Popolo, a
Board Member of the Company, for the sale of secured convertible
promissory notes in the aggregate amount of $2.07 million. The
November Notes will:
(i) bear an interest at a rate of 10% per annum,
(ii) have a maturity date of September 30, 2025,
(iii) be secured by all assets of Networks, provided however
such secured obligation shall be subordinate to that certain
secured note, dated September 3, 2024, by and between Networks and
the Lead Investor, and
(iv) at the option of the Lead Investor, be convertible into
securities of Networks at the time of the closing of:
(A) a Corporate Transaction or
(B) a subsequent offering of securities of Networks.
Pursuant to the November Agreement, Networks issued the private
investor group warrants to purchase 50,082 shares of senior
preferred stock, $0.00001 par value per share, at an exercise price
of $20.65 per share and exercisable commencing on the date of
issuance through the fifth anniversary of the date of issuance.
Additionnaly, Networks noted that it may hold one or more
subsequent closings at any time prior to January 15, 2025, unless
otherwise extended, to sell additional Securities in an aggregate
principal amount up to $2.93 million.
On January 15, 2025, Networks entered into that certain Securities
Purchase Agreement, for an aggregate investment of $2.93 million in
Networks. The January Agreement was entered into by and among
Networks and a private investor group for the sale of secured
convertible promissory notes in the aggregate amount of $2.93
million. The January Notes will:
(i) bear an interest at a rate of 10% per annum,
(ii) have a maturity date of September 30, 2025,
(iii) be secured by all assets of Networks, provided however
such secured obligation shall be subordinate to that certain
secured note, dated September 3, 2024, by and between Networks and
the Lead Investor, and
(iv) at the option of the Lead Investor, be convertible into
securities of Networks at the time of the closing of:
(A) a Corporate Transaction or
(B) a subsequent offering of securities of Networks.
Pursuant to the January Agreement, Networks issued the private
investor group warrants to purchase 70,947 shares of senior
preferred stock, $0.00001 par value per share, at an exercise price
of $20.65 per share and exercisable commencing on the date of
issuance through the fifth anniversary of the date of issuance.
The issuance of the New Securities were exempt from registration
requirements of the Securities Act of 1933, as amended, pursuant to
Section 4(a)(2) of such Securities Act and Regulation D promulgated
thereunder based upon the representations of each of the investors
that it was an "accredited investor" (as defined under Rule 501 of
Regulation D) and that it was purchasing such securities without a
present view toward a distribution of the securities. In addition,
there was no general advertisement conducted in connection with the
sale of the New Securities.
About Ondas Holdings
Marlborough, Mass.-based Ondas Holdings Inc. is a provider of
private wireless, drone, and automated data solutions through its
subsidiaries Ondas Networks Inc., Ondas Autonomous Holdings Inc.,
Airobotics, Ltd, and American Robotics, Inc. Ondas Networks,
American Robotics, and Airobotics together provide users in
defense, homeland security, public safety, and other critical
industrial and government security and infrastructure markets with
improved connectivity, situational awareness, and data collection
and information processing capabilities.
Somerset, N.J.-based Rosenberg Rich Baker Berman, P.A., the
Company's auditor since 2017, issued a "going concern"
qualification in its report dated April 1, 2024, citing that the
Company has experienced recurring losses from operations, negative
cash flows from operations, and a working capital deficit as of
Dec. 31, 2023.
As of September 30, 2024, Ondas Holdings had $80,158,656 in total
assets, $47,063,442 in total liabilities, $18,176,422 in redeemable
noncontrolling interest, and $14,918,792 in total shareholders'
equity.
ORIGINAL MOWBRAY'S: Has Deal on Cash Collateral Access
------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California,
Santa Ana Division approved a stipulation between The Original
Mowbray's Tree Service, Inc. and PNC Bank, N.A., allowing the
Debtor to use cash collateral.
The Debtor requires the use of cash collateral to pay reasonable
and necessary operating expenses, and expenses to administer its
Chapter 11 case.
On October 28, 2022, the parties entered into a loan agreement,
providing the Debtor with a secured revolving line of credit not to
exceed $20 million and letters of credit not to exceed $5 million.
The PNC Loan is secured by the Prepetition Collateral, as further
described in the security agreement dated as of October 28, 2022,
between PNC and the Debtor.
The PNC Loan was a 12-month loan that matured in October 2023.
As of the Petition Date, the Debtor owed PNC approximately $7.1
million in principal under the PNC Loan, which is secured by first
priority perfected liens in favor of PNC on the Prepetition
Collateral.
The parties agreed that the Debtor may use cash collateral to pay
the expenses set forth in the Initial Budget and further budget(s)
that may be prepared by the Debtor and approved by PNC in its sole
discretion or the Bankruptcy Court.
Beginning in February 2025, on or before the 15th day of each
calendar month during the Cash Collateral Period, the Debtor will
pay to PNC the amount of $150,000.
The Debtor is required to comply with these milestones:
a. The Debtor must file a chapter 11 plan and a disclosure
statement by February 28, 2025;
b. An order by the Court approving the Debtor's disclosure
statement must be entered by April 30, 2025; and
c. An order by the Court confirming the Debtor's chapter 11 plan
must be entered by June 30, 2025.
Each Milestone can be extended by the Debtor for up to 30 days with
the written consent of PNC in its sole discretion.
As adequate protection, PNC will receive Monthly Payments, in the
amount of $150,000. PNC will also receive perfected and continuing
replacement security interests in, and replacement liens upon, on
all of the Debtor's currently owned or hereafter acquired personal
property and assets and a superpriority administrative claim in 11
U.S.C. sections 503 and 507(b) with priority over any and all
administrative expenses or priority claims against the Debtor.
A copy of the stipulation is available at
https://urlcurt.com/u?l=qxOtaX from PacerMonitor.com.
About The Original Mowbray's Tree
Service
Original Mowbray's Tree Service Inc., doing business as Mowbray's
Tree Service, is a family owned and operated business committed to
providing its client-partners with solution to their vegetation
management needs. It offers hazard tree mitigation, integrated
vegetation management, mechanized tree removal, emergency
response,
crane services, and green waste & debris management.
Original Mowbray's Tree Service sought relief under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. C.D. Calif. Case No. 24-12674) on
Oct. 18, 2024, with $10 million to $50 million in both assets and
liabilities. Brian Weiss, chief restructuring officer, signed the
petition.
Judge Theodor Albert oversees the case.
The Debtor is represented by Robert S. Marticello, Esq. At Raines
Feldman Littrell LLP.
PNC Bank, NA, as lender, is represented by Michael B. Lubic, Esq.,
at K&L Gates LLP.
OUR TOWN: To Sell Family Houses to 257 West Lake for $499K
----------------------------------------------------------
Our Town Realestate LLC seeks permission from the U.S. Bankruptcy
Court for the Northern District of Georgia, Atlanta Division, to
sell its Property to 257 West Lake LLC and/or assigns outside of
the ordinary course of business, free and clear of all liens,
claims, and encumbrances.
The Debtor owns four single family houses in Atlanta, Fulton
County, Georgia for rent and/or sale. One of the houses has a local
address of 257 W. Lake Ave. NW, Atlanta, GA 30314 being a 4
bedroom, 3 bath, Craftsman style house having gross livable space
of 2,005 square feet. The Property appraised as of November 11,
2024 for $500,000.
Tamara Miles Ogier was appointed Subchapter V Trustee of the case.
The Debtor and the Buyer enter into an agreement to sell the
Property in the gross purchase price of $499,000. Earnest money in
the amount of $3,000 to be held in trust by The Andrews Law Firm as
escrow agent. The Closing is to occur within 10 days of bankruptcy
Court approval of the Sale Agreement.
Trident Realty Investment LLC holds a deed to secure debt on the
Property with an asserted claim of $359,847.78.
The sale is to be conducted free and clear of all liens, claims,
encumbrances and interests.
The mortgage payoff to Trident in the asserted amount $359,847.78
with the exact amount of the payment to be verified by appropriate
payoff letter provided by Trident prior to closing.
About Our Town Realestate LLC
Our Town RealEstate, LLC sought relief under Subchapter V of
Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No.
24-62744) on December 2, 2024. In the petition filed by Al
McKeithan, as manager, the Debtor reports estimated assets and
liabilities between $1 million and $10 million each.
Honorable Bankruptcy Judge Paul W. Bonapfel handles the case.
The Debtor is represented by Paul Reece Marr, Esq. at PAUL REECE
MARR, P.C.
PARKER HEATING: Unsecureds to Split $36K via Quarterly Payments
---------------------------------------------------------------
Parker Heating & Cooling, Inc., submitted a First Amended
Subchapter V Plan of Reorganization dated January 17, 2025.
Pursuant to the Plan, the Debtor proposes to pay its Creditors,
after confirmation and the Effective Date of the Plan, from a
combination of monies that Debtor has accumulated during this
Chapter 11 Case and future income received by Debtor for five years
following the Effective Date of the Plan.
This Plan provides for eleven classes of Secured Claims; one Class
of Priority Claims; one Class of Unsecured Claims; and one Class of
Allowed Interests. This Plan also provides for the payment of
Administrative Expense Claims and Priority Tax Claims.
The Debtor has scheduled Disputed Claims and undisputed Claims in
the amount of $1,144,891.09 Secured, $95,191.78 Priority, and
$216,170.42 General Unsecured.
The claims register in Debtor's Case reports the following Claims
filed: $362,731.13 Secured, $96,431.95 Priority, and $565,368.06
General Unsecured. Many Claims are filed for the same or similar
amount as that scheduled by Debtor. This Plan resolves all Claims
that have been filed.
Class 13 consists of General Unsecured Claims. The holders of
Allowed General Unsecured Claims will receive an aggregate amount
equal to Debtor's projected income of $35,676.96 beginning one year
following the confirmation of the Plan and continuing for four
years or until the holders of Allowed Class 13 Claims are paid in
full, whichever is shorter. Such payments shall be made through
sixteen quarterly payments of $2,973.08 (the "Quarterly Unsecured
Payments").
In addition, the Debtor shall maintain records regarding Debtor's
Excess Monthly Income. Debtor shall retain a reserve of funds in
the event that Debtor's Excess Monthly Income exceeds projections
equal to the excess amount. At the end of Plan Period, if Debtor's
actual net Excess Monthly Income exceeded $35,676.96 during the
Plan Period, Debtor shall cause to be disbursed the amount equal to
this the total net Excess Monthly income above $35,676.96. General
Unsecured Claims in Class 13 are Impaired, and the holders thereof
are entitled to vote to accept or reject the Plan.
Class 14 consists of all Allowed Interests in Debtor. All Class 14
Allowed Interests will be retained on the Effective Date and
therefore are unimpaired under the Plan.
All of Debtor's Projected Excess Monthly Income will be used to
fund the Plan. After resolution through this Plan and the payment
of critical vendors in the first year of the plan, Debtor's cash
flow will increase substantially without the interference of
levies, high interest rate automatic draws, and other restrictions
on Debtor's cash flow.
A full-text copy of the First Amended Subchapter V Plan dated
January 17, 2025 is available at https://urlcurt.com/u?l=7RbMWY
from PacerMonitor.com at no charge.
Attorneys for the Debtor:
Robert E. Eggman, Esq.
Thomas H. Riske, Esq.
Nathan R. Wallace, Esq.
Carmody MacDonald P.C.
12 S. Central Ave., Suite 1800
St. Louis, MO 63105
Telephone: (314) 854-8600
Facsimile: (314) 854-8600
Email: ree@carmodymacdonald.com
About Parker Heating & Cooling
Parker Heating & Cooling, Inc., provides heating and air
conditioning services. The company is based in Marion, Ill.
Parker filed its voluntary petition for relief under Chapter 11 of
the Bankruptcy Code (Bankr. S.D. Ill. Case No. 24-40304) on Aug. 5,
2024, listing $329,222 in assets and $1,456,253 in liabilities.
Parker President Jerry Parker signed the petition.
Judge Laura K. Grandy presides over the case.
Robert E. Eggmann, Esq., at Carmody MacDonald, P.C., is the
Debtor's legal counsel.
PARTY CITY: Reaches Deal to Sell Assets, Brand to Ad Populum Unit
-----------------------------------------------------------------
Zoe Ma of Bloomberg News reports that Party City Holdco has reached
a stalking horse agreement to sell the majority of its intellectual
property and related wholesale operating intangible assets to New
Amscan PC, an Ad Populum affiliate.
The sale is part of Party City's Chapter 11 bankruptcy proceedings,
the report relates. The agreement is subject to competing offers
and bankruptcy court approval.
The bid deadline is February 4, 2025 with an auction scheduled for
February 6, 2025, according to report.
Hilco Streambank and Gordon Brothers Brands are managing the sale
process, the report states.
About Party City Holdco
Party City Holdco Inc. (NYSE: PRTY) is the global leader in the
celebrations' industry, with its offerings spanning more than 70
countries around the world. It is also the largest designer,
manufacturer, distributor, and retailer of party goods in North
America. Party City Holdco had 761 company-owned stores as of
September 2022. It is headquartered in Woodcliff Lake, N.J. with
additional locations throughout the Americas and Asia.
Party City Holdco and its domestic subsidiaries sought protection
under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Texas
Lead Case No. 23-90005). As of Sept. 30, 2022, Party City Holdco
had total assets of $2,869,248,000 against total debt of
$3,022,960,000.
Judge David R. Jones oversees the cases.
The Debtors tapped Paul, Weiss, Rifkind, Wharton & Garrison, LLP,
as legal counsel; Moelis & Company, LLC as investment banker;
AlixPartners, LLP as financial advisor; A&G Realty Partners as real
estate advisor; and Kroll as the claims agent.
PricewaterhouseCoopers LLP (PwC) provides accounting and valuation
advisory services, tax-related services, and internal audit
Sarbanes-Oxley Act support services.
Davis Polk & Wardwell, LLP and Lazard serve as legal counsel and
investment banker, respectively, to the ad hoc group of first lien
holders.
The U.S. Trustee for Region 6 appointed an official committee to
represent unsecured creditors in the Chapter 11 cases. The
committee is represented by Pachulski Stang Ziehl & Jones, LLP.
PASKEY INCORPORATED: Seeks to Sell 11 Pick-Up Trucks
----------------------------------------------------
Paskey Incorporated seeks permission from the U.S. Bankruptcy Court
for the Southern District of Texas, Houston Division, in an amended
motion, to sell 11 pick-up trucks.
The Debtor is a Texas corporation formed in 2007 and operates as a
general contractor, providing excavation and site preparation
services for real estate
development and various municipal service providers.
The Debtor's last remaining construction agreement was for River
Ranch One Investments, Ltd. The Debtor and River Ranch attended
mediation that resulted in a settlement agreement under which River
Ranch is to pay Debtor $854,000 amount as final consideration for
all work Debtor performed under the Contract.
The Debtor requests to sell the vehicles in order to start winding
down its operations, to satisfy the debt obligations secured by
each vehicle,
to raise capital for the benefit of the creditors, as well as to
divest assets in anticipation of the resolution of the proceeding.
According to the Debtor, sound business judgment supports the sale
of the vehicles, and adequate protection will be provided to the
lienholders of those vehicles because the proceeds from the sale
are expected to satisfy the balance of the liens secured by each
truck.
To the extent any proceeds remain after the payoff amount on each
vehicle is satisfied, the remaining proceeds will be used to pay
Debtor's other financial obligations in accordance with a plan of
reorganization to be filed on or before January 31, 2025, and help
move this bankruptcy case towards completion.
About Paskey Incorporated
Paskey Incorporated is a general contractor in La Porte, Texas.
Paskey Incorporated sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Case No. 24-90433) on July 28,
2024. In the petition filed by Curtis W. Paskey, as president, the
Debtor reports estimated assets and liabilities between $1 million
and $10 million each.
The Honorable Bankruptcy Judge Alfredo R. Perez oversees the case.
The Debtor is represented by Bennett G. Fisher, Esq. at LEWIS
BRISBOIS BISGAARD & SMITH.
PATTERN ENERGY: Fitch Affirms 'BB-' LongTerm IDR, Outlook Stable
----------------------------------------------------------------
Fitch Ratings has affirmed Pattern Energy Operations LP's (PEO)
Long-Term Issuer Default Rating (IDR) at 'BB-'. The Rating Outlook
is Stable. Fitch has also affirmed PEO's senior unsecured notes due
2028 at 'BB-' with a Recovery Rating of 'RR4'.
PEO's ratings reflect its long-term contracted cash flows from its
portfolio of mostly wind projects and the expected return to a
conservative leverage profile. Fitch expects PEO's holdco-only FFO
leverage to improve to low 4x in 2025 and further improve in 2026
with the dropdown of the SunZia wind project. Fitch calculates
PEO's credit metrics on a deconsolidated basis as its assets are
financed with non-recourse project debt.
The rating affirmation anticipates the company's ultimate adherence
to its stated financial policies. Unexpected project delays or cost
overruns on the SunZia project or failure to return PEO's leverage
to the company's stated target may result in a negative rating
action.
Key Rating Drivers
SunZia Project Remains On-Track: PEO's parent, Pattern Energy Group
LP (PEGLP; not rated) is developing the SunZia project, which
includes 3.5GW of wind resources and 553 miles of high-voltage
transmission lines. Once completed, the SunZia project will provide
renewable energy produced in eastern and central New Mexico to
customers in Arizona and California, and is complementary to solar
generation in the Southwest.
PEGLP plans to drop SunZia down to PEO around the time commercial
operations begin, which is expected in May 2026. The addition of
SunZia's cashflow will enhance PEO's asset quality, market position
and project distributions. Fitch expects the addition of SunZia
cash flows will result in significantly improved credit metrics.
However, the project addition will heighten PEO's limited
diversification in terms of geographic location, technology and
project distribution.
Limited Portfolio Diversification: PEO's fleet is comprised of
nearly 100% wind, which exposes PEO to higher resource
variabilities as wind resources are more volatile than solar. PEGLP
is developing several solar projects, but Fitch expects wind to be
the dominant generation sources in the medium term with the
addition of SunZia. Until the commercial operations of SunZia,
Western Spirit Wind (1.05GW) will be the largest source of cash
flow accounting for around 40% of project distributions. Upon
operations, SunZia is expected to comprise around 50% of
distributions and Western Spirit around 20%.
High concentration heightens the resource volatility risk,
especially in New Mexico where both the SunZia project and Western
Spirit are located. Upon completion of SunZia, PEO will be the
largest renewable generation supplier to the state of California.
California Independent System Operator (CAISO) is expected to
account for around 50% of PEO's sales. Once SunZia is operational,
PEO will own 860 miles of high voltage transmission, which will add
some diversity to cashflows.
High Quality and Contracted Portfolio: Approximately 89% of the
total power generation of PEO's projects are contracted with
investment grade off-takers, with a remaining weighted average
contract life of 11 years and average off-taker rating of mid-A.
PEO structures most of its projects as investment-grade. All
projects except for Western Interconnect have a required debt
service coverage ratio (DSCR) of 1.2x.
Expected Return to Financial Targets: PEO management has
articulated a clear financial target of corporate debt to EBITDA
between 3x and 4x, which closely follows Fitch's metric of
holdco-only FFO leverage. Fitch expects that for YE 2024 PEO will
be outside of its stated downgrade metric of holdco-only FFO
leverage of 4.5x. However, PEO is expected to be within the metric
by YE 2025 due to increased project cash flow. PEO's leverage ratio
is tracked by the management team monthly, monitored by the board
of directors and communicated with bond investors quarterly.
Announced Ownership Change: PEO's parent was taken private in 2020
with Canada Pension Plan Investment Board (CPPIB) as a majority
owner (72%) along with Riverstone Holdings LLC (26%) and management
(2%). PEO announced in December 2024 that a consortium headed by
APG Asset Management N.V., on behalf of the largest Dutch pension
fund, ABP, and Australian Retirement Trust will acquire
Riverstone's equity stake in the company. Fitch views the addition
of the Dutch and Australian pension funds positively given the
expectation that they will be supportive long-term investors, along
with CPPIB.
Parent-Subsidiary Linkages (PSL): Fitch rates PEO on standalone
basis and does not apply PSL between PEO and PEGLP, due to lack of
transparency at PEGLP level. PEO and its financing companies have
their own credit facilities. PEO holds only operational assets, but
it can lend its liquidity to the development affiliates. However,
PEO's financial policies provide credit protection for PEO. Fitch
does not apply PSL between PEO and CPPIB as the latter acts as a
financial investor.
Derivation Summary
PEO compares favorably to other private yieldcos such as Leeward
Renewables Energy Operations (LREO; BB-/Stable), Terraform Power
Operating LLC. (TERPO; BB-/Stable), and Atlantica Sustainable
Infrastructure plc (Atlantica; BB-/Stable), all of which own and
operate portfolios of nonrecourse projects. Fitch views LREO as
PEO's closest peer due to similar wind portfolio, size and company
structure.
PEO and LREO's nearly 100% wind generation assets exhibit more
resource variability, which Fitch sees as a negative. In
comparison, Atlantica's solar projects accounts for approximately
60% of total renewable projects' distributions. TERP's portfolio
consists of 43% solar and 57% wind projects in terms of
capacities.
PEO's operating scale (3.6 GW proportionate capacity) is larger
than Atlantica and LREO but smaller than TERPO. PEO's long-term
contracted fleet has a remaining contracted life of 11 years,
compared with Atlantica's 12 years, TERPO's 11 years and LREO's
eight years. Nearly 100% of Atlantica's output is contracted or
regulated, compared with PEO's 89%, LREO's 80% and TERPO's 96%.
Fitch forecasts PEO's holdco-only FFO leverage to be in the low 4x
area by the end of 2025. LREO's holdco-only FFO leverage is
expected to average below 3.5x from 2025-2028. Atlantica's
holdco-only FFO leverage is expected to improve to mid-5.0x by 2026
from 6.0x immediately following the closure of the take-private
transaction of Atlantica in 2024.
Key Assumptions
- Fitch has used P50 to determine its rating case production
assumption;
- PEO will drop down SunZia upon COD in 2026 with no net cash
cost;
- The USD250 million bridge loan is repaid in 2025;
- Exclusion of non-recourse project debt;
- No asset sales in 2025.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- Holdco-only FFO leverage at or above 4.5x on a sustained basis;
- Inability to mitigate the execution risk of the group's
development business, especially SunZia, resulting in negative
deviation from financial policies;
- Underperformance in the underlying assets that lends material
variability or shortfall to expected project distributions on a
sustained basis;
- Lack of access to capital that leads PEO to deviate from its
target capital structure.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Holdco-only FFO leverage below 3.5x on a sustained basis;
- A track record of adhering to the management stated financial
policies with corporate debt to EBITDA between 3.0x and 4.0x;
- Improved diversification by generation sources and project's
distribution.
Liquidity and Debt Structure
PEO had total corporate liquidity of USD829 million as of Sept. 30,
2024, including USD152 million of unrestricted cash balance and
USD677 million availability under corporate revolvers and letter of
credit (LC) facilities. In June 2024, certain subsidiaries of PEO,
including Pattern US Finance Company LLC (PUSFC) and Pattern Canada
Finance Company ULC (PCFC), amended their existing secured
corporate revolving credit facility to increase total commitments
to USD600 million and extend maturity to 2028.
As of Sept. 30, 2024, approximately USD349 million was available
for borrowing under the corporate revolver. PUSFC, PCFC and certain
subsidiaries of PEO also entered into various LC facilities, with
termination dates in August 2026. Total outstanding amounts under
these facilities were USD240 million as of Sept. 30, 2024, with
USD328 million available for borrowing.
On Dec. 19, 2023, PEO and its subsidiaries entered into a USD250
million term loan due 2026 to temporarily fund the SunZia project.
Management expects to repay the term loan following SunZia COD.
Financial covenants of corporate revolver, LC facilities and the
USD250 million term loan include first-lien leverage ratio below
3.5x and interest coverage ratio exceeding 1.75x. As of Sept. 30,
2024, borrowers are compliant with the covenants.
Issuer Profile
PEO is a renewable energy provider that currently owns 26 renewable
energy projects located in the U.S. and Canada, with an operating
capacity of approximately 5.5GW as of Sept. 30, 2024.
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
----------- ------ -------- -----
Pattern Energy
Operations LP LT IDR BB- Affirmed BB-
senior unsecured LT BB- Affirmed RR4 BB-
PERATON CORP: $1.34BB Bank Debt Trades at 16% Discount
------------------------------------------------------
Participations in a syndicated loan under which Peraton Corp is a
borrower were trading in the secondary market around 84.4
cents-on-the-dollar during the week ended Friday, January 24, 2025,
according to Bloomberg's Evaluated Pricing service data.
The $1.34 billion Term loan facility is scheduled to mature on
February 1, 2029. The amount is fully drawn and outstanding.
Peraton Corp., headquartered in Reston, Virginia, is a provider of
communications networks and systems, enterprise IT and mission
support for federal agencies. The company is owned by Veritas
Capital.
PG&E CORP: Fitch Affirms BB+ Issuer Default Rating, Outlook Pos.
----------------------------------------------------------------
Fitch Ratings has affirmed PG&E Corporation's (PCG) and Pacific Gas
and Electric Company's (PG&E) 'BB+' Issuer Default Ratings. The
Rating Outlook for PCG and PG&E is Positive.
The rating action considers heightened wildfire risk and potential
drawdown of the Assembly Bill (AB) 1054 Wildfire Fund (Fund) by
Southern California Edison Company (SCE; BBB/Stable) from the
recent outbreak of catastrophic firestorms in Los Angeles and
Ventura Counties (LA Fires). Fitch believes any potential drawdown
of the Fund will prove manageable in the near to intermediate term
from a PCG/PG&E credit perspective.
Key Rating Drivers
Pending Credit-Related Developments: Further information regarding
the cause of the LA Fires will be crucial in its assessment of
wildfire-related operating risk and the effectiveness of IOU
programs in addressing wildfire resilience in California. In
addition, continuation of legislative/regulatory support in the
wake of the LA Fires will be a significant consideration for credit
quality. The legislative/regulatory environment has been
supportive. PG&E and SCE have made good progress enhancing wildfire
resilience, trends Fitch believes will continue. The potential size
of the liability is also a key factor.
LA Fires Heighten Uncertainty: One of the most destructive of the
LA Fires, the Eaton Fire, is burning in SCE's service territory. If
investigating agencies determine that SCE equipment was involved in
ignition of the Eaton Fire, the resulting drawdown from the Fund by
SCE could be significant. As a result, protection provided by the
Fund to PG&E and the other participating investor owned utilities
(IOU) could be meaningfully reduced, a key credit concern.
Investigation Underway: Investigation into the cause of the LA
Fires is underway. Timing of the investigation is uncertain. Fire
investigations have historically taken up to more than a year to be
completed, but sometimes may be concluded more quickly. For
example, determination of the cause of the October 2017 Tubbs Fire
by the California Department of Forestry and Fire Prevention (Cal
Fire) took approximately 15 months.
Large Fund Withdrawals Possible: Fund withdrawals are likely
following a determination that SCE's equipment was involved in
ignition of the Eaton Fire, considering the large size of the fire
and number of structures destroyed. Under inverse condemnation,
negotiations and payment of third-party liabilities would unfold
over the next couple of years. After more than $1 billion of
payments are disbursed, SCE would likely begin to draw from the
Fund. Liabilities incurred by SCE could be large, significantly
reducing the strength of the Fund over several years.
Cause of Fire: The cause of the Eaton Fire is yet to be determined.
SCE shut down its distribution system before the ignition of the
Eaton Fire and reviewed transmission asset performance in the area
of the fire. SCE reviewed data from 12 hours before to one hour
after the Eaton Fire ignition and found no anomalies. This is a
constructive, although inconclusive, finding.
Final Investigation Results Impactful: A final determination that
SCE equipment did not cause the Eaton Fire would be a significant
credit positive for PG&E, supporting the effectiveness of the IOUs'
wildfire mitigation plans. In addition, it would remove SCE's need
to access the Fund and alleviate concerns regarding the strength of
the Fund.
Legislative Protections: The Fund provides a $21 billion liquidity
source to shield PG&E and the other participating IOUs from
liquidity and funding challenges associated with large
firestorm-related liabilities. AB 1054, in addition to the Fund,
authorized a wildfire mitigation certification process to support
IOUs' efforts to enhance resilience with a clear prudence standard,
a cap on potential disallowed wildfire liabilities (currently
estimated at $4.1 billion) and the securitization of certain
wildfire costs.
Dixie Fund Drawdowns Underway: Based on PG&E's estimated
Dixie-related third-party liabilities, eligible PG&E Fund claims by
the utility would approximately be $875 million. Through the end of
3Q24, PG&E collected $39 million from the Fund. Future increases to
the $1.9 billion reserve booked by PG&E for the Dixie Fire are
possible and would likely increase the utility's drawdown from the
Fund. Drawdowns of the Fund are also possible for the Kincade Fire.
PG&E has booked a $1.2 billion liability as of 3Q24 for anticipated
claims from that fire.
FFO Leverage: Fitch in its rating case estimates 2024 and 2025 FFO
leverage for PCG will improve to 5.3x and 4.5x, respectively, from
6.8x in 2023. Fitch's FFO leverage estimate for PCG in 2025 is
better than its 5.0x upgrade sensitivity, offset by concerns
regarding the LA Fires and its impact on operating risk and the
Fund. Parent-only debt is relatively manageable, representing just
9% of consolidated debt at the end of 3Q24, based on Fitch's
calculations.
PSL Overview: Fitch analyzed the parent-subsidiary relationship for
PG&E and PCG. Their IDRs are the same, based on the companies'
standalone credit profiles (SCPs). Should the companies' SCPs
diverge, Fitch would likely apply a strong subsidiary approach
under Fitch's Parent-Subsidiary rating Linkage (PSL) criteria. In
that case, legal ring fencing would be deemed by Fitch to be
porous, and access and control open, resulting in a maximum
two-notch differential in parent-subsidiary IDRs.
Derivation Summary
PG&E Corporation
PCG (BB+/Positive) and peer utility holding company Edison
International (EIX; BBB/Stable) are similarly positioned
single-utility holding companies operating in California. Sempra
(SRE; BBB+/Stable) and Xcel Energy (Xcel; BBB+/Negative) are more
diverse, multi-state utilities of similar size. PCG, EIX, SRE and
Xcel recorded 2023 EBITDA of $6.0 billion, $5.4 billion, $5.8
billion and $5.1 billion, respectively.
Virtually all of PCG's and EIX's earnings and cash flow are
attributable to their respective operating utilities, PG&E and SCE.
PCG peer Sempra (SRE; BBB+/Stable) owns utility assets in
California and Texas as well as non-utility operations. Sempra's
utility operations include California-based San Diego Gas &
Electric Company (SDG BBB+/Stable) and Southern California Gas
Company (A/Stable). The former is a combination gas and electric
utility and the later one of the largest gas distribution utilities
in the U.S.
Unlike PCG and EIX, which derive virtually all of their EBITDA from
regulated operations, approximately 20% of Sempra's consolidated
EBITDA is derived from unregulated companies.
Xcel's four utility subsidiaries account for nearly all of its
consolidated EBITDA. Xcel is more diverse than PCG and EIX, with
utility operations spanning Colorado Minnesota, New Mexico, Texas
and Wisconsin.
Like PCG and EIX, Xcel has experienced significant wildfire
challenges, although with exposures likely to be smaller and more
manageable compared with the 2017-2018 fires that impacted PCG and
EIX. Fitch revised Xcel's Outlook to Negative from Stable last
year. The revision reflected wildfire activity and increased
business model risk in Texas and Colorado at two of its
subsidiaries, which made up more than 50% of Xcel's consolidated
EBITDA.
Fitch believes catastrophic wildfire activity is a significant,
although more manageable, credit risk than it was in 2017 and 2018
for PCG and EIX due to the utilities' considerable investment and
effort to reduce wildfire risk and meaningful
legislative/regulatory support. Sempra has not experienced major
catastrophic wildfire activity since implementing state-of-the-art
wildfire mitigation plans at SDG&E following the 2007 Witch Fires.
It remains to be seen if SCE equipment will be determined to have
been involved in the ignition of the LA Fires. A determination that
SCE equipment was not involved in fire ignitions in 2025 would
highlight the effectiveness of the utility's wildfire resilience
efforts. If SCE equipment was involved, the resulting draws from
the wildfire fund would reduce the strength of the Fund, an adverse
credit development.
Average FFO leverage of 4.7x for PCG during 2024-2026 compares
favorably with that of its higher-rated peers. Fitch estimates
leverage of 4.7x on average for EIX during 2024-2027, approximately
4.5x for SRE over the coming five-year period and 4.8x-5.2x for
Xcel 2024-2028.
Pacific Gas and Electric Company
PG&E is one of the nation's largest combination electric and gas
utilities, serving approximately 5.6 million electric and 4.5
million natural gas customers. Peer utility operating companies,
SCE, Public Service Company of Colorado (PSR; A-/Stable) and
Southwestern Public Service Company (SPS; BBB/Stable), have been
impacted to varying degrees by significant wildfire activity.
The Marshall Fire ignited in PSR's service territory in 2021,
destroying more than 1,000 structures. SPS and PSR are subsidiaries
of Xcel Energy. Potential liabilities associated with fires in
Texas and Colorado are expected to be more manageable for SPS and
PSR compared with PG&E's and Southern California Edison's (SCE;
BBB/Stable) experience in 2017-2018. The two California-based
utilities experienced a drastic surge in catastrophic wildfire
activity, with the Camp Fire alone destroying more than 18,000
structures.
Fitch believes catastrophic wildfire activity remains a
significant, although more manageable, credit risk for PG&E than it
was in 2017 and 2018. Wildfire activity linked to PG&E's and
California peer SCE's equipment has been significantly reduced
since 2018, reflecting, in Fitch's view, the utilities' and the
state's considerable investment and effort to reduce wildfire risk,
and the meaningful legislative/regulatory support to mitigate the
financial effects of wildfires.
The continuation of that post-2018 trend will depend on
determination of the cause of the LA Fires. A determination that
SCE equipment was involved in the ignition of the fires would be an
adverse credit development.
Using 2023 EBITDA as a benchmark, SPS and PSR are considerably
smaller than PG&E and SCE. SPS's and PSR's respective 2023 EBITDA
of approximately $840 million and $1.9 billion compares with PG&E's
$6.0 billion and SCE's $5.4 billion. Fitch believes the regulatory
and legislative environment in California has been credit
supportive in recent years. Similarly, rate regulation is generally
credit supportive in Colorado for PSR. For SPS, rate regulation is
somewhat more challenging in Texas and New Mexico, but has been
improving in recent years.
Average FFO leverage per year of 4.3x for PG&E during 2024-2026 is
comparable with its higher rated peers SCE, SPS and PSR. Fitch
estimates leverage of less than 4.0x for SCE during 2024-2027,
approximately 4.0x, on average, for SPS 2024-2028 and 4.0x-4.5x for
PSR 2024-2028.
Key Assumptions
- Continued supportive legislative/regulatory environment;
- Significant Fund levels remain intact in the near to intermediate
term and comfortably funded in the longer term;
- Significantly more manageable levels of wildfire ignitions
involving IOU equipment and related third-party liabilities;
- No wildfire imprudence disallowance is assumed in Fitch's
forecast;
- Reflects the CPUC's final decision in PG&E's 2023 general rate
case;
- Timely access to the Fund to recover wildfire costs in excess of
$1 billion;
- Incorporates CPUC-authorized capital structure waiver and a
hypothetical 52% equity ratio for regulatory purposes;
- FERC jurisdiction transmission wildfire costs are fully
recovered;
- Rate base CAGR of 9.5% through 2028;
- Full recovery of deferred wildfire-related restoration and
prevention costs;
- Continued operation of the Diablo Canyon nuclear plant through
2030.
RATING SENSITIVITIES
PG&E Corporation
Factors That Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- A downgrade of PG&E;
- Determination by relevant authorities that SCE utility equipment
had a role in ignition of the LA Fires, resulting in a sharply
diminished Fund;
- An unexpected, significant increase in parent-only debt;
- PCG FFO-leverage of worse than 5.5x on a sustained basis.
Factors That Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- An upgrade of PG&E;
- Continued reduction in catastrophic wildfire risk, and
improvement in the company's safety culture and reputation, with
consolidated PCG FFO-leverage better than 5.0x on a sustained
basis.
Pacific Gas and Electric Company
Factors That Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- Determination by relevant authorities that SCE utility equipment
was involved in ignition of the LA Fires;
- Continuation of catastrophic wildfire activity on par with or
worse than the Northern California wildfires of 2017 and the Camp
Fire of 2018 and resulting large third-party liabilities;
- Faster-than-expected drawdown of the Fund due to persistent
wildfire activity and large third-party liabilities;
- Delays in disbursement of claims from the Fund or subsequent
disallowance of withdrawals from the Fund, resulting in
reimbursements to the Fund;
- Deterioration of the regulatory/legislative environment in
California;
- These or other factors resulting in FFO-leverage of worse than
5.5x on a sustained basis.
Factors That Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Continued reduction in the size and scale of prospective
utility-linked wildfires in PG&E's service territory and their
impact on customers;
- CPUC determination of PG&E prudence in its review of anticipated
2021 Dixie Fire related claims and efficient administration of AB
1054 wildfire fund withdrawals;
- Robust Fund levels relative to future utility claims;
- Improvement in FFO-leverage to better than 5.0x.
Liquidity and Debt Structure
Adequate Liquidity: Fitch believes PCG's consolidated liquidity is
adequate. As of Sept. 30, 2024, PCG had access to revolving credit
facilities (RCFs) with total consolidated borrowing capacity of
$4.9 billion, composed of a $4.4 billion RCF at PG&E and a $500
million RCF at PCG. Additional liquidity is provided by the
utility's receivables securitization program.
Approximately $4.3 billion was available under PCG's and PG&E's
credit facilities as of Sept. 30, 2024, net of $384 million of LOCs
and $250 million of utility borrowings outstanding. The utility
also had $1.5 billion of borrowings outstanding under its account
receivables securitization program. No borrowings were outstanding
under the corporate parent's $500 million RCF as of Sept. 30, 2024.
PCG had cash and cash equivalents of $895 million on its balance
sheet at the end of 3Q24 on a consolidated basis, with roughly $712
million of that residing at the utility and $183 million at the
corporate parent.
Like most utilities, PG&E is expected to be FCF negative based on
Fitch's assumptions and its large capex program. Negative FCF is a
function of high capex driven by spending to mitigate catastrophic
wildfire activity and meet California's GHG-reduction goals, which
are among the most aggressive in the nation. Fitch expects cash
shortfalls to be funded with a balanced mix of debt and equity,
with equity provided as appropriate by PCG. Fitch believes PCG's
debt maturities are manageable.
Issuer Profile
PCG's primary subsidiary, PG&E, accounts for virtually all of PCG's
earnings and cash flows. PG&E is one of the nation's largest
combination electric and gas utilities, serving approximately 5.6
million electric and 4.6 million natural gas customers across a
70,000 square mile service territory that spans central and
northern California.
Summary of Financial Adjustments
Fitch adjusts PCG's and PG&E's financials to remove
securitization-related revenue, interest and amortization expense
and debt. In addition, Fitch applies 50% equity credit to PG&E's
$258 million of outstanding preferred securities at the utility and
50% equity credit to $1.5 billion of recently issued junior
subordinated debt by PCG.
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
PCG and PG&E have ESG Relevance Scores of '4' for Customer Welfare
- Fair Messaging, Privacy & Data Security, '4' for Exposure to
Environmental Impacts, and '4' for Exposure to Social Impacts. This
is due to the impact of wildfire activity on customers and other
constituents, which negatively affects the credit profile and is
relevant to the rating alongside other factors.
The ESG Relevance Scores reflect Fitch's assessment of wildfire
risks to creditworthiness as being manageable within PG&E's current
rating category largely due to the companies' efforts to reduce
physical risk associated wildfire activity, supported by
significant anti-wildfire legislation enacted in recent years.
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
----------- ------ -------- -----
PG&E Corporation LT IDR BB+ Affirmed BB+
senior secured LT BB+ Affirmed RR4 BB+
junior
subordinated LT BB- Affirmed RR6 BB-
Pacific Gas and
Electric Company LT IDR BB+ Affirmed BB+
preferred LT BB+ Affirmed RR5 BB+
senior secured LT BBB Affirmed RR2 BBB
PHYSICIAN PARTNERS: S&P Cuts ICR to 'SD' on Completed Debt Exchange
-------------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on Medicare
Advantage-focused primary care service provider Physician Partners
LLC to 'SD' (selective default) from 'CCC+' and lowered the
issue-level rating on its senior secured debt to 'D' from 'CCC+'.
S&P said, "We expect to reassess our ratings on Physician Partners
over the coming days, once the second phase of the transaction is
completed, to reflect the revised capital structure. We will assign
ratings to the new debt at that time.
"We view the transaction as a distressed exchange where lenders
will receive less than originally promised without sufficient
offsetting compensation. In the completed first phase, the new
tranches of term loans extend the maturity to 2029 and 2030 from
2028, depending on the tranche, and only a portion of the original
lenders received par, albeit with an extended maturity on the new
debt. The remaining lenders received a discount relative to the
original debt amount. Additionally, the second phase of the
transaction will include both a maturity extension and a debt
haircut.
"We believe both transactions constitute a default as the lenders
are receiving new debt with a maturity that extends beyond the
original, and some are receiving a discount relative to the
original debt obligation, without sufficient offsetting
compensation. Physician Partners also terminated the original
revolver facility and issued a new revolver facility with the same
limit, effectively extending the maturity to 2029 from 2026. There
were no funded commitments outstanding on the revolver and we did
not view the transaction as a default on the revolver."
PIJ HOSPITALITY: Seeks Chapter 11 Bankruptcy Protection in New York
-------------------------------------------------------------------
On January 23, 2025, PIJ Hospitality LLC filed Chapter 11
protection in the U.S. Bankruptcy Court for the Southern District
of New York.
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 PIJ Hospitality LLC
PIJ Hospitality LLC operates The Dean NYC, a bar and restaurant
venue located in Manhattan's Garment District.
PIJ Hospitality LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D.N.Y. Case No. 25-10102) on January 23,
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 David S. Jones handles the case.
The Debtor is represented by:
Gabriel Del Virginia, Esq.
Law Offices of Gabriel Del Virginia
30 Wall Street, 12th Floor
New York, NY 10005
Phone: 212-371-5478
Fax: 212-371-0460
PINE LAKE: Seeks to Hires Okin Adams as Legal Counsel
-----------------------------------------------------
Pine Lake Property LP seeks approval from the U.S. Bankruptcy Court
for the Southern District of Texas to employ Okin Adams Bartlett
Curry LLP as counsel.
The firm's services include:
(a) advise the Debtor with respect to its rights, duties and
powers in the Chapter 11 case;
(b) assist and advise the Debtor in its consultations relative
to the administration of the Chapter 11 case;
(c) assist the Debtor in analyzing the claims of its creditors
and in negotiating with such creditors;
(d) assist the Debtor in the analysis of and negotiations with
any third-party concerning matters relating to, among other things,
the terms of a plan of reorganization;
(e) represent the Debtor at all hearings and other
proceedings;
(f) review and analyze all applications, orders, statements of
operations and schedules filed with the court and advise the Debtor
as to their propriety;
(g) assist the Debtor in preparing pleadings and applications
as may be necessary in furtherance of its interests and objectives;
and
(h) perform such other legal services as may be required and
are deemed to be in the interests of the Debtor in accordance with
its powers and duties as set forth Subchapter V and other
applicable provisions in the Bankruptcy Code.
The firm will be paid as follows:
Attorneys $400 and $875 per hour
Paralegals $130 to $180 per hour
The firm received an initial retainer from I.B.I. Pillar Houston 2,
LP on behalf of the Debtor on January 2, 2025 in the amount of
$100,000.
In addition, the firm will seek reimbursement for expenses
incurred.
Christopher Adams, Esq., an attorney at Okin Adams Bartlett Curry,
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:
Christopher Adams, Esq.
Ryan A. O'Connor, Esq.
Madeline M. Schmidt, Esq.
Okin Adams Bartlett Curry LLP
1113 Vine St., Suite 240
Houston, Texas 77002
Tel: (713) 228-4100
Fax: (346) 247-7158
Email: cadams@okinadams.com
roconnor@okinadams.com
mschmidt@okinadams.com
About Pine Lake Property LP
Pine Lake Property LP operating as Pine Lake Village Apartments, is
a single asset real estate entity that owns and operates an
apartment complex located at 1325 Greens Parkway in Houston,
Texas.
Pine Lake Property LP sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Case No. 25-90001) on January 7,
2025. In its petition, the Debtor reports estimated assets and
liabilities between $10 million and $50 million each.
Honorable Bankruptcy Judge Alfredo R. Perez handles the case.
Ryan Anthony O'Connor and Christopher Adams of Okin & Adams LLP
represent the Debtor as counsel.
PIVOTAL MED: Commences Subchapter V Bankruptcy Proceeding
---------------------------------------------------------
On January 23, 2025, Pivotal Med Supply LLC filed Chapter 11
protection in the U.S. Bankruptcy Court for the Northern 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 Pivotal Med Supply LLC
Pivotal Med Supply LLC headquartered in Southlake, Texas, operates
as a supplier of advanced surgical dressings and medical supplies,
including alginate, collagen, foam, hydrocolloid, and hydrogel
dressings, bandages, gauze, and tape products.
Pivotal Med Supply LLC sought relief under Subchapter V of Chapter
11 of the U.S. Bankruptcy Code (Bankr. N.D. Tex. Case No.
25-40248) on January 23, 2025. In its petition, the Debtor reports
estimated assets between $500,000 and $1 million and estimated
liabilities between $1 million and $10 million.
The Debtor is represented by Richard G. Grant, Esq., at Culhane
Meadows, PLLC, in Dallas, Texas.
PIVOTAL MED: Voluntary Chapter 11 Case Summary
----------------------------------------------
Debtor: Pivotal Med Supply, LLC
2010 E. Continental Blvd, Suite F
Southlake TX 76092
Business Description: Pivotal Med Supply, LLC specializes in
providing advanced surgical dressing
solutions for effective wound care. The
Company offers a wide range of high-quality
dressings, including alginate, collagen,
foam, hydrocolloid, and hydrogel, designed
to promote efficient healing and patient
comfort. With a focus on innovation and
diversity, Pivotal Med Supply tailors its
products to meet the unique needs of wound
management.
Chapter 11 Petition Date: January 23, 2025
Court: United States Bankruptcy Court
Northern District of Texas
Case No.: 25-40248
Debtor's Counsel: Richard Grant, Esq.
CULHANE, PLLC
13101 Preston Road, Suite 110-1510
Dallas TX 75240
Tel: 214-210-2929
E-mail: rgrant@cm.law
Estimated Assets: $500,000 to $1 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Noah Seitel as president.
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/2V7VEZQ/Pivotal_Med_Supply_LLC__txnbke-25-40248__0001.0.pdf?mcid=tGE4TAMA
POLAR US: $541.4MM Bank Debt Trades at 26% Discount
---------------------------------------------------
Participations in a syndicated loan under which Polar US Borrower
LLC is a borrower were trading in the secondary market around 73.6
cents-on-the-dollar during the week ended Friday, January 24, 2025,
according to Bloomberg's Evaluated Pricing service data.
The $541.4 million Payment in kind Term loan facility is scheduled
to mature on October 15, 2028. The amount is fully drawn and
outstanding.
Polar US Borrower, LLC is the pass-through entity of ultimate
parent, SK Blue Holdings, LP, an affiliate of private investment
firm, SK Capital Partners. SI Group manufactures performance
additives for use in polymer, rubber, lubricants, fuels, adhesives
applications, surfactants in addition to some specialty chemicals.
PRECIPIO INC: Adds 74,681 Common Shares to Stock Option Plan
------------------------------------------------------------
Precipio, Inc. filed a Registration Statement on Form S-8 with the
U.S. Securities and Exchange Commission to register additional
securities issuable pursuant to the Company's Amended and Restated
2017 Stock Option and Incentive Plan and consists of only those
items required by General Instruction E to Form S-8.
Pursuant to certain provisions of the Plan (referred to as the
"evergreen provisions"), the number of shares of the Company's
common stock, $0.01 par value per share, that are available for
award grant purposes under the Plan, is automatically increased
each year in accordance with a formula set forth in the Plan.
Pursuant to the Plan's evergreen provisions, the additional
securities registered hereby include 74,681 shares of Common Stock
that were automatically added to the Plan, effective January 1,
2025.
In accordance with General Instruction E to Form S-8, the contents
of the earlier registration statements on Form S-8 (File No.
333-278385, File No. 333-271002, 333-222819 and File No.
333-221804), as filed with the Securities and Exchange Commission
on March 29, 2024, March 30, 2023, February 1, 2018 and November
29, 2017.
A full-text copy of Registration Statement is available at:
https://tinyurl.com/3484rmaa
About Precipio
Omaha, Neb.-based Precipio, Inc., formerly known as Transgenomic,
Inc. -- http://www.precipiodx.com/-- is a healthcare solutions
company focused on cancer diagnostics. Its business mission is to
address the pervasive problem of cancer misdiagnoses by developing
solutions to mitigate the root causes of this problem in the form
of diagnostic products, reagents, and services.
New Haven, Conn.-based Marcum LLP, the Company's auditor since
2016, issued a "going concern" qualification in its report dated
March 29, 2024, citing that the Company has incurred significant
losses and needs to raise additional funds to meet its obligations
and sustain its operations. These conditions raise substantial
doubt about the Company's ability to continue as a going concern.
PRECIPIO INC: Grants Senior Management Performance-Based Awards
---------------------------------------------------------------
Precipio, Inc. announced that options granted to senior management
on January 14 would vest when the 10-day VWAP of the Company's
common stock exceeds $30.30 per share -- a level 5x greater than
the option exercise price, the closing price from Tuesday January
14. These options have no time-based vesting; if the performance
above is not met, the options will not vest.
The Compensation Committee approved this form of vesting to
incentivize the Company's senior management team to maximize the
Company's performance and subsequent share price. The Compensation
Committee provided the senior management team with the option to
elect either the performance-based vesting structure or remain with
the existing time-based vesting structure. The entire group elected
to adopt the new performance-based structure, reflecting their
confidence in the Company's growth potential.
Pursuant to long-term Company policy and practice, the options
issued to all other employees on January 14 have time-based
vesting, In accordance with the Company's shareholder-approved
stock option plan, both types of options have an exercise price of
$6.06, the closing price of the Company's common stock on January
14.
"Holding myself and our senior management team's feet to the fire
by tying the vesting of this year's stock options to a higher share
price seems a sensible way to align interests and demonstrate our
belief in the potential for our Company", said Ilan Danieli, CEO.
"By electing the performance-based vesting for our 2025 options
grant, our team demonstrates that we believe the share price could
reach 5x its current price in less than four years. I strongly
believe that with the Company's current performance, we will get
there much faster", added Ilan.
Richard Sandberg, Chairman of the Board, emphasized that the
Compensation Committee approved this form of vesting schedule for
six individuals in Company leadership who are most likely to have
the ability to impact Company performance and subsequent
shareholder price. "We are pleased that all members of senior
management enthusiastically supported this approach." said David
Cohen, Chairman of the Compensation Committee.
The ESOP grant was authorized by the Compensation Committee under
its existing authority as part of the Company's existing ESOP plan
which has previously been approved by Company shareholders.
About Precipio
Omaha, Neb.-based Precipio, Inc., formerly known as Transgenomic,
Inc. -- http://www.precipiodx.com/-- is a healthcare solutions
company focused on cancer diagnostics. Its business mission is to
address the pervasive problem of cancer misdiagnoses by developing
solutions to mitigate the root causes of this problem in the form
of diagnostic products, reagents, and services.
New Haven, Conn.-based Marcum LLP, the Company's auditor since
2016, issued a "going concern" qualification in its report dated
March 29, 2024, citing that the Company has incurred significant
losses and needs to raise additional funds to meet its obligations
and sustain its operations. These conditions raise substantial
doubt about the Company's ability to continue as a going concern.
PREMIER DATACOM: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: Premier Datacom, Inc.
9411 Neils Thompson Dr
Austin, TX 78758
Business Description: Founded in 2005 in Austin, TX, Premier
Datacom, Inc. specializes in commercial low-
voltage cabling systems and components.
Known for its innovation, Premier Datacom
excels in collaborating with customers,
designers, subcontractors, consultants, and
suppliers. The company offers a wide range
of specialized services, including
structured data cabling, security camera
systems, cellular DAS & ERRCS, audio-visual
solutions, and fiber optic cabling.
Chapter 11 Petition Date: January 24, 2025
Court: United States Bankruptcy Court
Western District of Texas
Case No.: 25-10097
Judge: Hon. Shad Robinson
Debtor's Counsel: Jennifer F. Wertz, Esq.
JACKSON WALKER LLP
100 Congress Avenue, Suite 1100
Austin, TX 78701
Tel: 512-236-2247
E-mail: jwertz@jw.con
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Glenn Ryan Willis president.
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/HHFDR3A/Premier_Datacom_Inc__txwbke-25-10097__0001.0.pdf?mcid=tGE4TAMA
PREMIER HOSPITALITY: Unsecureds Will Get 8.46% of Claims in Plan
----------------------------------------------------------------
Premier Hospitality International, Inc., filed with the U.S.
Bankruptcy Court for the Southern District of Florida a Chapter 11
Plan of Reorganization dated January 17, 2025.
The Debtor is a custom furniture business that specializes in
fulfilling custom order for furniture and cabinetry, primarily for
hotels. It coordinates with manufacturers in China and Mexico to
produce custom designed furniture.
The Debtor's financial hardship began during the COVID-19 pandemic
when the economic shutdown led to a substantial drop in new orders.
To cover ongoing expenses and fulfil existing order, the Debtor
secured Merchant Cash Advance ("MCA") loans. These loans required
automatic weekly ACH withdrawals from the Debtor's bank account
which became unsustainable due to the loans' excessively high
interest rates.
Creditors had until December 2, 2024, to file claims. The Debtor
has scheduled claims, most of which are believed to be non
objectionable. The Debtor estimates a total of $106,176.89 in
allowed general unsecured claims, along with $288,881.90 in
reclassified claims, resulting in a total of $395,058.79 in general
unsecured claims. Through this Plan, the Debtor intends to
restructure these obligations, to remain viable as a going
concern.
The Debtor's financial projections show that the Debtor will have
projected disposable income of $33,424.06. The final Plan payment
is expected to be paid in the fourth quarter of 2027.
Class 5 consists of all allowed general unsecured creditors and
undersecured claims. The Class 5 General Unsecured Creditors and
Claims shall share pro rata in total distribution in the amount of
$33,424.06. Payments to Class 5 creditors will be made on a
quarterly basis between months 19 and 36 in equal installments of
$5,570.667. The allowed unsecured claims total $395,058.79. This
Class is impaired.
Unsecured creditors will be receiving a distribution of
approximately 8.46% of their allowed claim(s), which is an amount
in excess of what claimants would receive in a hypothetical Chapter
7 proceeding, in which case such claimants would receive 0.00%.
Class 6 consists of Equity Security Holder Joseph Cabrera. Equity
Security Holders shall retain their prepetition interests.
The means necessary for the implementation of this Plan include the
Debtor's cash flow from operations for a period of three years and
contributions from the Principals of the Debtor, but only if such
contributions are deemed necessary due to the Debtor
underperforming financially. The Debtor's financial projections
show that the Debtor will have sufficient cash over the life of the
Plan to make the required Plan payments and operate its business.
The estimated cash on hand as of the First Payment Date of this
Plan is $8,532.39.
The Debtor's financial projections show that the Debtor will have
projected disposable income for a period of three years (after
payment of all amounts under this Plan, as well as operating
expenses) of $33,424.06. To the extent that the Debtor performs
consistent with such financial projections, then such disposable
income will be utilized by the Debtor in the form of cash reserves,
in order to ensure that the Debtor will have sufficient cash over
the life of the Plan to not only make the required Plan payments
but operate its business without any concern of illiquidity.
A full-text copy of the Plan of Reorganization dated January 17,
2025 is available at https://urlcurt.com/u?l=JOA7PW from
PacerMonitor.com at no charge.
Counsel to the Debtor:
Rachamin Cohen, Esq.
COHEN LEGAL SERVICES, PA
12 SE 7th Street, Suite 805
Fort Lauderdale, FL 33301
Tel: (305) 570-2326
E-mail: Rocky@CohenLegalServicesFL.com
About Premier Hospitality International
Premier Hospitality International Inc. is a custom furniture
business that specializes in fulfilling custom order for furniture
and cabinetry, primarily for hotels.
The Debtor filed its voluntary petition for relief under Chapter 11
of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-19763) on
Sept. 22, 2024, with $100,001 to $500,000 in both assets and
liabilities.
Judge Corali Lopez-Castro presides over the case.
Rachamin Cohen, Esq., at Cohen Legal Services, P.A., is the
Debtor's legal counsel.
PRIME CAPITAL: Bond Motion Deemed Withdrawn, Can't Abandon Claims
-----------------------------------------------------------------
Judge Robert E. Littlefield, Jr. of the United States Bankruptcy
Court for the Northern District of New York will deem Prime Capital
Ventures, LLC's Bond Motion withdrawn. Debtor's request to abandon
any and all claims against Compass-Charlotte 1031, LLC, 526
Murfreesboro, LLC and Newlight Technologies, Inc. (the "Petitioning
Creditors") without prejudice pursuant to 11 U.S.C. Sec. 554 and
Fed. R. Bankr. P. 6007 is denied without prejudice.
Currently before the Court is Kris Daniel Roglieri's objection to
Prime's attempt to:
(1) abandon certain causes of action pursuant to 11 U.S.C. Sec.
554 and
(2) withdraw its motion for a bond under 11 U.S.C. Sec. 303.
On Jan. 8, 2024, Prime filed a Motion for a Bond pursuant to 11
U.S.C. Sec. 303(e). Per the Bond Motion, Prime requested that the
Petitioning Creditors be required to post a $37 million bond to
cover attorney's fees, expenses, compensatory damages and punitive
damages that would subsequently be sought under 11 U.S.C. Sec.
303(i).
On Jan. 8, 2024, Prime filed a motion to dismiss the bankruptcy
case. Later that day, the Petitioning Creditors filed their own
motion to dismiss the case on shortened notice. On Jan. 9, 2024,
the Court granted the Petitioning Creditor's motion to dismiss.
On Sept. 16, 2024, Christian H. Dribusch, Roglieri's Chapter 7
Trustee, filed a voluntary Chapter 11 petition on behalf of Prime.
At a hearing held on Sept. 25, 2024, Dribusch indicated that he
intended to withdraw the Bond Motion and abandon any claims against
the Petitioning Creditors. On Oct. 2, 2024, the Court entered a
conditional order permitting Prime to withdraw the Bond Motion and
abandon claims against the Petitioning Creditors in connection with
their filing of Involuntary Prime.
Roglieri argues that Prime should not be permitted to withdraw the
Bond Motion or abandon its claims against the Petitioning
Creditors. He avers that the Petitioning Creditors failed to meet
the strict guidelines for filing an involuntary bankruptcy and
therefore the Bond Motion and claims under Sec. 303(i) are
justified. Roglieri further maintains that it is Prime's duty as a
debtor to preserve the assets of the estate which means that it
should pursue the bond and Sec. 303(i) action.
In response, Prime contends the claims against the Petitioning
Creditors are not worthy of pursuit and should be abandoned. Prime
argues any costs and fees should be recovered from Hogan Lovells
and that there is no evidence of bad faith to support a claim for
damages. It also argues argues that Roglieri has no standing to
object to the Conditional Order or take any part in Prime's
proceeding.
Hogan Lovells raises a similar argument to that of Roglieri,
suggesting it is improper for Prime to abandon the claims and that
Prime has failed to carry its burden of showing that the potential
fees and costs under Section 303(i) will not bring any value to the
estate.
Regarding the issues raised by Hogan Lovells, Prime maintains that
an action under Sec. 303(i) is unlikely to be successful due to the
lack of a bona fide dispute and is going to utilize the very
limited resources of the Debtor's estate.
Prime's cause of action under Sec. 303 is an asset of the Prime's
estate. Hogan Lovells has filed proofs of claim in Roglieri and DIP
Prime.
Withdrawal of Bond Motion
Roglieri's argument that the Bond Motion should be pursued because
there is purported evidence of an improper filing is insufficient
to establish prejudice. For a motion under Sec. 303(e) to succeed,
the putative debtor must establish a prima facie case of bad faith
before petitioning creditors may be required to post a bond. No
such determination has been made by the Court at this time. Nor
does withdrawal of the Bond Motion necessarily prejudice any party
as doing so does not preclude an action and recovery under Sec.
303(i). Therefore, the Court will deem the Bond Motion withdrawn.
Abandonment of Claims
Specifically, Prime seeks to abandon claims that could be brought
against the Petitioning Creditors pursuant to Sec. 303(i).
Because Prime has failed to establish sound business judgment for
its decision to abandon any and all claims against the Petitioning
Creditors under Sec. 303(i), the Court denies Prime's request to do
so.
Judge Littlefield concludes that the Court does not find that the
proposed abandonment could never be sound business judgment. Should
Prime provide the Court with further evidence, the Court may find
such an act to be appropriate. At this time, however, the analysis
currently provided to the Court is inadequate to show abandonment
is in the best interests of the estate.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=wtWEOD from PacerMonitor.com.
Attorneys for Debtor, Prime Capital Ventures, LLC:
Fred Stevens, Esq.
Lauren Kiss, Esq.
KLESTADT WINTERS JURELLER SOUTHARD & STEVENS, LLP
200 West 41st Street, 17th Floor
New York, NY 10036
E-mail: fstevens@klestadt.com
lkiss@klestadt.com
Attorney for Hogan Lovells US LLP:
Douglas T. Tabachnik, Esq.
LAW OFFICES OF DOUGLAS T. TABACHNIK, P.C.
63 West Main Street, Suite C
Freehold, NJ 07728
E-mail: dtabachnik@dttlaw.com
- and -
Pieter Van Tol, Esq.
HOGAN LOVELLS US LLP
390 Madison Avenue
New York, NY 10017
E-mail: pieter.vantol@hoganlovells.com
Attorney for Compass-Charlotte 1031, LLC, 526 Murfreesboro, LLC and
Newlight Technologies, Inc.:
Matthew M. Zapala, Esq.
NOLAN HELLER KAUFFMAN LLP
80 North Pearl Street, 11th Floor
Albany, NY 12207
E-mail:mzapala@nhkllp.com
Attorney for Compass-Charlotte 1031, LLC:
William L. Esser, Esq.
PARKER POE ADAMS & BERNSTEIN LLP
620 South Tryon Street, Suite 800
Charlotte, NC 28202
E-mail: willesser@parkerpoe.com
About Prime Capital Ventures
Prime Capital owns a residential property located at 600 Linkhorn
Drive, Virginia Beach, VA 23451, valued at $4.02 million.
Prime Capital Ventures, LLC filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. N.D.N.Y. Case No.
24-11029) on Sept. 16, 2024, listing $6,452,230 in assets and
$244,529,327 in liabilities. The petition was signed by Christian
H. Dribusch as manager.
Christian H. Dribusch, Esq., at Dribusch Law Firm, is the Debtor's
counsel.
PROSPECT MEDICAL: Conn. Solons Mull New Measures After Ch. 11
-------------------------------------------------------------
Aaron Keller of Law360 reports that in the wake of Prospect Medical
Holdings Inc.'s $1 billion bankruptcy, Connecticut lawmakers are
considering new regulatory measures.
They are drafting bills to increase oversight of hospitals owned by
private equity firms and real estate trusts, with the goal of
stabilizing the state's healthcare markets, the report states.
About Prospect Medical Holdings
Prospect Medical Holdings owns Roger Williams Medical Center, Our
Lady of Fatima Hospital, and several other healthcare facilities.
Prospect Medical Holdings sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. N.D. Tex. Lead Case No. 25-80002) on
January 11, 2025. In the petition filed by Paul Rundell, as chief
restructuring officer, the Debtor reports estimated assets and
liabilities between $1 billion and $10 billion each.
Honorable Bankruptcy Judge Stacey G. Jernigan handles the case.
The Debtors' General Bankruptcy Counsel is Thomas R. Califano,
Esq., and Rakhee V. Patel, Esq., at Sidley Austin LLP, in Dallas,
Texas, and William E. Curtin, Esq., Patrick Venter, Esq., and Anne
G. Wallice, Esq., at Sidley Austin LLP, in New York.
The Debtors' Financial Advisor is ALVAREZ & MARSAL NORTH AMERICA,
LLC.
The Debtors' Investment Banker is HOULIHAN LIKEY, INC.
The Debtors' Claims, Noticing & Solicitation Agent is OMNI AGENT
SOLUTIONS, INC.
PURDUE PHARMA: Nardello Appointed as Forensic Financial Advisor
---------------------------------------------------------------
The United States Bankruptcy Court for the Southern District of New
York on Jan. 23 approved the request of the official committee of
unsecured creditors of Purdue Pharma L.P. and its subsidiaries for
entry of an order approving the employment and retention of
Nardello & Co. LLC as its specialized forensic financial advisor.
On Dec. 2, 2024, the Court entered an order granting the Creditors
Committee's motion for sole derivative standing to commence and
prosecute estate claims against the Debtors' indirect owners,
members of the Sackler family and various trusts and entities that
are owned, controlled and/or established by or for the benefit of
the Sacklers, among others. The Estate Claims include, among other
claims, intentional and constructive fraudulent transfer claims to
claw back billions in cash and other assets transferred out of
Purdue to or for the benefit of the Sacklers and related parties.
Specifically, the Committee's investigation into the Estate Claims
revealed the Sacklers caused Purdue to transfer billions of dollars
into an elaborate system of trusts and other Sackler-owned or
controlled entities over a period of numerous years in an attempt
to protect such assets from the reach of creditors.
Given that material assets owned or controlled by the Sacklers are
located in various offshore jurisdictions, as well as suggestions
by some of the Sacklers and/or their advisors that certain
jurisdictional defenses and foreign laws could present challenges
to collecting on any judgment against them, the Committee had to
undertake preparatory efforts to ensure that it is prepared to
address issues that may be introduced by the international nature
of the Sacklers' holdings in the event of litigation. These efforts
include investigating, identifying, tracing and locating overseas
assets to ensure the Committee is prepared to take necessary
actions to enforce and collect upon any judgments obtained in
connection with the Estate Claims and prevent the dissipation of
assets pending litigation. Moreover, understanding such issues will
be necessary even if mediation is successful and a settlement is
consummated, as the Committee or any successor thereto will need to
be prepared to take necessary enforcement actions in the event any
of the Sacklers with assets in foreign jurisdictions fail to comply
with their obligations under any settlement.
The Committee has required and may continue to require
investigative and asset tracing services for the purpose of
identifying and analyzing assets owned by the Sacklers outside of
the United States. Among other things, the Committee requires the
assistance of a specialized forensic advisor to investigate and
identify the nature, value, and location of the Sacklers' assets.
On July 15, 2024, the Committee determined to engage Nardello to
provide such services due to its specialized knowledge and
expertise in the field of investigations, including asset tracing
and other financial investigations.
Nardello is a global investigations firm comprising experienced
professionals who handle a broad range of matters including:
(i) asset tracing and financial investigations;
(ii) civil and white collar criminal litigation and arbitration
support;
(iii) corruption investigations, including for compliance under
the U.S. Foreign Corrupt Practices Act and the U.K. Bribery Act;
(iv) executive background and activist defense work;
(v) strategic intelligence and political risk assessment;
(vi) forensic digital investigations and cyber defense efforts;
and
(vii) monitorships and compliance examinations.
Nardello has developed a very strong reputation for its work on
complex investigations globally and has been recognized by Chambers
and Partners for the fifth year in a row as the preeminent
investigative firm in the United States. Nardello is also the first
and only investigations firm to have been ranked Band 1 by Chambers
and Partners in the United States, the UK and the Asia-Pacific
region in a single year, and it has received more Band 1 rankings
for its professionals than any other firm. Chambers and Partners
has described Nardello as "the 'gold standard' for private
investigators." In addition, Nardello was recognized by Global
Investigations Review as the 2024 Investigations Consultancy of the
Year.
With offices in New York, Washington D.C., Los Angeles, San
Francisco, London, Dubai, Hong Kong and Tokyo, Nardello maintains a
professional staff that includes former U.S. federal prosecutors,
law enforcement personnel and intelligence operatives, senior
in-house counsel to multinational corporations and journalists, as
well as U.S. and international lawyers, licensed investigators,
research analysts, financial crime specialists, forensic financial
investigators and computer forensic experts.
Nardello has worked on complex asset tracing investigations around
the world for a variety of clients, including individuals,
corporations, governments and entities in bankruptcy. While most of
the firm's asset tracing work is confidential, Nardello's
employment by the new leadership of FTX Trading Ltd. and related
entities in the context of FTX's chapter 11 proceedings has been
made public. In that role and consistent with numerous other
engagements, Nardello has, among other things, sought to identify,
locate, trace and aid in the recovery of assets around the world
associated with what has been described as one of the largest
financial frauds in history. Nardello also served recently as
specialized forensic financial advisor to the official committee of
unsecured creditors in the chapter 11 cases of Infowars creator
Alex Jones.
The Committee submits that, given Nardello's extensive experience
and expertise in complex asset tracing and financial
investigations, it is appropriate for the Committee to retain
Nardello in the Chapter 11 Cases to, among other things:
a) investigate, identify, trace and locate assets owned by
members of the Sackler family and related trusts and entities in
various foreign jurisdictions;
b) identify the nature and value of such assets, the ownership
structure of such assets (e.g., whether they are owned directly by
a specific member of the Sackler family or trust or whether there
is an intermediate owner) and the particular trusts in which such
assets are held;
c) investigate the ownership interest of relevant members of
the Sackler family and related trusts and entities in potential
assets identified, including corporations, trusts and real estate
assets;
d) investigate the sources of income, assets and liabilities
of the relevant members of the Sackler family and related trusts
and entities;
e) identify sources of information regarding the assets of the
relevant members of the Sackler family and related trusts and
entities for further investigation and discovery;
f) assist in the review of documents obtained by the Official
Committee in connection with the Chapter 11 Cases in furtherance of
asset tracing activities;
g) assist in the investigation, evaluation and analysis of
issues arising in connection with the Estate Claims; and
h) render such other consulting services as the Official
Committee or its counsel may deem necessary that is consistent with
the role of specialized forensic financial advisor and not
duplicative of services provided by other professionals in the
Chapter 11 Cases.
About Purdue Pharma LP
Purdue Pharma L.P. and its subsidiaries --
http://www.purduepharma.com/-- develop and provide prescription
medicines and consumer products that meet the evolving needs of
healthcare professionals, patients, consumers and caregivers.
Purdue's subsidiaries include Adlon Therapeutics L.P., focused on
treatment for Attention-Deficit/Hyperactivity Disorder (ADHD) and
related disorders; Avrio Health L.P., a consumer health products
company that champions an improved quality of life for people in
the United States through the reimagining of innovative product
solutions; Imbrium Therapeutics L.P., established to further
advance the emerging portfolio and develop the pipeline in the
areas of CNS, non-opioid pain medicines, and select oncology
through internal research, strategic collaborations and
partnerships; and Greenfield Bioventures L.P., an investment
vehicle focused on value-inflection in early stages of clinical
development.
Opioid makers in the U.S. are facing pressure from a crackdown on
the addictive drug in the wake of the opioid crisis and as state
attorneys general file lawsuits against manufacturers. More than
2,000 states, counties, municipalities and Native American
governments have sued Purdue Pharma and other pharmaceutical
companies for their role in the opioid crisis in the U.S., which
has contributed to the more than 700,000 drug overdose deaths in
the U.S. since 1999.
OxyContin, Purdue Pharma's most prominent pain medication, has been
the target of over 2,600 civil actions pending in various state and
federal courts and other fora across the United States and its
territories.
On Sept. 15 and 16, 2019, Purdue Pharma L.P. and 23 affiliated
debtors each filed a voluntary petition for relief under Chapter 11
of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No.
19-23649), after reaching terms of a preliminary agreement for
settling the massive opioid litigation. The Debtors' consolidated
balance sheet as of Aug. 31, 2019, showed $1.972 billion in assets
and $562 million in liabilities.
U.S. Bankruptcy Judge Robert Drain oversees the cases.
The Debtors tapped Davis Polk & Wardwell, LLP and Dechert, LLP, as
legal counsels; PJT Partners as investment banker; AlixPartners as
financial advisor; and Grant Thornton, LLP as tax structuring
consultant. Prime Clerk, LLC, is the claims agent.
Akin Gump Strauss Hauer & Feld LLP and Bayard, P.A., represent the
official committee of unsecured creditors appointed in the Debtors'
bankruptcy cases.
David M. Klauder, Esq., is the fee examiner appointed in the
Debtors' cases. The fee examiner is represented by Bielli &
Klauder, LLC.
* * *
U.S. Bankruptcy Judge Robert Drain in early September 2021 approved
a plan to turn Purdue into a new company (Knoa Pharma LLC) no
longer owned by members of the Sackler family, with its profits
going to fight the opioid epidemic. The Sackler family agreed to
pay $4.3 billion over nine years to the states and private
plaintiffs and in exchange for a lifetime legal immunity. The deal
resolves some 3,000 lawsuits filed by state and local governments,
Native American tribes, unions, hospitals and others who claimed
the company's marketing of prescription opioids helped spark and
continue an overdose epidemic.
Separate appeals to approval of the Plan have already been filed by
the U.S. Bankruptcy Trustee, California, Connecticut, the District
of Columbia, Maryland, Rhode Island and Washington state, plus some
Canadian local governments and other Canadian entities.
In early March 2022, Purdue Pharma reached a nationwide settlement
over its role in the opioid crisis, with the Sackler family members
boosting their cash contribution to as much as $6 billion. The
settlement was hammered out with attorneys general from the eight
states -- California, Connecticut, Delaware, Maryland, Oregon,
Rhode Island, Vermont and Washington -- and D.C. who had opposed
the previous settlement.
In June 2024, the U.S. Supreme Court, by a vote of 5-4, held that
the Bankruptcy Code does not authorize any non-consensual
third-party releases (other than regarding asbestos liabilities).
The Supreme Court granted the federal government's request to block
the plan on the ground that it shields members of the Sackler
family from liability for opioid-related claims even though they
did not declare bankruptcy.
PURDUE PHARMA: Reaches $7.4Bil. New Opioid Deal with Sackler Family
-------------------------------------------------------------------
Erik Larson of Bloomberg News reports that Purdue Pharma LP and its
owners have agreed to a $7.4 billion settlement with U.S. states
and other parties over the role of OxyContin in the opioid
epidemic.
The settlement follows the U.S. Supreme Court's rejection last 2024
of a $6 billion deal that would have granted the Sackler family,
Purdue's owners, immunity from future legal actions related to the
opioid crisis. The new agreement, announced January 23, 2024, does
not automatically shield the Sacklers from future lawsuits,
according to New York Attorney General Letitia James.
About Purdue Pharma LP
Purdue Pharma L.P. and its subsidiaries --
http://www.purduepharma.com/-- develop and provide prescription
medicines and consumer products that meet the evolving needs of
healthcare professionals, patients, consumers and caregivers.
Purdue's subsidiaries include Adlon Therapeutics L.P., focused on
treatment for Attention-Deficit/Hyperactivity Disorder (ADHD) and
related disorders; Avrio Health L.P., a consumer health products
company that champions an improved quality of life for people in
the United States through the reimagining of innovative product
solutions; Imbrium Therapeutics L.P., established to further
advance the emerging portfolio and develop the pipeline in the
areas of CNS, non-opioid pain medicines, and select oncology
through internal research, strategic collaborations and
partnerships; and Greenfield Bioventures L.P., an investment
vehicle focused on value-inflection in early stages of clinical
development.
Opioid makers in the U.S. are facing pressure from a crackdown on
the addictive drug in the wake of the opioid crisis and as state
attorneys general file lawsuits against manufacturers. More than
2,000 states, counties, municipalities and Native American
governments have sued Purdue Pharma and other pharmaceutical
companies for their role in the opioid crisis in the U.S., which
has contributed to the more than 700,000 drug overdose deaths in
the U.S. since 1999.
OxyContin, Purdue Pharma's most prominent pain medication, has been
the target of over 2,600 civil actions pending in various state and
federal courts and other fora across the United States and its
territories.
On Sept. 15 and 16, 2019, Purdue Pharma L.P. and 23 affiliated
debtors each filed a voluntary petition for relief under Chapter 11
of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No.
19-23649), after reaching terms of a preliminary agreement for
settling the massive opioid litigation. The Debtors' consolidated
balance sheet as of Aug. 31, 2019, showed $1.972 billion in assets
and $562 million in liabilities.
U.S. Bankruptcy Judge Robert Drain oversees the cases.
The Debtors tapped Davis Polk & Wardwell, LLP and Dechert, LLP, as
legal counsels; PJT Partners as investment banker; AlixPartners as
financial advisor; and Grant Thornton, LLP as tax structuring
consultant. Prime Clerk, LLC, is the claims agent.
Akin Gump Strauss Hauer & Feld LLP and Bayard, P.A., represent the
official committee of unsecured creditors appointed in the Debtors'
bankruptcy cases.
David M. Klauder, Esq., is the fee examiner appointed in the
Debtors' cases. The fee examiner is represented by Bielli &
Klauder, LLC.
* * *
U.S. Bankruptcy Judge Robert Drain in early September 2021 approved
a plan to turn Purdue into a new company (Knoa Pharma LLC) no
longer owned by members of the Sackler family, with its profits
going to fight the opioid epidemic. The Sackler family agreed to
pay $4.3 billion over nine years to the states and private
plaintiffs and in exchange for a lifetime legal immunity. The deal
resolves some 3,000 lawsuits filed by state and local governments,
Native American tribes, unions, hospitals and others who claimed
the company's marketing of prescription opioids helped spark and
continue an overdose epidemic.
Separate appeals to approval of the Plan have already been filed by
the U.S. Bankruptcy Trustee, California, Connecticut, the District
of Columbia, Maryland, Rhode Island and Washington state, plus some
Canadian local governments and other Canadian entities.
In early March 2022, Purdue Pharma reached a nationwide settlement
over its role in the opioid crisis, with the Sackler family members
boosting their cash contribution to as much as $6 billion. The
settlement was hammered out with attorneys general from the eight
states -- California, Connecticut, Delaware, Maryland, Oregon,
Rhode Island, Vermont and Washington -- and D.C. who had opposed
the previous settlement.
PURDUE PHARMA: Sackler Injunction Extended Prior to New Ch. 11 Plan
-------------------------------------------------------------------
Rick Archer of Law360 Bankruptcy Authority reports that a New York
bankruptcy judge on January 24 agreed to extend the injunction
blocking litigation against Purdue Pharma's former owners for
another month, citing an imminent deal on a new Chapter 11 plan for
the OxyContin maker.
About Purdue Pharma LP
Purdue Pharma L.P. and its subsidiaries --
http://www.purduepharma.com/-- develop and provide prescription
medicines and consumer products that meet the evolving needs of
healthcare professionals, patients, consumers and caregivers.
Purdue's subsidiaries include Adlon Therapeutics L.P., focused on
treatment for Attention-Deficit/Hyperactivity Disorder (ADHD) and
related disorders; Avrio Health L.P., a consumer health products
company that champions an improved quality of life for people in
the United States through the reimagining of innovative product
solutions; Imbrium Therapeutics L.P., established to further
advance the emerging portfolio and develop the pipeline in the
areas of CNS, non-opioid pain medicines, and select oncology
through internal research, strategic collaborations and
partnerships; and Greenfield Bioventures L.P., an investment
vehicle focused on value-inflection in early stages of clinical
development.
Opioid makers in the U.S. are facing pressure from a crackdown on
the addictive drug in the wake of the opioid crisis and as state
attorneys general file lawsuits against manufacturers. More than
2,000 states, counties, municipalities and Native American
governments have sued Purdue Pharma and other pharmaceutical
companies for their role in the opioid crisis in the U.S., which
has contributed to the more than 700,000 drug overdose deaths in
the U.S. since 1999.
OxyContin, Purdue Pharma's most prominent pain medication, has been
the target of over 2,600 civil actions pending in various state and
federal courts and other fora across the United States and its
territories.
On Sept. 15 and 16, 2019, Purdue Pharma L.P. and 23 affiliated
debtors each filed a voluntary petition for relief under Chapter 11
of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No.
19-23649), after reaching terms of a preliminary agreement for
settling the massive opioid litigation. The Debtors' consolidated
balance sheet as of Aug. 31, 2019, showed $1.972 billion in assets
and $562 million in liabilities.
U.S. Bankruptcy Judge Robert Drain oversees the cases.
The Debtors tapped Davis Polk & Wardwell, LLP and Dechert, LLP, as
legal counsels; PJT Partners as investment banker; AlixPartners as
financial advisor; and Grant Thornton, LLP as tax structuring
consultant. Prime Clerk, LLC, is the claims agent.
Akin Gump Strauss Hauer & Feld LLP and Bayard, P.A., represent the
official committee of unsecured creditors appointed in the Debtors'
bankruptcy cases.
David M. Klauder, Esq., is the fee examiner appointed in the
Debtors' cases. The fee examiner is represented by Bielli &
Klauder, LLC.
* * *
U.S. Bankruptcy Judge Robert Drain in early September 2021 approved
a plan to turn Purdue into a new company (Knoa Pharma LLC) no
longer owned by members of the Sackler family, with its profits
going to fight the opioid epidemic. The Sackler family agreed to
pay $4.3 billion over nine years to the states and private
plaintiffs and in exchange for a lifetime legal immunity. The deal
resolves some 3,000 lawsuits filed by state and local governments,
Native American tribes, unions, hospitals and others who claimed
the company's marketing of prescription opioids helped spark and
continue an overdose epidemic.
Separate appeals to approval of the Plan have already been filed by
the U.S. Bankruptcy Trustee, California, Connecticut, the District
of Columbia, Maryland, Rhode Island and Washington state, plus some
Canadian local governments and other Canadian entities.
In early March 2022, Purdue Pharma reached a nationwide settlement
over its role in the opioid crisis, with the Sackler family members
boosting their cash contribution to as much as $6 billion. The
settlement was hammered out with attorneys general from the eight
states -- California, Connecticut, Delaware, Maryland, Oregon,
Rhode Island, Vermont and Washington -- and D.C. who had opposed
the previous settlement.
R&W CLARK: Court Extends Use of Cash Collateral Until Feb. 7
------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Illinois
extended R&W Clark Construction, Inc.'s authority to use cash
collateral from Jan. 9 to Feb. 7.
The order penned by Judge Timothy Barnes authorized the company to
continue to use the cash collateral in accordance with its
projected budget, which shows total operating expenses of $135,200
for January.
To provide adequate protection to lien claimants, including the
Internal Revenue Service and the Illinois Department of Employment
Security, the court granted the lien claimants post-petition
replacement liens. These liens will hold the same priority as the
claimants had pre-bankruptcy and will apply to the cash collateral
and all post-petition property of a similar kind.
The next hearing is scheduled for Feb. 5.
About R&W Clark Construction
R&W Clark Construction, Inc., a company in Frankfort, Ill., filed
Chapter 11 petition (Bankr. N.D. Ill. Case No. 23-03279) on March
11, 2023, with up to $50,000 in assets and up to $10 million in
liabilities. Richard Clark, president and sole shareholder, signed
the petition.
Judge Timothy A. Barnes oversees the case.
The Debtor is represented by:
Gregory K Stern, Esq.
Gregory K. Stern, P.C.
Tel: 312-427-1558
Email: greg@gregstern.com
RACKSPACE FINANCE: $1.69BB Bank Debt Trades at 42% Discount
-----------------------------------------------------------
Participations in a syndicated loan under which Rackspace Finance
LLC is a borrower were trading in the secondary market around 58.3
cents-on-the-dollar during the week ended Friday, January 24, 2025,
according to Bloomberg's Evaluated Pricing service data.
The $1.69 billion Term loan facility is scheduled to mature on May
15, 2028. About $1.63 billion of the loan has been drawn and
outstanding.
Rackspace Technology Global, Inc., supports and manages cloud
platforms, as well as offers managed hosting, colocation, security,
data processing, and enterprise application development.
RANDY D. PLASTERER: Dismissal of Bankruptcy Case Affirmed
---------------------------------------------------------
In the case captioned as Randy D. Plasterer, Appellant, -v- US Bank
Trust National Association for VRMTG & William J. Birmingham,
Appellees, Case No. 2:23-cv-6151 (NJC) (E.D.N.Y.), Judge Nusrat J.
Choudhury of the United States District Court for the Eastern
District of New York affirmed the order of the United States
Bankruptcy Court for the Eastern District of New York dismissing
Plasterer's
Chapter 11 bankruptcy case pursuant to 11 U.S.C. Sec. 1112(b).
On July 5, 2022, Plasterer filed a voluntary petition for
bankruptcy under Chapter 11 of the United States Bankruptcy Code.
On his bankruptcy petition, Plasterer reported that he owned and
resided in a residential property at 481 Deer Park Road, Dix Hills,
New York 11746.
Plasterer originally executed a mortgage on the Dix Hills property
in favor of Priceline Mortgage Company, which was recorded on Aug.
4, 2004. This mortgage was assigned to Wells Fargo Bank, National
Association in 2014, then assigned to Specialized Loan Servicing
LLC in 2018, and then assigned to U.S. Bank Trust National
Association through Fay Servicing, LLC in March 2023. At the time
that Plasterer filed the petition, US Bank held a mortgage
encumbering the Dix Hills property in the amount of $441,898. US
Bank filed a proof of claim in the bankruptcy action for
$443,562.79, which included the outstanding balance of the mortgage
as well as all pre-petition arrears.
On Feb. 27, 2023, Plasterer submitted a reorganization plan for the
bankruptcy court's approval. Plasterer proposed to pay US Bank
$1,500 for 20-22 months and stated that Debtors' income is of
should be no concern because the funds for the expected duration
(20-22 months) of his proposed payment plan are already in the
Debtor-in-Possession account. Plasterer did not file a disclosure
statement in accordance with 11 U.S.C. Sec. 1125 and Rule 3016(b)
of the Federal Rules of Bankruptcy Procedure.
Plasterer proposed that the balance of the mortgage held by US Bank
would be paid at some time after the proposed 20–22 months of
repayment from the proceeds of a sale or from refinancing of the
Dix Hills property. The plan did not specifically refer to the pre-
and post-petition arrears but suggested that any sale could satisfy
his debt to US Bank.
Plasterer later filed an amended plan of reorganization on April
17, 2023, which restated the elements of the previous plan:
Plasterer would pay US Bank $1,500 for 20–22 months; the money
for these payments would come from the Debtor-in-Possession
account, which had a balance of approximately $42,000; Plasterer
was in discussions with the religious temple neighboring the Dix
Hills property over a possible sale of one acre of the property;
and a priest at the temple had mentioned that they may also wish to
purchaser the Dix Hills property.
On March 16, 2023, US Bank filed an objection to the plan on
several grounds. US Bank objected to the plan on procedural
grounds, given that Plasterer had failed to file a disclosure
statement and failed to classify its claim. It argued that the
proposal was speculative to the extent that it called for a buyout
of the Dix Hills property at the end of the proposed payment
period. It asserted that the plan violated 11 U.S.C. Sec.
1123(b)(5), which prohibits a plan's modification of a residential
mortgage, because Plasterer's plan would alter the terms of US
Bank's lien on the Dix Hills property, a residential property.
Motion to Dismiss or Convert Case
On April 21, 2023, the Trustee filed a motion to dismiss or convert
the case to a Chapter 7 case. In this motion, the Trustee argued
that Plasterer's monthly operating reports showed a single August
2022 deposit in the Debtor-in-Possession account -- the $43,019
deposit following the closing of his pre-petition bank account --
and that every other monthly report showed that Plasterer had been
unable to generate income and was not meeting his financial
obligations. Given these facts and that Plasterer did not qualify
for mortgage assistance, the Trustee argued that there was cause to
dismiss the case under 11 U.S.C. Sec. 1112(b) because Plasterer did
not have sufficient income to pay his creditors or meet his current
obligations, and that there did not appear to be a prospect for a
successful reorganization in his case.
The Trustee also argued that there was cause for dismissal because
Plasterer's plan for reorganization was not confirmable in that US
Bank, a secured creditor, would not vote in favor of the plan, the
plan impermissibly modified a mortgage on residential property, and
the plan's proposed sale was speculative.
Also on April 21, 2023, US Bank filed a motion for relief from the
automatic stay under 11 U.S.C. Sec. 362(d)(2) to permit it to
proceed with a foreclosure sale of the Dix Hills property.
On May 15, 2023, Plasterer filed a motion for an extension of time
to file a plan of reorganization, citing 11 U.S.C. Sec. 1121(d)(1).
On June 15, 2023, the bankruptcy court held a hearing regarding,
among other things, the Trustee's motion to convert or dismiss
Plasterer's Chapter 11 case.
The bankruptcy court dismissed Plasterer's motion seeking an
extension of time to file a plan and disclosure statement because
it was untimely under 11 U.S.C. Sec. 1121(d)(1) and because under
11 U.S.C. Sec. 1121(a), the debtor may file a plan at any time
during the course of a Chapter 11 bankruptcy case. It adjourned any
hearing on US Bank's motion to lift the stay and the Trustee's
motion to dismiss the case to give the parties further time to
negotiate.
On Aug. 3, 2023, the bankruptcy court held a continued hearing
regarding the Trustee's motion to convert or dismiss Plasterer's
Chapter 11 case. After hearing all of the parties' arguments and
carefully considering the record in the case, including, it found
that there was cause to dismiss the case under 11 U.S.C. Sec.
1112(b). Among other things, it said that mortgage debt was
continuing to increase because there were no payments being made,
and there was no income in Plasterer's operating reports. It also
found that US Bank, which was the only impaired creditor, had the
right to vote on Plasterer's plan and that if it voted to reject
the plan, the plan could not be confirmed under 11 U.S.C Sec.
1129(a), which requires consent.
Because the bankruptcy court found cause to dismiss, it dismissed
the case without prejudice and dismissed as moot the remaining
pending motions, including US Bank's motion to vacate the stay. On
Aug. 4, 2023, it issued a written order dismissing the case without
prejudice under 11 U.S.C. Sec. 1112(b).
On Aug. 15, 2023, Plasterer filed a notice of appeal from the
bankruptcy court's order dismissing the Chapter 11 case.
The District Court finds the bankruptcy court's dismissal of
Plasterer's Chapter 11 case for cause was not an abuse of
discretion. The record provides ample support for the bankruptcy
court's finding that there was a substantial or continuing loss to
or diminution of the estate and the absence of a reasonable
likelihood of rehabilitation, which is an explicit basis for
finding cause to dismiss. According to the District Court, the
record shows that Plasterer's estate suffered from a post-petition
negative cash flow and that Plasterer was unable to pay current
expenses from which the bankruptcy court could find that there was
a continuing loss to or diminution of the estate.
Turning to the second prong required for a Section 1112(b)(4)(A)
dismissal, the District Court finds the record supports the
bankruptcy court's conclusion that Plasterer had no likelihood of
rehabilitation for several reasons. The record did not reflect that
Plasterer had income to meet his financial obligations. The
District Court also finds Plasterer failed to set forth a plan of
reorganization that was feasible and not speculative. Further, the
record reflects that Plasterer never provided proof of these vague
claims or indicated that he had been provided access to any of
these sources of money to pay down his debt to US Bank.
Because the bankruptcy court did not abuse its discretion in
finding that cause existed to dismiss the case under Section
1112(b)(4)(A), it was required to dismiss the case under 11 U.S.C.
Sec. 1112(b)(1), the District Court concludes.
Accordingly, Plasterer's appeal is denied, and the bankruptcy
court's order dismissing Plasterer's Chapter 11 case is affirmed.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=8d15GK from PacerMonitor.com.
Randy D. Plasterer filed for Chapter 11 bankruptcy protection
((Bankr. E.D.N.Y. Case No. 22-br-71632) on
July 5, 2022.
REDSTONE HOLDCO: $1.11BB Bank Debt Trades at 43% Discount
---------------------------------------------------------
Participations in a syndicated loan under which Redstone Holdco 2
LP is a borrower were trading in the secondary market around 57.5
cents-on-the-dollar during the week ended Friday, January 24, 2025,
according to Bloomberg's Evaluated Pricing service data.
The $1.11 billion Term loan facility is scheduled to mature on
April 27, 2028. The amount is fully drawn and outstanding.
Redstone Holdco 2 LP and Redstone Buyer LLC were formed as part of
the buyout of the RSA Security business from Dell Inc.
REFRESHING USA: Auctions 14 Industrial Properties in Ch. 11 Sale
----------------------------------------------------------------
Hilco Real Estate Sales announces March 11, 2025, as the qualified
bid deadline for 14 strategically located industrial properties
across multiple states including Florida, Arizona, Texas and
Washington. The properties are being sold individually as part of
the Chapter 11 bankruptcy of Refreshing USA, LLC, a convenience
services company that specializes in automated vending and water
solutions.
These properties represent prime opportunities for businesses,
investors and developers looking to expand their footprint or
leverage high-demand markets. The sites are located in the
following markets:
-- Arizona: Apache Junction, Flagstaff
-- Florida: Ft. Myers
- Illinois: Posen
-- North Carolina: Archdale
-- Texas: Houston, San Antonio, Odessa
-- Washington: Marysville
Notable assets in this portfolio include a 27,000+/- SF industrial
warehouse in Ft. Myers, Florida, and a 55,000+/- SF industrial
distribution warehouse in San Antonio, Texas. The land-only assets
range in size from 0.22+/- AC to 7.81+/- AC. This expansive
portfolio aligns with key industrial real estate trends. Major hubs
such as Phoenix and Houston are particularly strong, driven by
e-commerce growth and a robust manufacturing sector. Further,
Texas, Arizona and Florida remain among the fastest-growing states
in the U.S., contributing to increased demand for industrial,
retail and mixed-use developments.
"This portfolio spans high-demand regions, providing key
opportunities for businesses and developers to capitalize on strong
growth trends," said Jordan Schack, director of business
development at Hilco Real Estate Sales. "Many of the available
properties offer flexible zoning options, enabling creative uses
such as light manufacturing, retail centers or multifamily housing
developments."
Chet Evans, vice president at Hilco Real Estate Sales, adds, "These
properties are uniquely positioned to capitalize on the explosive
demand for industrial and commercial space." He continued, "Markets
like Seattle, Houston and Ft. Myers are experiencing unprecedented
economic and population growth, making this the perfect time for
investors to secure strategic footholds in these thriving regions.
With flexible zoning and proximity to growing populations, these
sites offer both immediate and long-term ROI opportunities."
The sale of is being conducted by Order of the U.S. Bankruptcy
Court Eastern District of Washington, Petition No. 24-01863-11, In
re: Refreshing USA, LLC. Bids must be received on or before the
deadline of March 11th at 5 p.m. (CT) and must be submitted on the
Purchase and Sale Agreement available for review and download from
Hilco Real Estate Sales' website.
Interested buyers should review the requirements in order to
participate in the bankruptcy sale process available on Hilco Real
Estate Sales' website. For further information, please contact
Jordan Schack at (847) 504-3297 or jschack@hilcoglobal.com or Chet
Evans at cevans@hilcoglobal.com or 847-418-2702.
For further information on the property, sale process and terms or
to obtain access to due diligence documents, please visit
HilcoRealEstateSales.com or call (855) 755-2300.
About Hilco Real Estate Sales
Successfully positioning the real estate holdings within a
company's portfolio is a material component of establishing and
maintaining a strong financial foundation for long-term success. At
Hilco Real Estate Sales (HRE), a Hilco Global company
(HilcoGlobal.com), we advise and execute strategies to assist
clients seeking to optimize their real estate assets, improve cash
flow, maximize asset value and minimize liabilities and portfolio
risk. We help clients traverse complex transactions and
transitions, coordinating with internal and external networks and
constituents to navigate ever-challenging market environments.
The trusted, full-service HRE team has secured billions in value
for hundreds of clients over 20+ years. We are deeply experienced
in complex transactions including artful lease renegotiation,
multi-faceted sales structures, strategic asset management and
capital optimization. We understand the legal, financial and real
estate components of the process, all of which are vital to a
successful outcome. HRE can help identify the most viable options
and direction for a company and its real estate portfolio,
delivering impressive results in every situation.
About Refreshing USA
Alleged creditors filed an involuntary Chapter 11 petition for
Refreshing USA, LLC (Bankr. S.D. Texas Case No. 24-33919) on August
27, 2024.
The alleged petitioners are Donald E. Bonnie L. Gray of Revocable
Living Trust, Tyler Hellman and Annamarie Briggs. The petitioners
are represented by Ericka F. Johnson, Esq. and Steven D. Adler,
Esq., at Bayard, P.A.
On November 14, 2024, the case was transferred to the U.S.
Bankruptcy Court for the Eastern District of Washington and was
assigned a new case number (Case No. 24-01863). The case is jointly
administered with the Chapter 11 cases filed by Water Station
Management, LLC and Creative Technologies, LLC (Case Nos. 24-01864
and 24-01866).
The jointly administered cases are related to the Chapter 11 case
filed by Ideal Property Investments, LLC (Bankr. E.D. Wash. Case
No. 24-01421).
Judge Frederick P. Corbit oversees the jointly administered cases.
Tonkon Torp, LLP is the Debtors' legal counsel.
REYNOSO VINEYARDS: Court Orders Appointment of Chapter 11 Trustee
-----------------------------------------------------------------
Judge Deborah L. Thorne of the United Sates Bankruptcy Court for
the Northern District of Illinois issued an order directing the
Office of the United States Trustee to appoint a chapter 11
trustee under 11 U.S.C. Secs. 1104(a) and 1112(b)(1) in the
bankruptcy case of Reynoso Vineyards, Inc.
This matter comes to be heard on the Motion of Summit State Bank
for the Entry of an Order Converting or Dismissing the case. The
Motion was joined by other creditors, including James Gusich, Keith
Daubenspeck and Poppy Bank.
The Debtor's schedules list a secured claim held by Summit State
Bank in the amount of $9,200,000, another secured claim held by
Daubenspeck in the amount of $1,600,000, and a secured claim held
by William Holtz Trust in the amount of $300,000. Poppy Bank
asserts a secured claim of approximately $12,000,000, which may be
cross-collateralized against the Debtor and Sugarloaf Ventures LP,
a related entity with its own chapter 11 case pending in the
Bankruptcy Court for the Northern District of California.
Joseph Reynoso, the principal or at least the person in control of
the affiliates, controls the sale of inventory held by each and in
turn controls the repayment of receivables held by the Debtor. He
has a significant interest in three affiliated entities, Sugarloaf
Ventures LP (currently a chapter 11 debtor in the pending case
before the United States Bankruptcy Court for the Northern District
of California, Case No. 24-10673); Crescere Wines, a non-debtor
entity that produces and sells premium wines; and Agathon Holdings,
a non-debtor entity that acts as a distributor, delivering grapes
to Sugarloaf and Crescere Wines.
Debtor is owed 90-day receivables in the amount of $796,000, which
it believes are collectable, as well as additional 90-day
receivables in the amount of $1,999,205, which it believes are
uncollectable. These are owed by the affiliated non-debtor entities
Crescere and Agathon Holdings.
No motion seeking permission to use any lender's cash collateral
has been filed and only one Monthly Operating Report has been
filed, so neither the court nor creditors have any idea whether
cash is being used -- and if so, for what purpose.
Although the Movant and the joinder parties presented an agreed
order which they propose resolves the Motion to Dismiss or Convert,
after review and the consideration of the arguments and statements
of counsel, the Court finds that the appointment of a chapter 11
trustee under section 1112(b)(1) is in the best interest of this
estate.
The Proposed Order set forth a very aggressive calendar of
deadlines by which the Debtor would be required to file required
documents and certain motions to provide information to the Movant
and the joining parties and to sell the Debtor's property, which
mainly consists of a vineyard located in Cloverdale, California.
The Debtor's schedules state the property has a value of
$23,800,000. Five houses are located on the Property, including one
in which Reynoso resides, but no tenant is paying rent to the
Debtor.
According to the Court, immediate conversion or dismissal would not
serve the best interest of creditors in this case, and neither
would the aggressive schedule agreed to by the Movant and joinder
parties. The Proposed Order, although it sets aggressive
benchmarks, leaves Reynoso in control of this Debtor and in control
of the related entities which may hold conflicting positions with
the Debtor, the Court finds. It also fails to take into
consideration other assets that an independent fiduciary might
determine would bring value into the estate, such as actions to
avoid preferences and fraudulent conveyances, the Court adds. The
Proposed Order, furthermore, reflects an agreement between only the
Debtor and the joinder creditors, rather than the consent of all
parties of interest.
Judge Thorne concludes that the existence of valuable real estate
and significant accounts receivable, the potential for conflicts,
the lack of confidence in the debtor, and the need for expedition
all counsel the appointment of a chapter 11 trustee instead of
conversion or dismissal. It appears that the Property is of
significant value and there is a possibility that a sale or other
reorganization may produce significant payment to secured and
possibly to unsecured creditors. A chapter 11 trustee will have the
ability to move this case forward, in the event he or she believes
this was possible. A chapter 11 trustee will also have the ability
and the duty to collect other potential assets of the estate,
including receivables for grapes, wine, and rent.
Because chapter 11 cases require debtors to provide honest and
timely views of assets and liabilities and because this has not
occurred in this case, the case clearly can be better administered
by an unrelated third party. For this reason, neither conversion
nor dismissal are appropriate, and it is in the best interest of
the estate for the Court to direct the Office of the United States
Trustee to appoint a chapter 11 trustee.
A copy of the Court's decision dated Jan. 17, 2025, is available at
https://urlcurt.com/u?l=oLttaL from PacerMonitor.com.
About Reynoso Vineyards, Inc.
Reynoso Vineyards Inc. is a family-owned vineyard in the Alexander
Valley of Sonoma County California.
Reynoso Vineyards Inc. sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Ill. Case No. 24-15572) on
October 18, 2024. In the petition filed by Joseph Reynoso,
president, the Debtor disclosed between $10 million and $50 million
in both assets and liabilities.
Judge Deborah L. Thorne oversees the case.
Michael J. Greco, Esq., serves as the Debtor's counsel.
RICHMOND HOSPITALITY: Court Narrows Claims in Shaughnessy Lawsuit
-----------------------------------------------------------------
Judge Jil Mazer-Marino of the United States Bankruptcy Court for
the Eastern District of New York ruled on the two motions filed by
the case captioned as RICHMOND HOSPITALITY LLC, Plaintiff, v.
SHAUGHNESSY CAPITAL LLC, Defendant, Adv. Pro. No.: 24-01057-jmm
(Bankr. E.D.N.Y.).
Richmond Hospitality LLC asserts claims against Shaughnessy Capital
LLC for breach of the implied covenant of good faith and fair
dealing and for equitable subordination of Creditor's claims.
Debtor also objects to Creditor's proof of claim. Debtor had
asserted claims for misrepresentation and fraud on the Court but
has agreed to dismiss those two claims for relief.
Debtor's claims for relief derive from Creditor's agreement to
finance the construction of a hotel. Creditor declared an event of
default under the financing agreement after a mechanic's lien was
filed against the hotel project by a contractor. Creditor commenced
a state court action and obtained a judgment against Debtor for
over $9.3 million after Debtor defaulted in responding to
Creditor's motion for summary judgment. The state court judge has
since vacated the judgment.
Debtor alleges that Creditor manufactured the default by improperly
refusing to advance funds to pay the contractor's invoices, which
caused the contractor to file the lien. Debtor alleges Creditor
moved for summary judgment notwithstanding the contractor already
had been paid and had released the mechanic's lien. Further, Debtor
alleges Creditor moved for summary judgment in March 2020, when the
COVID-19 shutdowns started and implies that Debtor defaulted in
responding to the motion for summary judgment because it was
distracted by the pandemic. Additionally, Debtor alleges the
Creditor requested a $9.3 million judgment even though Creditor
knew Debtor owed far less.
Debtor filed an amended complaint.
Creditor has filed two motions. The first motion seeks mandatory or
permissive abstention. The second motion seeks dismissal of this
adversary proceeding.
Creditor's Motion for Abstention
Creditor contends that pursuant to section 1334(c)(2), the Court
must abstain from adjudicating the claims asserted in the amended
complaint because the claims are "related to" state law causes of
action that can be adjudicated timely in state court. Debtor argues
that mandatory abstention is inapplicable because its claims for
relief are core proceedings.
According to the Court, although the claims for relief assert state
law claims based on Creditor's alleged prepetition date breach of
contract, Debtor's claims for relief are both statutorily and
constitutionally core. The claims for relief are statutorily core
because they are counterclaims asserted against Creditor and
Creditor filed the proof of claim. The claims for relief are
constitutionally core because the claims for relief will be
resolved in connection with determining the allowed amount and
priority of Creditor's claims asserted in the proof of claim.
The Court concludes it is not required to abstain from hearing and
determining the claims for relief asserted by the Debtor in the
amended complaint.
Abstention may result in duplicative proceedings and interfere with
the prompt and efficient administration of the Bankruptcy Case.
Additionally, the Court should exercise its jurisdiction to hear
and determine the Debtor's claims for relief because the claims are
core. Although Debtor's claim for breach of the covenant of good
faith and fair dealing is a state law claim, determining the claim
does not require expertise. Primarily, for those reasons, the Court
finds that Creditor has failed to establish by a preponderance of
the evidence that permissive abstention is warranted.
Creditor's motion for abstention is denied.
Creditor's Motion to Dismiss
Creditor seeks to dismiss the amended complaint for failure to
state a claim upon which relief can be granted under Rule 12(b)(6)
of the Federal Rules of Civil Procedure.
Creditor's motion to dismiss is granted in part.
The Court holds that Debtor adequately pled a cause of action for
breach of the implied covenant of good faith and fair dealing. The
Debtor has alleged facts sufficient to state a claim for breach of
the implied covenant of good faith and fair dealing. In that
regard, Debtor's claim for breach of the implied covenant of good
faith and fair dealing is dismissed solely to the extent Debtor
seeks punitive damages.
The Court also holds that the amended complaint adequately pleads a
claim for equitable subordination.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=N0X79Y from PacerMonitor.com.
Counsel for Plaintiff Richmond Hospitality LLC:
Joseph S. Maniscalco, Esq.
LAMONICA HERBST & MANISCALCO, LLP
3305 Jerusalem Avenue, Suite 201
Wantagh, NY 11793
Email: jsm@lhmlawfirm.com
Counsel for Defendant Shaughnessy Capital LLC:
Stephen Vlock, Esq.
VLOCK & ASSOCIATES, P.C.
630 Third Avenue, 18th Floor
New York, NY 10017
Email: svlock@vlocklaw.com
About Richmond Hospitality
Richmond Hospitality, LLC, is a real estate hotel development owner
and operator that was poised to develop an 80-room Best Western
Vibe hotel in Staten Island.
Richmond Hospitality filed its voluntary petition under Chapter 7
of the Bankruptcy Code on March 16, 2022. On
May 18, 2022, the court ordered the conversion of the case to one
under Chapter 11 (Bankr. E.D.N.Y. Case No. 22-40507). At the time
of the filing, the Debtor listed $1 million to $10 million in both
assets and liabilities.
Judge Jil Mazer-Marino presides over the case.
Joseph S. Maniscalco, Esq., at LaMonica Herbst & Maniscalco, LLP
and Stuart R. Berg, P.C. serve as the Debtor's bankruptcy counsel
and special litigation counsel, respectively.
RIVER DREAMERS: Hires Law Office of Mark J. Giunta as Counsel
-------------------------------------------------------------
River Dreamers RV Park LLC seeks approval from the U.S. Bankruptcy
Court for the District of Arizona to employ Law Office of Mark J.
Giunta as counsel.
The firm's services include:
a. furnishing legal advice with respect to the powers and
duties of debtor-in-possession in the continued operation of its
affairs and management of its property;
b. preparing necessary applications, answers, orders, reports,
motions and other legal papers; and
c. performing all other legal services for which may be
necessary herein.
The firm will be paid at these rates:
Mark J. Giunta $525 per hour
Senior Associate $350 per hour
Associate $275 per hour
Legal Assistant $125 per hour
The firm received a retainer of $25,000 from Alex Antunes, the
principal of the Debtor, on January 13, 2025.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Mark J. Giunta, a partner at Law Office of Mark J. Giunta,
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:
Mark J. Giunta, Esq.
Liz Nguyen, Esq.
Law Office of Mark J. Giunta
531 East Thomas Road, Suite 200
Phoenix, AZ85012
Tel: (602) 307-0837
Fax: (602) 307-0838
Email: markgiunta@giuntalaw.com
liz@giuntalaw.com
About River Dreamers RV Park LLC
River Dreamers RV Park LLC operates a recreational vehicle park and
campground facility along the Colorado River in Ehrenberg,
Arizona.
River Dreamers RV Park LLC sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. D. Ariz. Case No. 25-00303) on January
14, 2025. In its petition, the Debtor reports estimated assets and
liabilities between $1 million and $10 million each.
Honorable Bankruptcy Judge Scott H. Gan handles the case.
The Debtor is represented by Mark J. Giunta, Esq., at LAW OFFICE OF
MARK J. GIUNTA, in Phoenix, Arizona.
ROYAL HELIUM: Cancels Private Placement Following BIA Protection
----------------------------------------------------------------
Royal Helium Ltd. announced on January 24, 2025, that Royal and its
subsidiaries, Royal Helium Exploration Limited and Imperial Helium
Corp., have cancelled the previously announced proposed private
placement offering of debenture units of the Company previously
announced on December 2, 2024.
On January 20, 2025, the Company announced its notice of intention
to make a proposal under the Bankruptcy and Insolvency Act. The
Company had previously been pursuing an out-of-court restructuring
solution. However, following review of all financing options and
careful consideration of all available alternatives, and
consultation with legal and financial advisors, the directors of
the Company determined that it was in the best interests of the
Company and its stakeholders to file for protection under the BIA
and to cancel the previously announced proposed Private Placement
offering.
All tenders delivered by holders of existing Company debentures
(the "Existing Debentureholders", being the 14% convertible
debentures due December 31, 2025 and the 12% convertible debentures
due June 30, 2025) who opted to partake in the optional forfeiture
of their Existing Debentures in exchange for the issuance of the
new debenture units upon closing of the Private Placement equal to
the then-outstanding principal amount of such Existing
Debentureholder's forfeited Existing Debentures shall continue to
hold their Existing Debentures in accordance with their existing
terms and all tendered consent forms shall be null and void.
The Company also announced that it has accepted Karl Kurz's
resignation from the board with immediate effect. The Company's CEO
commented "We are incredibly grateful for the contributions Karl
made during his tenure on our board. Karl is undoubtedly one of the
most accomplished professionals in the resource space, and it has
been a privilege to have someone of his caliber involved with the
Company. We wish him nothing but success in his future endeavors."
About Royal Helium Ltd.
Royal (TSXV: RHC) (OTCQB: RHCCF) is an exploration, production and
infrastructure company with a primary focus on the development of
helium and associated gases. The Company's extensive footprint
includes prospective helium permits and leases across Southern
Saskatchewan and southeastern Alberta.
Royal's helium reservoirs are carried primarily with nitrogen.
Nitrogen is not considered a greenhouse gas (GHG) and therefore has
a low GHG footprint when compared to other jurisdictions that rely
on large scale natural gas production for helium extraction. Helium
extracted from wells in Saskatchewan and Alberta can be up to 90%
less carbon intensive than helium extraction processes in other
jurisdictions. For more information, please visit SEDAR+
(www.sedarplus.ca) and the Company's website
(https://royalheliumltd.com).
ROYAL REALTY: Seeks Bankruptcy Protection in Pennsylvania
---------------------------------------------------------
On January 24, 2025, Royal Realty By TLM LLC filed Chapter 11
protection in the U.S. Bankruptcy Court for the Western District
of Pennsylvania.
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 Royal Realty By TLM LLC
Royal Realty By TLM LLC is a real estate company based in West
Mifflin, Pennsylvania.
Royal Realty By TLM LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D. Pa. Case No. 25-20186) on January 24,
2025. 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.
Calaiaro Valencik
555 Grant Street, Suite 300
Pittsburgh, PA 15219
Phone: 412-232-0930
Fax: 412-232-3858
SAMPLE TILE: Gets Interim OK to Use Cash Collateral
---------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California
granted Sample Tile and Stone, Inc.'s motion to use cash collateral
on an interim basis to pay its operating expenses.
In a separate order, the court approved a stipulation between
Sample Tile and Stone and the U.S. Small Business Administration,
allowing the company to use the agency's cash collateral until Feb.
28.
Both orders required the company to make a monthly payment of
$4,027.05 to SBA as adequate protection for the use of its cash
collateral, with the first payment to start this month.
As additional protection, SBA was granted a replacement lien on all
post-petition revenues of the company to the same extent and with
the same priority and validity as its pre-bankruptcy lien. The
agency is also entitled to a priority claim during the pendency of
the company's Chapter 11 case.
A final hearing will take place on Feb. 25.
About Sample Tile and Stone Inc.
Sample Tile and Stone Inc. is based in Los Angeles, Calif., and
operates as a tile contractor with ongoing projects including work
at WB Ranch TI and The Ranch Lot Studios.
Sample Tile and Stone filed Chapter 11 petition (Bankr. C.D. Calif.
Case No. 25-10137) on January 8, 2025, with assets between $500,000
and $1 million and liabilities between $1 million and $10 million.
Judge Barry Russell handles the case.
The Debtor is represented by:
Michael Jay Berger, Esq.
Law Offices of Michael Jay Berger
9454 Wilshire Boulevard, 6th Floor
Beverly Hills CA 90212
Tel: (310) 271-6223
Fax: (310) 271-9805
Email: michael.berger@bankruptcypower.com
SEAWALK INVESTMENTS: Sky Wins $49,589.78 in Attorney's Fees, Costs
------------------------------------------------------------------
Judge Jacob A. Brown of the United States Bankruptcy Court for the
Middle District of Florida concluded that Sky Enterprises, LLC, a
secured creditor of Seawalk Investments, LLC, is not entitled to
recover majority of the fees and costs it sought to protect its
interest. Sky is allowed $48,663.00 in attorney's fees and $926.78
in costs, for a total of $49,589.78.
This case is before the Court upon a remand from the United States
District Court. What is now at issue in this over five-year
two-party dispute is the extent to which Debtor is obligated to pay
the almost $300,000.00 in attorney's fees incurred by Sky.
Debtor is a Florida limited liability company that owns a mixed-use
commercial property consisting of short-term lodging and long-term
residential rental spaces, as well as retail/commercial space,
located in Jacksonville Beach, Florida. The Debtor has two
members/owners, an individual named James R. Stockton, and a
company named Bebe LLC. On its schedules, Debtor valued the
Property at $3.75 million and listed the debt owed to NLA
Jacksonville, LLC, the first mortgage holder on the Property, at
$735,000.00, thus asserting an equity cushion for NLA of over $3
million.
On Feb. 3, 2020, several months after Debtor had filed the First
Amended Plan, which provided for full payments, with interest, to
NLA, Sky purchased the Mortgage Debt from NLA. The purchase price
was $760,000.00. On Feb. 17, 2020, NLA filed a notice of transfer
of claim indicating it had transferred its claim to Sky on Feb. 7,
2020.
On May 12, 2020, Debtor filed a Second Amended Plan of
Reorganization. While the Second Amended Plan did not indicate the
monthly payment amount to be made to Sky, it provided for monthly
payments to Sky in an amount sufficient to pay $735,000.00,
amortized over twenty years with a balloon payment due on July 15,
2030. The Second Amended Plan provided for a 3.46% interest rate if
Sky did not vote to accept the Plan prior to June 2, 2020, and a 5%
interest rate if Sky voted to accept the Plan on or before June 1,
2020.
On July 7, 2020, Debtor filed a Motion to Strike the Motion to
Convert on the basis that NLA no longer had a claim in the case,
having transferred its claim to Sky. By order dated July 9, 2020,
the Court granted the Motion to Strike.
On July 24, 2020, Sky filed its own Disclosure Statement and Plan
of Reorganization.
On Aug. 5, 2020, Debtor filed a Third Amended Chapter 11 Plan of
Reorganization. The Third Amended Plan also provided for monthly
payments to Sky in an amount sufficient to pay $735,000.00,
amortized over twenty years, with a balloon payment due on July 15,
2030. However, the Third Amended Plan changed the interest rate to
4.16%. The Third Amended Plan also added Sec. 7.15, which provided
that if Debtor defaulted on its plan payments, it had six months to
list the Property, enter into a binding contract for the sale of
the Property, and sell the Property.
On Aug. 24, 2020, Sky filed an objection to the Third Amended Plan,
arguing that Sec. 7.16 constituted an impermissible third-party
release under Sec. 524(e) of the Bankruptcy Code. In its post-trial
brief in opposition to confirmation, Sky objected to Sec. 7.16,
referring to it as a third-party bar order.
On Oct. 5, 2020, Sky filed a Rule 3012 Motion to Determine the
Amount of Secured Claim by which it sought to have the following
included in its secured claim:
1) attorney's fees of $172,722.99;
2) expert witness costs of $25,000.00; and
3) other costs of $7,369.50.
On Aug. 25, 2021, Sky filed a First Supplement to its Rule 3012
Motion to Determine the Amount of its Secured Claim. Sky now
sought:
1) $294,383.39 for its attorney's fees, comprised of $72,858.59
for attorney David Lienhart of the Lienhart
Law Firm, and $221,524.80 for the Ferrelle Burns Law Firm,
represented by David Burns and Ashley Dodd;
2) $25,000.00 for expert witness fees; and
3) $12,005.70 for other costs.
These attorneys' respective hourly billable rates were $275.00,
$350.00, and $245.00.
The Court awards Sky only $50,000.00 of the $294,383.39 in fees it
sought to have included in its secured claim.
The Court finds that the fees incurred by Sky in this case are
entirely disproportionate to its risk and would not have been
incurred by a typical creditor in Sky's position. Most importantly,
NLA Jacksonville, and subsequently Sky, was at all times
oversecured and had a very significant equity cushion. Simply put,
while there was a risk of default, there was no risk of loss to Sky
because of the value of the Property. The Debtor was not in default
when the case was filed. The Debtor did not challenge NLA's lien
position. The Debtor had filed a plan of reorganization that called
for full payment with interest to NLA, and cash collateral issues
were resolved, before Sky purchased the Primary Mortgage Debt.
The Court finds that Sky's singular purpose in this bankruptcy case
was to wrest the Property from the Debtor, not to protect its lien.
The Court finds that a similarly situated creditor would have
incurred no more than $50,000.00 in attorney's fees to protect its
position.
Sky has the burden of proof to establish the fees and costs it
incurred were necessary to the collection and protection of its
claim, and the claim includes only fees for those actions which a
similarly situated creditor might have taken. The Court finds Sky
has failed to meet its burden of proof in this case. Furthermore,
removing any burden of proof from the analysis, Sky's actions in
attempting to obtain ownership of the Property are so intertwined
with what would have been reasonable actions, it is virtually
impossible to separate out what was reasonable and what was not.
Having now thoroughly reviewed Sky's billing statements and studied
the record in the case numerous times, the Court finds its original
$50,000.00 attorney's fees award to Sky to have been reasonable but
adjusts that award slightly down.
As an oversecured creditor, Sky took on the risk; its efforts
failed, and it is not entitled to recover the majority of the fees
and costs sought, the Court concludes.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=hdFPiU from PacerMonitor.com.
About Seawalk Investments
Seawalk Investments, LLC, a privately held company in Jacksonville,
Fla., sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. M.D. Fla. Case No. 19-01010) on March 21, 2019. At the
time of the filing, the Debtor estimated assets between $1 million
and $10 million and liabilities of between $1 million and $10
million. Judge Jerry A. Funk oversees the case. The Debtor hired
Wilcox Law Firm as its bankruptcy counsel.
SEMILEDS CORP: Extends Maturities of $3.2 Million Loans to 2026
---------------------------------------------------------------
SemiLEDs Corp. disclosed in a Form 8-K Report filed with the U.S.
Securities and Exchange Commission that on January 15, 2025, the
Company entered into the Fifth Amendment to the Loan Agreement, and
the Seventh Amendment to the Loan Agreement with Simplot Taiwan
Inc. and Trung Doan, respectively, to amend the loans maturity date
with same terms and interest rate to January 15, 2026. All other
terms and conditions of the Loan Agreement remain the same.
Previously, on January 8, 2019, the Company entered into loan
agreements with each of its Chairman and Chief Executive Officer
and the largest shareholder of the Company, with aggregate amounts
of $1.7 million and $1.5 million, respectively, and an annual
interest rate of 8%. The Loan Agreement is secured by a second
priority security interest on the Company's headquarters building.
The Company was initially required to repay the loans of $1.5
million on January 14, 2021 and $1.7 million on January 22, 2021,
respectively. On January 16, 2021, the maturity date of these loans
was extended with same terms and interest rate for one year to
January 15, 2022, and on January 14, 2022, the maturity date of
these loans was extended again with same terms and interest rate
for one more year to January 15, 2023. On January 13, 2023, the
maturity date of these loans was further extended with same terms
and interest rate for one year to January 15, 2024.
On January 7, 2024, J.R. Simplot Company assigned and transferred
all of its right, title and interest in and to the loan agreement
to Simplot Taiwan Inc., in accordance with and subject to the terms
and conditions of the loan agreement. Additonally, the Company
entered into the Fourth Amendment to the loan agreements with each
of Simplot Taiwan Inc. and Trung Doan.
The Fourth Amendment with Simplot Taiwan Inc:
(i) extended the maturity date of its loan agreement to
January 15, 2025, and
(ii) upon mutual agreement of the Company and Simplot Taiwan
Inc., permitted the Company to repay any principal amount or
accrued interest, in an amount not to exceed $400,000, by issuing
shares of the Company's common stock in the name of Simplot Taiwan
Inc. as partial repayment of the loan agreement at a price per
share equal to the closing price of the Company's common stock
immediately preceding the business day of the payment notice date.
All other terms and conditions of the loan agreement with Simplot
Taiwan Inc. remained the same.
The Fourth Amendment to the loan agreement with Trung Doan amended
the loan agreement's maturity date with same terms and interest
rate to January 15, 2025. All other terms and conditions of the
loan agreement with Trung Doan remained the same.
On February 9, 2024, the Company and Trung Doan entered into the
Fifth Amendment to the loan agreement. The Fifth Amendment, upon
the mutual agreement of the Company and Trung Doan, permitted the
Company to repay any principal amount or accrued interest, in an
amount not to exceed $800,000, by issuing shares of the Company's
common stock to Trung Doan as partial repayment of the loan
agreement at a price per share equal to the closing price of the
Company's common stock immediately preceding the business day of
the payment notice date.
On July 3, 2024, the Company and Trung Doan entered into the Sixth
Amendment to the loan agreement. The Sixth Amendment amended the
loan agreement to permit, upon the mutual agreement of the Company
and Trung Doan, the Company to repay a portion of the principal
amount or accrued interest under the loan agreement, by issuing
shares of the Company's common stock to Trung Doan as partial
repayment of the loan agreement at a price per share equal to the
closing price of the Company's common stock immediately preceding
the business day of the payment notice date. All other terms and
conditions of the loan agreement, as amended by the Sixth
Amendment, remained the same.
About SemiLEDs
Headquartered in Miao-Li County, Taiwan, R.O.C., SemiLEDs --
http://www.semileds.com-- develops, manufactures and sells light
emitting diode (LED) chips, LED components, LED modules and
systems. The Company's products are used for general specialty
industrial applications, including ultraviolet, or UV, curing of
polymers, LED light therapy in medical/cosmetic applications,
counterfeit detection, LED lighting for horticulture applications,
architectural lighting and entertainment lighting.
The Company suffered losses from operations of $2.9 million and
$3.4 million and used net cash in operating activities of $365
thousand and $984 thousand for the years ended August 31, 2024 and
2023, respectively. These facts and conditions raise substantial
doubt about the Company's ability to continue as a going concern.
SemiLEDs disclosed $10,400,000 in total assets, $8,820,000 in total
liabilities, and $1,580,000 in total equity at November 30, 2024.
SILVERGATE CAPITAL: U.S. Trustee Appoints S. Wickouski as Examiner
------------------------------------------------------------------
Andrew Vara, the U.S. Trustee for Region 3, asked the U.S.
Bankruptcy Court for the District of Delaware to approve the
appointment of Stephanie Wickouski as examiner in the Chapter 11
cases of Silvergate Capital Corporation and its affiliates.
Ms. Wickouski was appointed by the U.S. trustee after a series of
consultations with the companies' management, Stilwell Activist
Investments, L.P., Exploration Capital Fund, LP and an ad hoc group
representing preferred shareholders.
On Dec. 20 last year, the bankruptcy court ordered the U.S. trustee
to appoint an examiner to investigate the companies following a
motion filed by Stilwell and supported by Exploration Capital
Fund.
In court papers, Ms. Wickouski disclosed that she is a
"disinterested person" within the meaning of Section 101(14) of the
Bankruptcy Code.
About Silvergate Capital Corporation
Silvergate Capital Corporation is a Maryland corporation
headquartered in La Jolla, California. Until July 1, 2024, it was a
bank holding company subject to supervision by the Board of
Governors of the Federal Reserve.
Silvergate Capital Corporation filed voluntary Chapter 11 petition
(Bankr. D. Del. Lead Case No. 24-12158) on Sept. 17, 2024, listing
$100 million to $500 million in assets and $10 million to $50
million in liabilities. The petitions were signed by Elaine Hetrick
as chief administrative officer.
Judge Karen B. Owens oversees the case.
Paul N. Heath, Esq., at Richards, Layton & Finger, P.A. represents
the Debtor as legal counsel.
SLATER PARK: Hires Rountree Leitman Klein as Attorney
-----------------------------------------------------
Slater Park, LLC and its affiliates seek 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
On November 20, 2024, the firm received a pre-petition retainer of
$30,000 from the Debtor.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
William A. Rountree, 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:
William A. Rountree, Esq.
Ceci Christy, Esq.
Rountree, Leitman, Klein & Geer, LLC
2987 Clairmont Road, Suite 350
Atlanta, GA 30329
Tel: (404) 584-1238
Email: wrountree@rlkglaw.com
cchristy@rlkglaw.com
About Slater Park, LLC
Slater Park, LLC owns and operates two bars and interactive
amusements on the rooftop at the Premises that is commonly known as
Skyline Park in Atlanta, Georgia.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Ga. Case No. 24-21491-jrs) on November
22, 2024. In the petition signed by Brett Hull-Ryde, chief
executive officer, the Debtor disclosed up to $10 million in both
assets and liabilities.
William Rountree, Esq., at Rountree, Leitman, Klein & Geer, LLC.
represents the Debtor as legal counsel.
SMOKY MOUNTAIN: Myers Can't Recuse Judge Coward in Foreclosure Suit
-------------------------------------------------------------------
In the case captioned as ROBINSON JOSEPH MYERS AND ELIZABETH
OWL-MYERS, Plaintiffs, v. SMOKY MOUNTAIN COUNTRY CLUB PROPERTY
OWNERS ASSOCIATION, INC.; SHIRLEY SCHUBERT, In her individual and
legal capacity and ED LAWSON, in his individual and legal capacity,
Defendants, Nos. COA23-854 & COA23-943 (N.C. Ct. App.), Judge Fred
Gore of the North Carolina Court of Appeals affirmed the Swain
County Superior Court's order denying the motion filed by Robinson
Joseph Myers and Elizabeth Owl-Myers to recuse Judge William H.
Coward.
The Myers became lot owners of property within the Smoky Mountain
Country Club in 2006 and members of the Smoky Mountain Country Club
Association pursuant to the requirement for membership within the
Declaration of the Association. A lawsuit between the Association
and the SMCC Clubhouse, LLC resulted in a multimillion-dollar
judgment against the Association. The Association filed for chapter
11 Bankruptcy and ultimately negotiated a plan with SMCC requiring
installment payments to pay the multimillion-dollar judgment. These
terms required the members of the Association, the lot owners, to
pay a pro-rata share of the judgment.
Because the Myers were lot owners at the time the judgment was
entered, they were assessed a "pro rata share of common expense
liabilities" and later received a statement demanding payment in
the amount of $15,969.85 for the first few delinquent installment
payments. The Association filed a Claim of Lien on Oct. 17, 2022,
and after the Myers refused to pay the remaining installments, the
Association sought the full payment of all installments in the
amount of $48,120.00 with interest at 8% per annum on 24 March
2023. The Myers did not pay any of the assessment.
On April 17, 2023, the Association proceeded with foreclosure to
enforce the Claim of Lien in the full amount against the Myers. The
Myers filed a motion to dismiss and an answer in the foreclosure
action. The Clerk of Superior Court, Swain County, heard the
motions and entered an order on July 21, 2023, allowing
foreclosure. The Myers filed a motion to recuse Judge Coward of the
Superior Court prior to the entry of the foreclosure order. After
the order was entered, the Myers filed a notice of appeal to the
Superior Court, Swain County. On Aug. 4 2023, Judge Coward denied
the motion to recuse.
The Myers had previously filed a lawsuit against the Association,
Shirley Schubert, and Ed Lawson, on 10 February 2023, and later an
amended complaint on March 8, 2023 (the "declaratory relief
action"), for declaratory judgment; violation of North Carolina
Unfair and Deceptive Trade Practices Act; violation of North
Carolina Debt Collection Act; breach of fiduciary duty by the
Association, Shirley Schubert, and Ed Lawson; to quiet title; for
slander of title; and for negligence and breach of fiduciary duty
of the condo maintenance by the Association and Shirley Schubert.
The parties filed multiple motions and sought hearings on motions
to dismiss, for partial summary judgment, and to quash certain
subpoenas. On July 14, 2023, the Myers filed a motion to recuse
Judge Coward from considering further motions and to refer the
motion for recusal to a different judge. Judge Coward denied the
motion for recusal.
The Myers entered a notice of appeal of the denied motion to recuse
in the foreclosure action and a notice of appeal of the denied
motion to recuse in the declaratory relief action seeking
interlocutory review of both orders.
The Appellate Court have consolidated the cases on appeal because
both cases request appeal of the same question -- whether the trial
court erred by denying the motion to recuse. Generally, there is
"no right to appeal an interlocutory order."
The Myers raise multiple allegations against Judge Coward.
According to Judge Gore, the Myers' contentions are based in large
part upon generic factual allegations that would be common to many
lawyers and judges in North Carolina: attending the same
undergraduate and law schools, being members of a particular legal
organization, and representing parties in other cases before a
particular judge. The Myers have not demonstrated how these types
of professional relationships have created any sort of improper
bias or prejudice in this case. The remaining allegations are based
upon rulings by Judge Coward that were opposed to the Myers'
position. These claims of bias are based at best upon 'inferred
perceptions' and frustrations toward Judge Coward's multiple
rulings against them.
Judge Gore concludes that there is no substantial evidence of bias,
prejudice, or interest such that a reasonable person would be
concerned Judge Coward could not rule impartially. Therefore, the
trial court did not abuse its discretion and they affirm the trial
court's denial of the motion for recusal.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=1OX6wi
About Smoky Mountain Country Club Property
Smoky Mountain Country Club Property Owners Association, Inc., a
North Carolina nonprofit corporation, is an association of
homeowners of the Smoky Mountain Country Club, a residential
planned community, in Whittier, North Carolina.
Smoky Mountain Country Club Property Owners Association, Inc. filed
a voluntary petition for relief under chapter 11 of the Bankruptcy
Code (Bankr. W.D.N.C. Case No. 19-10286) on July 26, 2019. In the
petition signed by Paul DeCarlo, president, the Debtor estimated
$50,000 in assets and $1 million to $10 million in liabilities.
The case is assigned to Judge George R. Hodges.
John R. Miller Jr., Esq. at Rayburn Cooper & Durham, P.A.,
represents the Debtor.
SMOKY MOUNTAIN: Summary Judgment in Favor of Law Firms Affirmed
---------------------------------------------------------------
In the case captioned as SMOKY MOUNTAIN COUNTRY CLUB PROPERTY
OWNERS ASSOCIATION, INC., Plaintiff, v. ROBERT E. DUNGAN, DUNGAN,
KILBOURNE & STAHL, PA, and ALLEN STAHL & KILBOURNE, PLLC,
Defendants, No. COA24-548, Judge John S. Arrowood of the North
Carolina Court of Appeals affirmed the Swain County Superior
Court's order granting a motion for summary judgment in favor of
Robert Dungan and the law firms of Dungan, Kilbourne & Stahl, P.A.,
and Allen Stahl & Kilbourne, PLLC.
This action commenced on April 30, 2020, when plaintiff filed a
complaint against defendants alleging negligence in failing to
advise plaintiff to collect dues for the Clubhouse at Smoky
Mountain Country Club. Prior to the complaint, plaintiff had
retained defendants Robert E. Dungan and the Dungan law firm for
legal advice beginning in 2014, with a resolution authorizing
Dungan to review the Association's governing documents to advise
whether the documents are (i) compliant with current NC law, and
(ii) consistent with one another, specifically concentrating on
whether plaintiff was obligated to collect and remit the Clubhouse
dues. Specifically, plaintiff requested defendant's legal opinion
on the obligations of plaintiff set forth in their Clubhouse dues
agreement.
Defendants advised plaintiff to cease its collection and
enforcement efforts of Clubhouse Dues immediately.
Plaintiff specifically alleged that defendants committed
malpractice by advising plaintiff that they had no legal right to
collect Clubhouse Dues from owners and failed to disclose the legal
and economic risks associated with plaintiff breaching its
obligations under the Clubhouse Dues Agreement. Furthermore,
plaintiff alleged that defendant Robert Dungan committed gross
negligence because he had actual knowledge of, and intentionally
failed to inform plaintiff of, the existence of certain legal
authorities that would contradict the legal opinion. Finally,
plaintiff requested recovery of attorney fees from defendants
arguing that defendants were not entitled to be paid for services
they rendered in violation of their duty to plaintiff.
On July 1, 2020, Defendants filed a Rule 12(b)(6) motion to
dismiss, answers, and affirmative defenses against plaintiff's
claims. On Aug. 11, 2020, defendants separately filed a 12(b)(6)
motion to dismiss specifically on the grounds that plaintiff's
complaint was barred by a three-year statute of limitations and
four-year statute of repose period. The trial court granted
defendants' motion, stating that plaintiff failed to state a claim
upon which relief can be granted.
Defendants filed a motion for summary judgment on Sept. 24, 2023
pursuant to Rule 56 of the North Carolina Rules of Civil Procedure.
In that motion, defendants argue that they are entitled to summary
judgment based on the applicable statutes of limitations and
repose, res judicata, and claim preclusion. On Nov. 17 2023,
defendants filed an amended and restated motion for summary
judgment. Finally, on Nov. 22 2023, defendants filed an affidavit
from Mr. Kilbourne, a partner at defendant firm, in which he swore
that the underlying litigation that is the basis for this
malpractice suit commenced in October 2014 and concluded on July
30, 2015.
The trial court concluded, based upon the pleadings, depositions,
interrogatory answers, admissions on file, certified copies of
plaintiff's bankruptcy court filings, and the affidavits submitted
by defendants that there was no genuine issue of material fact and
that defendants were entitled to judgement as a matter of law by an
order filed Jan. 9, 2024. Plaintiff gave written notice of appeal
on Feb. 6, 2024.
Plaintiff's sole issue on appeal is that the trial court erred in
granting summary judgment in favor of defendants under defendants'
unverified amended and restated motion for summary judgment.
Specifically, plaintiff argues that the trial court erred by
issuing its judgment based on affirmative defenses raised in
defendants' unverified answer. Defendants argue that plaintiff has
failed to preserve this issue for appeal. Defendants contend that
the claims were barred by the statutes of limitations and repose
and that there is sufficient evidence to support such a
determination.
According to Judge Arrowood, the plaintiff has not supplied any
evidence that contests the contents of the Kilbourne Affidavit that
would support their contention that the 'last act' for the purposes
of this malpractice claim was within three years of filing this
claim. Rather, plaintiff only attacks the affidavit for being
submitted after defendants filed their motion for summary
judgment.
Given plaintiff's erroneous interpretation of the law in
establishing the date of the 'last act' for purposes of this legal
malpractice claim, he concludes that the Plaintiff has failed to
overcome defendants' statute of limitations defense by showing this
claim is timely. The uncontradicted evidence regarding the time of
the advice and the subsequent litigation supports a determination
that the plaintiff's claims are barred by the statute of
limitation, thus, the trial court did not err in granting
defendants' motion for summary judgment.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=NZBZD6
Attorney for Plaintiff-Appellant:
Jason White, Esq.
SIGMON, CLARK, MACKIE, HANVEY & FERRELL, P.A.
250 Second Avenue SW
Hickory, NC 28602
Tel: (828) 597-0533
E-mail: jason.white@sigmonclark.com
Attorneys for Defendant-Appellee Robert E. Dungan:
Philip S. Anderson, Esq.
Ronald K. Payne, Esq.
THE VAN WINKLE LAW FIRM
11 N Market Street
Asheville, NC 28801
Tel: (828) 258-2991
E-mail: panderson@vwlawfirm.com
rpayne@vwlawfirm.com
Attorneys for Defendants-Appellees Allen Stahl & Kilbourne, PLLC,
f/k/a Dungan,
Kilbourne & Stahl, P.A.:
John Michael Durnovich, Esq.
POYNER SPRUILL
301 S. College St., Suite 2900
Charlotte, NC 28202
Tel: (704) 342-5344
E-mail: jdurnovich@poynerspruill.com
- and -
Daniel G. Cahill, Esq.
Poyner Spruill
301 Fayetteville St., Suite 1900
Raleigh, NC 27601
Tel: (919) 783-2902
E-mail: dcahill@poynerspruill.com
About Smoky Mountain Country Club Property
Smoky Mountain Country Club Property Owners Association, Inc., a
North Carolina nonprofit corporation, is an association of
homeowners of the Smoky Mountain Country Club, a residential
planned community, in Whittier, North Carolina.
Smoky Mountain Country Club Property Owners Association, Inc. filed
a voluntary petition for relief under chapter 11 of the Bankruptcy
Code (Bankr. W.D.N.C. Case No. 19-10286) on July 26, 2019. In the
petition signed by Paul DeCarlo, president, the Debtor estimated
$50,000 in assets and $1 million to $10 million in liabilities.
The case is assigned to Judge George R. Hodges.
John R. Miller Jr., Esq. at Rayburn Cooper & Durham, P.A.,
represents the Debtor.
SMX GROUP: S&P Assigns 'B' Issuer Credit Rating, Outlook Stable
---------------------------------------------------------------
S&P Global Ratings assigned its 'B' issuer credit rating to SMX
Group LLC. At the same time, S&P assigned its 'B' issue-level
rating and '3' recovery rating to the company's proposed first-lien
debt.
The stable outlook reflects S&P's expectation that its S&P Global
Ratings-adjusted debt to EBITDA will be in the low-5x area over the
next few years.
SMX plans to acquire the target with a combination of new debt and
sponsor equity. SMX will fund the acquisition and refinance its
existing debt with a $850 million first-lien term loan and $120
million of equity from the sponsor, OceanSound Partners. The
company will also have access to a new $100 million revolving
credit facility. SMX hopes the acquisition will lead to new
business opportunities by combining its existing mission expertise
with a broader portfolio of technology-enabled capabilities.
The rating reflects SMX's modest size, lower margins, and high
leverage relative to peers. At about $1.6 billion of revenue pro
forma for the acquisition, SMX will be among the smallest
government service providers we rate. Competitors such as Booz
Allen Hamilton Inc., CACI International Inc., Science Applications
International Corp., and Leidos Holdings Inc. are all in the $7
billion-$16 billion range. S&P said, "We expect SMX's S&P Global
Ratings-adjusted EBITDA margins will be 9.5%-10.5% throughout our
forecast period, which is at the lower than that of the
above-mentioned peers (11%-14%). A significant portion of SMX's
contracts are cost plus, which does mitigate risk, but limits
profitability. We forecast debt to EBITDA will be in the mid-5x
range in 2025, potentially declining as earnings grow, but
ultimately determined by financial policy."
The government spending environment could prove favorable for SMX.
The company's combination of mission and technical expertise with
the addition of the target's enterprise resource planning (ERP)
will allow SMX to work with a wide variety of customers on a wide
variety of contracts. The Mission Solutions segment is more tied to
defense spending, with SMX's command, control, communications,
computers, cyber, intelligence, surveillance, and reconnaissance
(C5ISR) capabilities key to the U.S. Department of Defense's
priorities, particularly with SMX's exposure to operations related
to China. The Digital Solutions segment does more civil work,
focusing on cloud capabilities and data and cyber solutions, and
could experience some volatility depending on the implementation of
the Department of Government Efficiency's (DOGE) initiatives.
SMX will likely seek to increase its fixed-price contracts in an
attempt to grow margins. The company currently derives about 15%
of its revenue from fixed-price work. Generally, fixed-price
contracts can lead to higher EBITDA margins if the company can
execute and efficiently manage costs, though there is inherently
more risk involved. S&P said, "We believe that SMX's target of
making fixed-price contracts about half of its work will be
difficult to achieve, but we view growth in this area as creating
the opportunity for improved profitability."
Financial policy will be a determining factor in the ratings
upside. A growing top-line with improving margins could lead to
stronger credit metrics. The amount to which they improve could
depend on management's and owner OceanSound Partners' financial
policy. S&P said, "We forecast free cash flow of $60 million-$70
million in 2025, improving to $80 million-$90 million in 2026 as
transaction and integration costs roll off and the company grows
revenues in areas of priority for the Department of Defense. As
earnings and cash flow grow, the company could seek additional
growth through debt-funded acquisitions or opt to take cash out of
the company in the form of a dividend, though we view acquisitions
are more likely. Management's willingness and commitment to
maintaining debt to EBITDA comfortably below 5x will be a key
factor in the rating moving forward. We think leverage reduction is
more likely to be a product of earnings growth than significant
debt reduction."
The stable outlook reflects S&P's expectation that S&P Global
Ratings-adjusted debt to EBITDA will be near 5x throughout the
forecast as earnings improve but financial policy limits the
improvement of credit metrics.
S&P could lower its ratings on SMX if debt to EBITDA rises above 7x
or free cash flow approaches break-even, and we expect either
metric to remain there. This could occur if:
-- SMX loses several key contracts and revenues decline
significantly;
-- EBITDA margins do not improve as anticipated due to increased
costs associated with integration or cost overruns due to poor
performance on contracts; or
-- The company pursues large, debt-financed acquisitions or
dividends.
S&P could raise the rating on SMX if the company's debt to EBITDA
declines well below 5x and the sponsor shows a commitment to
maintaining credit metrics at this level. This could occur if:
-- The acquisition integration goes smoothly, and the combined
company generates higher EBITDA margins;
-- The company can capture significant new business; and
-- The sponsor commits to maintaining improved credit ratios, even
with potential acquisitions or dividends.
SOBR SAFE: Empery Asset Holds 9.99% Equity Stake
------------------------------------------------
Empery Asset Management, LP, Ryan M. Lane, and Martin D. Hoe
disclosed in Schedule 13G Report filed with the U.S. Securities and
Exchange Commission that as of December 31, 2024, they beneficially
owned shares of SOBR Safe's Common Stock, comprising of 102,324
shares of Common Stock issuable upon exercise of the Warrants,
representing 9.99% of the 921,949 shares of Common Stock
outstanding as of November 13, 2024, as reported in the Company's
Quarterly Report on Form 10-Q, filed with the Securities and
Exchange Commission on November 14, 2024, and assumes exercise of
the Warrants.
Empery Asset Management, LP may be reached at:
Ryan M. Lane
1 Rockefeller Plaza, Suite 1205
New York, New York 10020
Tel: 212-608-3300
A full-text copy of Empery Asset's SEC Report is available at:
https://tinyurl.com/jpb4pfev
About SOBR Safe, Inc.
SOBR Safe, Inc. provides non-invasive technology to quickly and
humanely identify the presence of alcohol in individuals. These
technologies are integrated within the Company's robust and
scalable data platform, which produces statistical and measurable
user and business data. The Company's mission is to save lives,
increase productivity, create significant economic benefits, and
positively impact behavior. To this end, SOBR Safe has developed
the scalable, patent-pending SOBRsafe software platform for
non-invasive alcohol detection and identity verification.
As of June 30, 2024, SOBR Safe had $5,122,244 in total assets,
$1,431,746 in total liabilities, and $3,690,498 in total
stockholders' equity.
Littleton, Colorado-based Haynie and Company, the Company's auditor
since 2023, issued a "going concern" qualification in its report
dated March 29, 2024, citing that the Company has incurred
recurring losses from operations and has limited cash liquidity and
capital resources to meet future capital requirements.
Management believes that cash balances of approximately $2,800,000
and positive working capital of approximately $1,900,000 as of
December 31, 2023, do not provide adequate capital for operating
activities for the next twelve months after the issuance of these
financial statements. However, management believes that actions
currently being taken to generate product and service revenues,
along with plans to access capital sources and implement expense
reduction tactics, provide the opportunity for the Company to
continue as a going concern. These plans are contingent upon the
successful execution of these actions. As such, substantial doubt
about the entity's ability to continue as a going concern has not
been alleviated as of December 31, 2023, according to the Company's
Annual Report for the year ended December 31, 2023.
SOFIA BROS: Seeks Chapter 11 Bankruptcy Protection in New York
--------------------------------------------------------------
On January 22, 2025, Sofia Bros. Inc. filed Chapter 11 protection
in the U.S. Bankruptcy Court for the Southern District of New
York.
According to court filing, the Debtor reports between $1 million
and 410 million in debt owed to 1 and 49 creditors. The petition
states funds will be available to unsecured creditors.
About Sofia Bros. Inc.
Sofia Bros. Inc. is a company that operates in the Freight &
Logistics Services industry.
Sofia Bros. Inc. sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D.N.Y. Case No.: 25-10095) on January
22, 2025. In its petition, the Debtor reports estimated assets and
liabilities between $1 million and $10 million each.
The Debtor is represented by:
Tracy L. Klestadt, Esq.
KLESTADT WINTERS JURELLER SOUTHARD & STEVENS, LLP
200 West 41st Street, 17th Floor
New York, NY 10036
Tel: (212) 972-3000
E-mail: tklestadt@klestadt.com
SPIKE BODY: Court Extends Use of Cash Collateral Until March 31
---------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Illinois,
Eastern Division, has issued a 12th interim order extending Spike
Body Werks, Inc.'s authority to use cash collateral.
The interim order authorized the company to use cash collateral to
pay post-petition expenses to third parties for the period from
Jan. 17 to March 31, in accordance with its budget.
The budget shows total weekly expenses of $44,700.
To protect the interests of secured creditors, including Byline
Bank and the U.S. Small Business Administration, several measures
have been implemented. These include allowing inspections of the
company's books and records, maintaining insurance on collateral,
and providing regular variance reports. The company is also
required to ensure that the collateral is properly maintained and
managed.
A status hearing is scheduled for March 25. Objections are due by
March 21.
Byline Bank can be reached through its counsel:
Edmond M. Burke, Esq.
Chuhak & Tecson, P.C.
120 S. Riverside Plaza, Suite 1700
Phone: (312) 855-4352
Fax: (312) 444-9027
Email: eburke@chuhak.com
About Spike Body
Spike Body Werks, Inc., is an Illinois company engaged in the
business of autobody collision restoration and custom work.
Spike Body Werks filed a petition under Chapter 11, Subchapter V of
the Bankruptcy Code (Bankr. N.D. Ill. Case No. 23-13885) on Oct.
17, 2023, with $1 million to $10 million in both assets and
liabilities. Pasquale Roppo, president of Spike Body Werks, signed
the petition.
Judge Donald R. Cassling oversees the case.
The Debtor is represented by:
Scott R Clar, Esq.
Crane, Simon, Clar & Goodman
Tel: 312-641-6777
Email: sclar@cranesimon.com
SPIRIT AIRLINES: Combined Plan Hearing Postponed to February 13
---------------------------------------------------------------
Lara Sanli of Bloomberg Law reports that Spirit Airlines' combined
hearing has been postponed to February 13, 2025 at 10 AM ET, per a
scheduling order.
On December 17, 2024, the Court issued a scheduling order that
provisionally approved the disclosure statement, authorized the
debtors to solicit votes on the Chapter 11 plan, and set a combined
hearing for January 29, 2025 at 11 AM ET to review the plan's
confirmation and final approval of the disclosure statement,
According to Bloomberg Law.
As of December 17, Spirit Moves Forward with Restructuring That
Erases Shareholders, the report states.
About Spirit Airlines, Inc.
Spirit Airlines, Inc. (NYSE: SAVE) is a low-fare carrier committed
to delivering the best value in the sky by offering an enhanced
travel experience with flexible, affordable options. Spirit serves
destinations throughout the United States, Latin America and the
Caribbean with its Fit Fleet, one of the youngest and most
fuel-efficient fleets in the U.S. On the Web:
http://wwww.spirit.com/
Spirit Airlines filed Chapter 11 petition (Bankr. S.D.N.Y. Case
No.
24-11988) on Nov. 18, 2024, after reaching terms of a pre-arranged
plan with bondholders. At the time of the filing, Spirit Airlines
reported $1 billion to $10 billion in both assets and liabilities.
Judge Sean H. Lane oversees the case.
The Debtor tapped Davis Polk & Wardwell, LLP as legal counsel;
Alvarez & Marsal North America, LLC as financial advisor; and Epiq
Corporate Restructuring, LLC as claims agent.
Paul Hastings, LLP and Ducera Partners, LLC serve as legal counsel
for the Ad Hoc Group of Convertible Noteholders.
Akin Gump Strauss Hauer & Feld, LLP and Evercore Group LLC
represent the Ad Hoc Group of Senior Secured Noteholders.
SPIRIT AIRLINES: Secures $300M Exit Credit Facility, DIP Financing
------------------------------------------------------------------
Spirit Airlines, Inc. disclosed in a Form 8-K Report filed with the
U.S. Securities and Exchange Commission that the Company has
secured a commitment from certain of its prepetition debtholders
pursuant to that certain Commitment Letter, dated as of January 14,
2025, to provide up to $300 million in financing in the form of a
senior secured revolving credit facility. The Exit Revolving Credit
Facility is comprised of:
(i) commitments by the Exit RCF Lenders to provide revolving
credit loans and letters of credit in an aggregate amount equal to
$275 million and
(ii) an uncommitted incremental revolving credit facility in an
aggregate amount up to $25 million.
Upon entry of the Confirmation Order by the Bankruptcy Court and
the Company's emergence from the Chapter 11 Cases and satisfaction
of certain other conditions precedent, the Exit RCF Commitments
shall be available to the Company to draw upon. The Company's uses
of the proceeds of the Exit Revolving Credit Facility shall
include, among other items, working capital and other general
corporate needs of the Company and its subsidiaries following
emergence from the Chapter 11 Cases.
The Company's obligations under the Exit Revolving Credit Facility
will be guaranteed by each subsidiary of the Company. In addition,
the obligations under the Exit Revolving Credit Facility will be
secured by perfected senior security interests and liens on certain
property of the Company and the Guarantors, subject to certain
exclusions, exceptions and carve-outs.
Subject to certain exceptions and conditions, the Company will be
obligated to prepay or offer to prepay, as the case may be, all or
a portion of the obligations under the Exit Revolving Credit
Facility with the net cash proceeds of certain asset sales, with
cash from its balance sheet in order to remain in compliance with a
collateral coverage ratio and concentration limits and in
connection with a change of control. The Exit Revolving Credit
Facility will bear interest at a variable rate equal to the
Company's choice of (a) Adjusted Term SOFR plus 3.25% per annum or
(b) Alternate Base Rate plus 2.25% per annum.
Debtor-in-Possession Financing
In connection with the Chapter 11 Cases, the Debtors entered into a
Superpriority Secured Debtor In Possession Term Loan Credit and
Note Purchase Agreement, dated December 23, 2024, with Wilmington
Savings Fund Society, FSB, as administrative agent and collateral
agent and the creditors from time to time party thereto.
Under the DIP Credit Agreement, the DIP Creditors agreed to provide
an aggregate principal amount of $300 million (excluding fees of $9
million, which were paid in kind in the form of additional
principal) in financing in the form of a senior secured
debtor-in-possession facility. The DIP Facility is comprised of:
(i) new money term loans and
(ii) new money notes.
The DIP Credit Agreement is secured by substantially all of the
assets of the Debtors, subject to certain exclusions, and the
Company's obligations thereunder are guaranteed by each subsidiary
of the Company. The claims of the DIP Creditors are entitled to
superpriority administrative expense claim status, subject to
certain customary exclusions in the credit documentation. The
Company's uses for the DIP Facility include, among other items:
(i) prepetition obligations,
(ii) adequate protection payments,
(iii) the fees, costs, and expenses of administering the Chapter
11 Cases and
(iv) working capital and other general corporate needs of
Spirit in the ordinary course of business.
Subject to certain exceptions and conditions, the Company is
obligated to prepay the obligations under the DIP Facility with the
net cash proceeds of certain asset sales, with casualty insurance
proceeds, extraordinary receipts and the proceeds of certain
indebtedness. The DIP Facility will bear interest at either (i)
Term SOFR (as defined in the DIP Credit Agreement) plus 7.00% per
annum or (ii) the Base Rate (as defined in the DIP Credit
Agreement) plus 6.00% per annum. Interest on the DIP Facility is
payable in cash.
The DIP Credit Agreement has a scheduled maturity date of December
23, 2025. The DIP Credit Agreement will also terminate and all
obligations thereunder will become due on the date that is the
earliest of the following:
(i) the Scheduled Maturity Date,
(ii) the substantial consummation of a plan of reorganization
filed in the Chapter 11 Cases that is confirmed pursuant to an
order entered by the Bankruptcy Court,
(iii) the acceleration of the obligations under the DIP Credit
Agreement and the termination of the unfunded commitments
thereunder,
(iv) the consummation of a sale of all or substantially all of
the assets of the Debtors pursuant to section 363 of the Bankruptcy
Code and
(v) dismissal of the Chapter 11 Cases or conversion of any of
the Chapter 11 Cases to one or more cases under Chapter 7 of the
Bankruptcy Code or appointment of a trustee or examiner in any of
the Chapter 11 Cases.
About Spirit Airlines
Spirit Airlines, Inc. (NYSE: SAVE) is a low-fare carrier committed
to delivering the best value in the sky by offering an enhanced
travel experience with flexible, affordable options. Spirit serves
destinations throughout the United States, Latin America and the
Caribbean with its Fit Fleet, one of the youngest and most
fuel-efficient fleets in the U.S. On the Web:
http://wwww.spirit.com/
Spirit Airlines filed Chapter 11 petition (Bankr. S.D.N.Y. Case No.
24-11988) on Nov. 18, 2024, after reaching terms of a pre-arranged
plan with bondholders. At the time of the filing, Spirit Airlines
reported $1 billion to $10 billion in both assets and liabilities.
Judge Sean H. Lane oversees the case.
The Debtor tapped Davis Polk & Wardwell, LLP as legal counsel;
Alvarez & Marsal North America, LLC as financial advisor; and Epiq
Corporate Restructuring, LLC as claims agent.
Paul Hastings, LLP and Ducera Partners, LLC serve as legal counsel
for the Ad Hoc Group of Convertible Noteholders.
Akin Gump Strauss Hauer & Feld, LLP and Evercore Group LLC
represent the Ad Hoc Group of Senior Secured Noteholders.
SPRINGFIELD COLLEGE: S&P Lowers Revenue Bond Rating to 'BB+'
------------------------------------------------------------
S&P Global Ratings lowered its long-term rating to 'BB+' from 'BBB'
on the Massachusetts Development Finance Agency's series 2021
revenue bonds issued for Springfield College. At the same time, S&P
Global Ratings lowered its issuer credit rating on the college to
'BB+' from 'BBB'. The outlook is negative.
"The lower ratings reflect our view of the university's continued
enrollment declines though fall 2024, which have pressured
operations, resulting in debt service coverage falling
significantly below covenant levels and hindering financial
resource growth in fiscal 2023 and 2024," said S&P Global Ratings
credit analyst Steven Sather.
The outlook remains negative, as Springfield College faces
heightened liquidity challenges, particularly in light of covenant
violations, which S&P believes could hamper its ability to meet
operational needs and implement strategic initiatives during the
one-year outlook period.
As of fiscal 2024, the college had $103.4 million in debt
outstanding, consisting of $102.9 million of series 2021 bonds and
approximately $525,000 in lease obligations.
STERLING CREDIT: Gets Final Approval to Use Cash Collateral
-----------------------------------------------------------
Sterling Credit Corp. received final approval from the U.S.
Bankruptcy Court for the Middle District of Florida, Orlando
Division, to use cash collateral.
The final order authorized the company to use cash collateral to
pay the revolving loan balance and ordinary operating expenses in
accordance with its budget.
Sterling was ordered to deposit funds into designated accounts at
Park National Bank, a secured creditor and apply such funds to
specific uses or transfer such fund to the operating account for
approved disbursements.
Park National Bank and other creditors with valid pre-bankruptcy
liens were granted replacement liens with the same validity and
priority as their pre-bankruptcy liens.
Sterling's authority to use cash collateral terminates if a Chapter
11 trustee is appointed, the case is converted to Chapter 7, or
there is a default in complying with the order.
Park National Bank can be reached through its counsel:
Patricia L. Hill, Esq.
Bricker Graydon, LLP
7570 Bales St., Suite 220
Liberty Township, OH 45069
Direct: (513) 755-9500
Fax: (513) 755-9888
Email: phill@brickergraydon.com
About Sterling Credit Corp.
Sterling Credit Corp., a company in Altamonte Springs, Fla.,
provides capital and collection services to customers.
Sterling Credit sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-02830) on June 4,
2024, with $10 million to $50 million in both assets and
liabilities. William R. Ward, president, signed the petition.
Judge Tiffany P. Geyer oversees the case.
The Debtor is represented by Robert Drake Wilcox, Esq., at Wilcox
Law Firm.
On July 17, 2024, the U.S. Trustee for the Middle District of
Florida appointed an official committee of unsecured creditors in
this Chapter 11 case. The committee tapped Shuker & Dorris, PA as
its counsel.
STEWARD HEALTH: DOJ Opposes Bid to Tap Latham in Bankruptcy
-----------------------------------------------------------
Angelica Serrano-Roman of Bloomberg Law reports that the Justice
Department's bankruptcy division opposed Steward Health Care System
LLC's motion to hire Latham & Watkins LLP, arguing that the
bankrupt private health network "cannot afford the fees of another
large multinational law firm."
On January 23, the US Trustee objected to Steward's request, filed
in the US Bankruptcy Court for the Southern District of Texas, to
retain Latham as co-counsel in its Chapter 11 case, the report
relates.
The trustee noted that the court had already approved the retention
of Weil Gotshal & Manges LLP, which has been Steward's bankruptcy
counsel since last spring and has billed nearly $70 million in
legal fees, the report adds.
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 a Chapter 11 petitions
(Bankr. S.D. Texas Lead Case No. 24-90213) on May 6, 2024, in the
U.S. Bankruptcy Court for the Southern District of Texas, and the
Honorable Christopher M. Lopez oversees the proceeding.
Weil, Gotshal & Manges LLP is serving as the Company's legal
counsel. AlixPartners, LLP is providing financial advisory services
to the Company, and John Castellano of AlixPartners is serving as
the Company's Chief Restructuring Officer. Lazard Freres & Co.
LLC, Leerink Partners LLC, and Cain Brothers, a division of KeyBanc
Capital Markets Inc. are providing investment banking services to
the Company. McDermott Will & Emery is special corporate and
regulatory counsel for the company. Kroll is the claims agent.
The U.S. Trustee for Region 7 appointed an official committee to
represent unsecured creditors in the Debtors' Chapter 11 cases. The
committee is represented by Akin Gump Strauss Hauer & Feld, LLP.
SUMPTER TRACT: Seeks Chapter 11 Bankruptcy Protection
-----------------------------------------------------
On January 23, 2025, Sumpter Tract LLC filed Chapter 11 protection
in the U.S. Bankruptcy Court for the Western District of
Tennessee.
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 Sumpter Tract LLC
Sumpter Tract LLC is a single asset real estate company based in
Memphis, Tennessee.
Sumpter Tract LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D. Tenn. Case No. 25-20404) on January
23, 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 Denise E. Barnett handles the case.
The Debtor is represented by:
Ted I. Jones, Esq.
Jones & Garrett Law Firm
2670 Union Ave., Ext., Suite 1200
Memphis, TN 38104
Phone: 901-526-4249
Fax: 901-525-4312
SUNOCO LP: Fitch Affirms 'BB+' LongTerm IDR, Outlook Stable
-----------------------------------------------------------
Fitch Ratings has affirmed Sunoco LP's (SUN) Long-Term Issuer
Default Rating (IDR) at 'BB+'. Fitch has also affirmed the senior
unsecured bonds co-issued by SUN and Sunoco Finance Corp. at 'BB+'
with a Recovery Rating of 'RR4', the SUN senior unsecured bonds at
'BB+'/'RR4' and the NuStar Logistics, L.P. (Logistics) senior
unsecured notes assumed by SUN at 'BB+'/'RR4'. The Rating Outlook
is Stable.
SUN's rating reflects its business line and geographic diversity,
resilient cash flows, and strong leverage for its rating category.
This is weighed against volumetric risk on portions of the business
that are not under minimum volume contracts or structurally
exclusive.
The Stable Outlook reflects Fitch's expectation for supportive
fundamentals underlying the business. Fitch anticipates resilient
demand for refined products across North America, continued crude
oil production growth in the Permian Basin, and further increased
demand for renewable fuels and other products supporting the energy
evolution.
Key Rating Drivers
Good Business Mix and Geographic Diversity: SUN has good business
line diversity, with approximately 50% of EBITDA coming from fuel
distribution, 35% from its pipeline systems segment, and 15% from
its terminals segment. While SUN mainly offers services for motor
fuels, crude oil and refined products, it also offers services such
as ammonia transportation and renewable fuel storage.
The company has substantial operations in the Northeast, Gulf
Coast, and Midwest, with some smaller operations on the West coast
and abroad in locations such as Europe and the Caribbean. Having
business line and geographic diversity is a credit positive because
it helps insulate SUN from idiosyncratic risks in certain
businesses or regions.
Resilient Cash Flows: In its fuel distribution segment, SUN's
contract with 7-Eleven, Inc. has nine years remaining and ensures a
fixed price for a set number of gallons annually. This base
gallonage is 20% to 25% of the partnership's total run rate. The
fuel distribution segment's value chain stretches from retail
stores (where SUN is a lessor and occasionally a retailer) to its
core wholesale operations, making for resilient margins. The
product is a daily necessity for many Americans, and the value
chain adjusts selling prices when volumes fall, as seen during the
pandemic, to maintain gross margin dollar value.
In the pipeline systems and terminals segments, EBITDA is made up
of the following: take-or-pay contracts with largely high
creditworthy or large private/international counterparties,
fixed-fee contracts for the only pipelines into and out of location
advantaged and highly utilized Valero Energy Corporation
(BBB/Stable) refineries, and fixed-fee volume exposed contracts
that are almost entirely exposed to Permian Basin crude oil
dynamics. In volume exposed contracts, exposure to the Permian is
somewhat mitigated because it is the U.S. basin with the lowest
breakevens.
Leverage Forecast: SUN was able to return to its long-term leverage
target of 4.0x within approximately six months of the NuStar
acquisition closing, which was quicker than its publicly targeted
12-18 month timeline. Over the forecast period, Fitch expects SUN's
leverage to remain close to 4.0x, which positions the company
strongly in its rating category. Fitch believes SUN's 4.0x long
term-leverage target policy is important to its rating. SUN
calculates its leverage using a net leverage, which generally leads
to a lower leverage number than Fitch's figure.
Fragmented Motor Fuel Distribution Sector: SUN is the largest
independent distributor of motor fuels in the U.S, within a highly
fragmented sector that includes both independents and
non-independents. SUN's operations in the sector span a broad
spectrum, from being the bridge between credit card banks and SUN
credit card customers to wholesaling to other wholesalers at its
terminals. Fitch believes the sector will present new acquisition
opportunities, and SUN has successfully integrated new acquisitions
before. Fitch will monitor acquisition multiples and financing
plans for any new deals that SUN pursues.
Parent-Subsidiary Linkage: SUN's ratings reflect its Standalone
Credit Profile with no express linkage to its parent company. Fitch
believes Energy Transfer LP (ET; BBB/Stable), the general partner
and owner of a meaningful minority stake in the limited partnership
units, has the stronger credit profile of the two based on its
size; scale; and geographic, operational and cash flow diversity.
SUN's ratings do not receive uplift from the linkage, because
strategic, operational and legal (e.g., cross-defaults) incentives
to provide support are weak.
Rating Equalization: Following Fitch's Parent-Subsidiary Linkage
criteria, the rating of the senior unsecured debt at NuStar
Logistics, L.P. is equalized with that of SUN, given Fitch's
determination of SUN as a strong parent with high legal incentives
and medium strategic and operational incentives. SUN's debt
assumption agreement on Logistics' unsecured notes is of high
importance in Fitch's assessment.
Derivation Summary
SUN's closest peer is Plains All American Pipeline, L.P. (Plains;
BBB/Stable). Within its coverage, SUN's combination of its
wholesale motor fuel distribution, pipeline systems and terminals
segments makes it unique in Fitch's North American midstream energy
coverage.
Similar to SUN, Plains is a company that covers many regions, with
operations in all of the major production basins and most of the
critical demand centers in the U.S. and Canada. SUN and Plains have
similar scale, in the range of about $2 billion-$3 billion in
annual EBITDA. About 20% of Plains' EBITDA comes from NGLs, with
the remainder from a crude oil segment with a large Permian
presence and an asset base that covers the entire crude oil
midstream value chain. SUN's EBITDA largely comes from wholesale
motor fuel distribution and crude oil and refined products
terminals and pipelines.
Both companies have fairly predictable cash flows, with Plains
having substantial operations in the strongest U.S. basin and SUN
selling a highly demanded product (gasoline) and also having some
MVCs and structural exclusivity in its portfolio.
Fitch expects Plains will have a 2025 leverage of approximately
3.2x, which is very close to its 3.25x-3.75x net leverage target.
Over the forecast period, Fitch expects SUN to remain around its
4.0x leverage target. Due to higher business risk and higher
leverage, SUN is rated two notches below Plains.
Key Assumptions
Fitch's Key Assumptions Within Its Rating Case for the Issuer
Include:
- Fitch's oil price deck, which bears, over the long term, a
relationship to the price of motor fuels and production of crude
and refined products;
- Maintenance capex and growth capex generally in line with
management's guidance;
- Some small acquisitions in the wholesale motor fuel distribution
segment;
- Increasing distributions to unitholders;
- Base interest rates in line with Fitch's Global Economic
Outlook.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade:
- EBITDA leverage expected to be at or above 4.8x on a sustained
basis;
- Sustained deterioration in motor fuel margins;
- An acquisition or pursuit of organic growth strategy that
significantly increases business risk.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade:
- EBITDA leverage expected to be at or below 3.8x on a sustained
basis;
- A meaningful increase in the percentage of EBITDA coming from
take-or-pay type contracts.
Liquidity and Debt Structure
SUN has a $1.5 billion unsecured revolving credit agreement that
matures in May 2029. The nearest bond maturity is in October 2025.
Fitch expects SUN's maturity schedule to be manageable over the
forecast period. As of Sept. 30, 2024, SUN had $116 million in cash
and around $1.42 billion in revolver availability.
SUN does not meaningfully use its revolver in the normal course of
business.
The revolving credit agreement requires the partnership to maintain
a net leverage ratio below 5.5x and an interest coverage ratio
above 2.25x. As of Sept. 30, 2024, SUN was in compliance with its
covenants, and Fitch believes that SUN will remain in compliance
with its covenants through its forecast period.
Issuer Profile
SUN is a wholesale motor fuels distributor, provides pipeline
transportation and storage of crude oil and refined products, and
transports anhydrous ammonia. The company's assets are mainly
located in the U.S., with some operations in Europe and the
Caribbean.
Summary of Financial Adjustments
For unconsolidated investees, Fitch incorporates in EBITDA
distributions from such entities, not equity-method income, nor
pro-rata EBITDA.
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
----------- ------ -------- -----
NuStar Logistics,
L.P.
senior unsecured LT BB+ Affirmed RR4 BB+
Sunoco LP LT IDR BB+ Affirmed BB+
senior unsecured LT BB+ Affirmed RR4 BB+
Sunoco Finance Corp.
senior unsecured LT BB+ Affirmed RR4 BB+
SUNPOWER CORP: KlaymanToskes Probes Losses After Bankruptcy
-----------------------------------------------------------
National investment loss and securities law firm KlaymanToskes
continues investigating brokerage firms and financial advisors that
recommended investments in SunPower Corporation, after the
company's severe stock decline and Chapter 11 bankruptcy filing.
Investors who suffered losses of $100,000 or more due to their
brokerage firm's or financial advisor's recommendations in SunPower
should contact the law firm immediately at 888-997-9956. Investors
with self-directed accounts who did not rely on the advice of a
financial advisor are not eligible for our representation.
KlaymanToskes is investigating brokerage firms and financial
advisors that recommended investments in SunPower to their
customers. SunPower Corporation, a residential solar installation
company, has faced significant liquidity issues and financial
reporting errors, which led to its Chapter 11 bankruptcy filing.
The company has also been delisted from NASDAQ, leaving many
investors with substantial losses.
Financial advisors and their firms may be held liable for any
losses incurred by their customers in the event of failure to act
in the best interest of the customer, unsuitable investment
recommendations, misrepresentations or omissions of material facts,
and/or an overconcentration of the customer's portfolio in one
particular investment, class, or market sector. Further, financial
professionals and their firms cannot disregard a customer's
risk-tolerance when making investment recommendations.
Depending on your circumstances, you may be entitled to recover
your losses through FINRA arbitration, which may result in a
greater and additional recovery to solely participating and waiting
for any recovery in a class action lawsuit or bankruptcy
proceeding.
Investors who suffered losses over $100,000 in SunPower are
encouraged to contact attorney Steven D. Toskes at (888) 997-9956
or by email at investigations@klaymantoskes.com in furtherance of
our investigation. Investors with self-directed accounts who did
not rely on the advice of a financial advisor are not eligible for
our representation.
About KlaymanToskes
KlaymanToskes is a leading national securities law firm which
practices exclusively in the field of securities arbitration and
litigation on behalf of retail and institutional investors
throughout the world in large and complex securities matters. The
firm has recovered over $250 million in FINRA arbitrations and over
$350 million in other securities litigation matters. KlaymanToskes
has office locations in California, Florida, New York, and Puerto
Rico.
About SunPower Corp.
Headquartered in Richmond, California, SunPower (NASDAQ: SPWR) --
https://www.sunpower.com/ -- is a residential solar, storage, and
energy services provider in North America. SunPower offers solar +
storage solutions that give customers control over electricity
consumption and resiliency during power outages while providing
cost savings to homeowners.
SunPower Corporation and nine of its affiliates sought protection
under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del., Lead
Case No. 24-11649) on August 5, 2024. In the petition signed by
Matthew Henry as chief transformation officer, the Debtors
disclosed total assets of $1,219,276,283 and total debts of
$1,119,141,312 as of December 31, 2023.
The Debtors have engaged Richards, Layton & Finger, P.A., and
Kirkland & Ellis LP as bankruptcy counsel. Alvarez & Marsal North
America, LLC serves as financial advisor to the Debtors. Moelis &
Company LLC acts as investment banker to the Debtors, and Epiq
Systems Inc. acts as notice and claims agent.
TECHPRECISION CORP: Incurs $601K Net Loss in Second Quarter
-----------------------------------------------------------
Techprecision Corporation filed its Quarterly Report on Form 10-Q
with the Securities and Exchange Commission, reporting a net loss
of $601,000 on revenue of $8.95 million for the three months ended
Sept. 30, 2024. This compares to a net loss of $528,000 on revenue
of $7.97 million of revenue for the three months ended Sept. 30,
2023.
For the six months ending Sept. 30, 2024, the Company reported a
net loss of $2.06 million on revenue of $16.93 million, compared to
a net loss of $1.06 million on revenue of $15.34 million of revenue
for the six months ended Sept. 30, 2023.
As of Sept. 30, 2024, the Company had $35.01 million in total
assets, $26.13 million in total liabilities, and $8.88 million in
total stockholders' equity.
Techprecision said, "In order for us to continue operations beyond
the next twelve months from the date of issuance of the financial
statements and to be able to discharge our liabilities and
commitments in the normal course of business, we must renew our
revolver loan or seek alternative financing by April 30, 2025. We
must mitigate our recurring operating losses at our Stadco
subsidiary, efficiently increase utilization of our manufacturing
capacity at Stadco and improve the manufacturing process. We plan
to closely monitor our expenses and, if required, will reduce
operating costs to enhance liquidity.
"The uncertainty associated with the recurring operating losses at
Stadco, the revolver loan renewal, the need for alternative
financing, and compliance with debt covenants at subsequent
measurement dates raise substantial doubt about our ability to
continue as a going concern for at least one-year after the date
the condensed consolidated financial statements included in this
Quarterly Report on Form 10-Q are issued."
The full text of the Form 10-Q is available at no cost at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1328792/000141057825000033/tpcs-20240930x10q.htm
About Techprecision
TechPrecision Corporation, through its wholly owned subsidiaries
Ranor, Inc. and Stadco, offers a full range of custom solutions for
transforming materials into precision finished welded and machined
components, with capabilities up to 100 tons. Their services
include manufacturing engineering, materials management and
traceability, high-precision heavy fabrication (encompassing
in-house operations such as cutting, press and roll forming,
welding, heat treating, assembly, blasting, and painting), as well
as heavy high-precision machining (featuring in-house CNC
programming, finishing, and assembly). Additionally, they provide
comprehensive quality control services, including portable CMM
inspection, Non-Destructive Testing, and final packaging.
Marcum LLP, the Company's auditor since 2013, issued a "going
concern" qualification in its report dated Sept. 13, 2024. The
report cites several concerns, including the Company's significant
losses, default on debt obligations due to non-compliance with debt
covenants, and the upcoming due date for its revolving line of
credit within the year. Additionally, the Company needs to raise
additional funds to meet its obligations and sustain its
operations. These factors raise substantial doubt about the
Company's ability to continue as a going concern.
TELESAT LLC: $1.91BB Bank Debt Trades at 40% Discount
-----------------------------------------------------
Participations in a syndicated loan under which Telesat LLC is a
borrower were trading in the secondary market around 59.8
cents-on-the-dollar during the week ended Friday, January 24, 2025,
according to Bloomberg's Evaluated Pricing service data.
The $1.91 billion Term loan facility is scheduled to mature on
December 7, 2026. About $1.42 billion of the loan has been drawn
and outstanding.
Telesat LLC operates as a satellite operator. The Company offers
satellite delivered communications solutions to broadcast, telecom,
corporate, and government customers, as well as provides technical
consultancy services. Telesat serves clients worldwide.
TEN-X LLC: $426.4MM Bank Debt Trades at 16% Discount
----------------------------------------------------
Participations in a syndicated loan under which Ten-X LLC is a
borrower were trading in the secondary market around 83.7
cents-on-the-dollar during the week ended Friday, January 24, 2025,
according to Bloomberg's Evaluated Pricing service data.
The $426.4 million Term loan facility is scheduled to mature on May
26, 2028. About $423 million of the loan has been drawn and
outstanding.
Ten-X, LLC provides real estate services. The Company offers an
online portal for buying and selling residential and commercial
properties. Ten-X serves customers in the United States.
THORCO INC: Appeal from Six Bankruptcy Orders Dismissed
-------------------------------------------------------
Judge Donald W. Molloy of the United States District Court for the
District of Montana dismissed the appeal of Dennis Thornton and
Thorco Inc. as untimely as to first six bankruptcy orders at issue
in the case captioned as DENNIS THORNTON, Plaintiff-Appellant, vs.
BRANDON, et al., Defendants-Appellees, Case No. 24-cv-00160 (D.
Mont.).
In 2009, Thorco borrowed $3,360,000 from Whitefish Credit Union and
Dennis Thornton and his spouse guaranteed the loan. In 2012,
Whitefish Credit Union initiated foreclosure proceedings after
Thorco defaulted on the 2009 loan. After the state district court
granted summary judgment in favor of the Credit Union, Thorco filed
a Chapter 11 bankruptcy case on May 27, 2014. This case was
dismissed in March of 2015.
On July 29, 2022, Thorco filed the current bankruptcy case as a
Chapter 11 proceeding, which was later converted to a Chapter 7
proceeding.
On Nov. 22, 2022, the Adversary Complaint was filed asserting that
Whitefish Credit Union's recording of the deeds to the property was
a fraudulent transfer. Trustee Appellee and Appellees negotiated a
proposed settlement of the adversary proceeding and sought approval
of the Bankruptcy Court. The Bankruptcy Court approved the
settlement over Thornton's objection.
On Nov. 12, 2024, Thornton and Thorco, debtor, filed a notice of
appeal and statement of election appealing seven orders from the
underlying Chapter 7 bankruptcy proceeding. The appeal arises out
of a dispute over property located in Somers, Montana. On Dec. 4,
2024, Appellees moved to dismiss the appeal. Appellees include
Whitefish Credit Union, Neal Bouma, MO Somers, LLC, and Ruis
Glacier, LLC, and Christy Brandon, Chapter 7 Bankruptcy Trustee for
Thorco.
In their motion to dismiss, Appellees correctly argue that the
Court lacks jurisdiction over the first six orders on timeliness
grounds. According to the Court, the appeal of the first six orders
occurred well after the Rule 8002(a)(1) 14-day requirement as the
orders were entered on Dec. 12, 2022, Jan. 11, 2023, June 29, 2023,
Feb. 22, 2024, Aug. 15, 2024, and Sept. 30, 2024,
Appellant Thornton asserts that the appeal from other orders
is proper -- even if untimely --because new evidence establishes
that those orders are based in fraudulent misrepresentations.
Thornton does not cite to the Bankruptcy Rules or any case law
regarding how such a development would affect the Court's
jurisdiction over the appeal. Appellant Thorco requests the
indulgence of the Court in recognizing the timeliness of its
appeal, but provides no legal arguments to support its request.
Ultimately, because Appellant's notice of appeal was not timely,
the Court does not have jurisdiction over the appeal as to the
first six orders identified therein. Accordingly, the appeal is
dismissed as to orders one through six for want of jurisdiction.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=APQG8O from PacerMonitor.com.
About Thorco Inc.
Thorco, Inc. was classified under heavy and civil engineering
construction and has been in business for more than 10 years. It
was located in Kalispell, Mont.
Thorco filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. D. Mont. Case No. 22-90119) on July 29,
2022, with as much as $50,000 in both assets and liabilities.
Christy L. Brandon served as Subchapter V trustee.
Judge Joseph M. Meier oversaw the case.
The Debtor tapped Klinkhammer Law Offices as bankruptcy counsel;
Kris A. McLean Law Firm, PLLC as special counsel; and Andrew
Johnson CPA, PLLC as accountant.
The case was converted to Chapter 7 on Nov. 11, 2023.
TIJUANA FLATS: Emerges from Chapter 11 Bankruptcy
-------------------------------------------------
Sarah Kinbar of Orlando Business Journal reports that after it
filed for bankruptcy protection in November 2024, Orlando-based
Tex-Mex chain Tijuana Flats has exited bankruptcy.
A January 21, press release highlighted the company's ongoing
recovery efforts, including a partnership with a Mexican company on
new recipes, the permanent introduction of street tacos to the
menu, and the return of fan-favorite items, according to Orlando
Business Journal.
"Emerging from Chapter 11 is crucial for our business," said CEO
James Greco. "This process enables us to focus on what truly
matters—delivering exceptional hospitality, value, and flavors to
our guests. As a fast-casual Mexican restaurant known for our fun
and festive atmosphere, we're committed to preserving our identity
while adapting to the changing needs of our guests and
communities."
Tijuana Flats encountered significant challenges in 2024, marked by
several key events:
In April 2024, the company was acquired by Flatheads LLC, a
Mississippi-based firm, and filed for Chapter 11 bankruptcy
protection. The company closed 11 locations, reducing its footprint
to 65 company-owned and 26 franchised restaurants, a shift from its
earlier goal of opening 50 new locations by 2025. The bankruptcy
filing revealed the company had been unable to pay rent at over
half of its locations since January 2024. The company sought
approval from the court to defer rent payments, but many landlords
objected, underscoring the chain's financial struggles. To navigate
the bankruptcy, Tijuana Flats used cash collateral to continue
operations, covering essential expenses such as employee wages and
supplies, but this further strained relationships with landlords,
the report states.
In June, Tijuana Flats hired Greco as CEO. Known for reviving
struggling restaurant brands, Greco’s appointment marked a new
strategic direction aimed at improving the brand’s financial
position and relevance. Later that month, the company reached an
agreement with landlords to pay June rent for the locations it
planned to keep open, a critical step in its reorganization
efforts, according to report.
By August, Greco had begun implementing his turnaround strategy,
which included renewing the company’s headquarters lease through
2032 and planning for future growth. His focus was on improving
product quality, enhancing customer experience, and distinguishing
the brand in the competitive fast-casual space.
In September, Tijuana Flats announced plans for expansion,
including new franchise locations in Kentucky and corporate-owned
locations in Georgia and South Carolina. Despite the bankruptcy,
the company remained focused on growth.
November presented more challenges as hurricanes Helene and Milton
affected operations. The company secured a $1.2 million loan from
Flatheads LLC to support its operations, though a judge ruled
against providing rent relief for locations unaffected by the
storms.
Tijuana Flats also faced a legal dispute with its former marketing
agency, Push Inc., which claimed payment for services, while the
company argued the campaign was a failure. This highlighted the
difficulties of managing vendor relationships during the bankruptcy
process.
In November, the company filed its reorganization plan, which
included debt restructuring and operational changes. Despite
Greco’s confidence, some experts questioned whether the company
could generate enough revenue to meet its ambitious goals.
A positive milestone came in November 2024 with the reopening of
Tijuana Flats' location near The Mall at Millenia in Orlando. The
reopening showcased the brand's revamped menu and renewed focus on
authentic Mexican flavors. This location had closed during the
bankruptcy filing but reopened after undergoing significant
changes.
As 2024 ended, the company faced ongoing pressure to remain
competitive in the fast-casual market. Industry experts suggested
Tijuana Flats embrace trends like birria tacos and vegan options to
appeal to modern diners. The company acknowledged past mistakes,
such as menu expansions that led to slower service and increased
costs.
Tijuana Flats' 2024 journey involved navigating financial
restructuring, leadership changes, and strategic shifts. As the
company enters 2025, its ability to regain its competitive edge in
the fast-casual Mexican food sector remains uncertain.
About Tijuana Flats Restaurants
Tijuana Flats Restaurants, LLC, is a fast-casual Tex-Mex restaurant
founded in 1995 in Winter Park, Fla. The Company has 63
company-owned locations throughout Florida.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-01128) on April 19,
2024. In the petition signed by CEO Joseph D. Christina, the Debtor
disclosed up to $10 million in assets and up to $50 million in
liabilities.
Judge Jason A. Burgess oversees the case.
Richard R. Thames, Esq., at THAMES | MARKEY, represents the Debtor
as legal counsel.
TREE TOWN: Hires McConville Considine as Counsel
------------------------------------------------
Tree Town LLC d/b/a Tree Town Cafe seeks approval from the U.S.
Bankruptcy Court for the Western District of New York to employ
McConville Considine Cooman & Morin, PC to handle its Chapter 11
case.
The firm will be paid at these rates:
Partners $400 per hour
Associates $325 per hour
Paralegals $200 per hour
The firm will be paid a retainer in the amount of $15,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Mr. Krueger 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:
Mike Krueger, Esq.
McConville Considine
Cooman & Morin, P.C.
300 Meridian Centre Blvd. Suite 110
Rochester, NY 14618
Tel: (585) 546-2500
About Tree Town LLC d/b/a Tree Town Cafe
Tree Town, LLC operates a food service location known as Tree Town
Cafe located at 745 Penfield Rd., Rochester, N.Y.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D. N.Y. Case No. 25-20040) on January 15,
2025, with up to $50,000 in assets and up to $1 million in
liabilities. Peter Morgante, member, signed the petition.
Mike Krueger, Esq., at McConville Considine Cooman and Morin PC,
represents the Debtor as legal counsel.
TRUCKING DYNAMICS: Starts Subchapter V Bankruptcy Process
---------------------------------------------------------
On January 23, 2025, Trucking Dynamics Corp. filed Chapter 11
protection in the U.S. Bankruptcy Court for the Middle District of
Florida.
According to court filing, the Debtor reports between $500,000 and
$1 million in debt owed to 1 and 49 creditors. The petition states
funds will be available to unsecured creditors.
About Trucking Dynamics Corp.
Trucking Dynamics Corp. is a transportation company based in
Merritt Island, Florida.
Trucking Dynamics Corp. sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Fla. Case No. 25-00400) on January
23, 2025. In its petition, the Debtor reports estimated assets
between $100,000 and $500,000 and estimated liabilities between
$500,000 and $1 million.
Honorable Bankruptcy Judge Grace E. Robson handles the case.
The Debtor is represented by:
Jeffrey Ainsworth, Esq.
BransonLaw PLLC
1501 E. Concord Street
Orlando, FL 32803
Phone: 407-894-6834
Fax: 407-894-8559
UKG INC: Fitch Affirms 'B+' Issuer Default Rating, Outlook Stable
-----------------------------------------------------------------
Fitch Ratings has affirmed UKG Inc.'s Issuer Default Rating (IDR)
at 'B+'. The Rating Outlook is Stable. Fitch has also affirmed
UKG's $945 million 1st lien revolving credit facility (RCF), $6.32
billion 1st lien term loan and $2.5 billion secured notes at 'BB'
with a Recovery Rating of 'RR2'.
Fitch's ratings are supported by UKG Inc.'s highly recurring
revenue with high revenue retention rates consistent with
enterprise software peers. Fitch forecasts UKG's EBITDA leverage
will be nearly 5x in fiscal 2025 and CFO-capex/debt will be in the
high-single digits, consistent with 'B+' rated software peers.
Key Rating Drivers
Moderate Financial Leverage: Fitch estimates UKG's gross leverage
will approach 5x for fiscal 2025 and 4x for fiscal 2026, driven
primarily by EBITDA growth. Absent incremental debt, Fitch
estimates gross leverage to be below 4x for fiscal 2027. UKG is
likely to prioritize ROE due to its private equity ownership, so
Fitch does not anticipate accelerated debt repayment. Fitch expects
capital to be used for acquisitions to accelerate growth or for
dividends to equity owners with financial leverage remaining
consistent with the 'B+' rating in the 4x-5x range.
Broad Product Coverage Supports Cross-Selling: UKG has identified
cross-selling and up-selling as components of its growth strategy.
At the time of the merger of Ultimate Software and Kronos, there
was limited customer overlap, with Ultimate Software's products
focused on core human capital management (HCM) and Kronos' products
focused on workforce management (WFM). Fitch believes the
complementary customer and product coverage provides UKG
substantial opportunities to cross-sell its products and should be
a meaningful growth driver following the merger.
High Revenue Retention and Recurring Revenue: Consistent with
mission-critical enterprise software products, UKG has gross
retention in the mid-90's and net retention benefitting from
cross-selling and up-selling opportunities. As customers
transitioned to SaaS in recent years, recurring revenue has
increased to the high-80's of total revenue. The strong revenue
retention characteristics and high levels of recurring revenue
provide significant revenue visibility, enabling UKG to effectively
manage its profitability.
Operating Leverage to Benefit Margins: UKG largely integrated and
optimized its product platforms and operations after the merger of
Ultimate Software and Kronos at the end of fiscal 2023. In recent
quarters, the company has demonstrated margin expansion due to
increasing cloud subscriptions and operating leverage with greater
revenue scale. The operating leverage is consistent with enterprise
software peers operating at scale efficiency.
Resilient Market Exposure: Most of UKG's revenue is from
mid-market, enterprise and large enterprise customers, which are
more resilient through economic cycles than the small- and
medium-sized business (SMB) segment. The Services and Other
segment, which made up about 10% of fiscal 2024 total revenue, is
likely to be more variable because it includes implementation
services and time clock hardware sales. However, this variability
should be offset by strong growth of larger recurring software
revenue. Fitch expects the contribution from Services and Other to
decline along with perpetual license revenue.
Significant Customer Diversification: UKG has a highly diversified
customer base of over 80,000, with no significant concentration in
any industry verticals. This diversity effectively minimizes
idiosyncratic risks associated with individual industry verticals
and should reduce revenue volatility for UKG.
Competitive Landscape: The HCM industry is highly competitive and
fragmented, with competitors of various sizes. The company offers
HR employers software tools that automate processes, including
payroll and taxation processing, employee hiring and engagement,
compliance and more, encompassing all of employee lifecycle
management. Fitch expects continued growth in demand for HCM
software. More companies are migrating to cloud-based solutions to
automate administrative functions to reduce costs and time spent,
while focusing more on strategic investment decisions.
Derivation Summary
Within the HCM market, UKG competes with Automatic Data Processing
(ADP; AA-/Stable) and TriNet Group, Inc. (BB+/Stable). ADP is
substantially larger than UKG with approximate gross leverage of
0.5x. Similar to UKG, ADP also has significant enterprise exposure.
UKG is similar in revenue scale as TriNet. However, TriNet's EBITDA
margins are about half of UKG's margins and primarily attributed to
the difference in revenue mix. TriNet's gross leverage is at 2x.
The three companies have product overlaps in some areas, still UKG
has a more software-centric product and operating profile compared
with ADP and TriNet.
Fitch also compares UKG to other software peers in the 'B' to 'B+'
rating categories. UKG's revenue scale compares favorably to peers.
Fitch believes software companies operating at scale efficiency
could achieve EBITDA margins near 40%, offering UKG upside
potential for margin expansion from current levels. UKG's gross
leverage and FCF generation are consistent with peers in the 'B' to
'B+' rating categories.
Key Assumptions
Fitch's Key Assumptions Within Its Rating Case for the Issuer
Include
- Organic revenue growth in the low-teens through the forecast
period;
- EBITDA margins gradually expanding to mid- to high-30's;
- Aggregate capex and capitalized software expense of 3%-4% of
revenue;
- First lien debt repayment limited to mandatory amortization;
- Non-discretionary equity program is paid out as scheduled;
- No acquisitions assumed through fiscal 2027 although, internal
cash could support some acquisitions without external funding;
- Absent large acquisitions, Fitch assumes debt-financed dividend
paid in fiscal 2026.
Recovery Analysis
Key Recovery Rating Assumptions
- The recovery analysis assumes UKG would be recognized as a going
concern in bankruptcy rather than liquidated;
- Fitch has assumed a 10% administrative claim.
Going Concern Approach
- Fitch assumed a distress scenario where a combination of
operational under performance and capital misallocation result in
an unsustainable capital structure. This could be a result of
elevated customer churn, the inability to maintain EBITDA margins,
and debt-financed dividends or M&As.
- In such an event Fitch expects UKG's revenue base to decline
resulting in EBITDA margin contraction on a lower revenue scale.
Fitch assumes that due to competitive pressure, revenue will suffer
a 10% reduction along with margin contraction resulting in going
concern EBITDA of $1.14 billion, approximately 15% lower than the
forecast fiscal 2024 EBITDA.
- Fitch assumes that UKG will receive a going concern recovery
multiple of 7.0x. The estimate considers several factors, including
the strong recurring nature of the revenue, the high customer
retention, the secular growth drivers for the sector, the company's
strong FCF generation and the competitive dynamics.
The enterprise value multiple is supported by:
- The historical bankruptcy case study exit multiples for
technology peer companies of 2.6x to 10.8x.
- Of these companies, only three were in the software sector: Allen
Systems Group, Inc., Avaya Holdings Corp. (CCC+) and Aspect
Software Parent, Inc., which received recovery multiples of 8.4x,
8.1x and 5.5x, respectively.
- The recurring nature of UKG's revenue and mission critical nature
of the product support the high end of the range.
- Fitch arrived at an enterprise value of $7.97 billion and after
applying the 10% administrative claim an adjusted enterprise value
of $7.18 billion is available for claims by creditors.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- Fitch's expectation of EBITDA leverage sustaining above 5.5x;
-- CFO-capex/debt sustaining below 7%;
- Organic revenue growth sustaining near or below 5%.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Fitch's expectation of EBITDA leverage sustaining below 4.0x;
- CFO-capex/debt sustaining near 10%;
- Organic revenue growth sustaining above the high single digits.
Liquidity and Debt Structure
The company's liquidity is projected to be ample, supported by FCF
generation, an undrawn $945 million revolving credit facility and
over $350 million cash on balance sheet as of June 2024. Fitch
forecasts UKG's normalized FCF margins to be above 10% supported by
EBITDA margins of over 30%.
UKG's debt consists of a $6.32 billion first-lien term loan, $2.5
billion of secured notes, and an undrawn $945 million revolver. The
earliest maturity is the RCF due in fiscal 2029. Fitch forecasts
the company to generate sufficient FCF to service its debt
obligations.
Issuer Profile
UKG is a provider of mission-critical SaaS HCM solutions for
companies of all sizes. The company serves over 80,000 customers in
150 countries and diverse industry verticals.
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
----------- ------ -------- -----
UKG Inc. LT IDR B+ Affirmed B+
senior secured LT BB Affirmed RR2 BB
UNIMODE WOODWORKING: Gets OK to Use Cash Collateral Until Jan. 31
-----------------------------------------------------------------
Unimode Woodworking, Inc. received interim approval from the U.S.
Bankruptcy Court for the Northern District of Illinois, Eastern
Division, to use cash collateral until Jan. 31, marking the third
extension since the company's Chapter 11 filing.
The order signed by Judge Timothy Barnes approved the use of cash
collateral to pay the company's operating expenses for the period
from Jan. 17 to 31 in accordance with its budget, which shows total
expenses of $22,231.24 for the interim period.
The U.S. Small Business Administration was granted liens and
security interests in the company's collateral, including
post-petition collateral, as adequate protection.
A status hearing is scheduled for Jan. 29.
About Unimode Woodworking
Unimode Woodworking, Inc. sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. N.D. Ill. Case No. 24-15017) on
October 9, 2024, with $100,001 to $500,000 in assets and $500,001
to $1 million in liabilities. Matthew Brash of Newpoint Advisors
Corporation serves as Subchapter V trustee.
Judge Timothy A. Barnes presides over the case.
The Debtor is represented by:
David Freydin, Esq.
Law Offices of David Freydin Ltd
Tel: 630-516-9990
Email: david.freydin@freydinlaw.com
VERTEX ENERGY: Emerges From Chapter 11 With $100M Financing
-----------------------------------------------------------
Vertex Energy, Inc., a leading specialty refiner and marketer of
high-quality refined products, together with its affiliates,
announced it has successfully completed its financial restructuring
and emerged from Chapter 11, establishing a strong foundation for
continued growth, stability, and long-term value potential.
Under the terms of the Chapter 11 plan confirmed by the U.S.
Bankruptcy Court for the Southern District of Texas, Vertex exited
bankruptcy with a commitment of up to $100 million in exit
financing, including $40 million of initial borrowings upon
emergence, and a strengthened balance sheet following the
deleveraging of approximately $320 million of prepetition debt.
As a result of its emergence from Chapter 11, Vertex will operate
as a privately-held company under the ownership of certain of
Vertex's lenders, including funds managed by BlackRock Financial
Management, Inc., Highbridge Capital Management, LLC, Whitebox
Advisors LLC, and CrowdOut Capital LLC.
New Leadership Team and Board of Directors
On the effective date of the Plan, Benjamin P. Cowart and Chris
Carlson concluded their respective tenures as the Company's Chief
Executive Officer and Chief Financial Officer. Simultaneously
therewith, Mark Smith was appointed as the Company's new Chief
Executive Officer. Mr. Smith brings more than 40 years of executive
leadership and management experience in refining and related
businesses. Prior to joining Vertex, Mr. Smith served as the Chief
Executive Officer of Philadelphia Energy Solutions Inc. and the
President of Western Refining, Inc.
The Company is pleased to welcome a new Board comprised of five
directors with significant industry and financial leadership
experience: Eugene Davis (Chairman, Director), Mark Smith (CEO,
Director), Zachary Viders (Director), Jacob Mercer (Director), and
Daniel Hudson (Director).
Eugene Davis, Chairman of the Board, stated, "The Board welcomes
Mark to the Vertex leadership team and looks forward to working
closely with him to execute on the Company's strategy and to drive
long-term profitable growth. Mark is an exceptional leader with
decades of industry and operational expertise. The Board believes
that Mark will be a transformative leader for our Company,
customers, and other stakeholders.
Mark Smith, CEO of Vertex, stated, "I am honored to join Vertex
during this pivotal time for the Company and I look forward to
working with the Vertex team to support the Company through a new
era of growth and operational excellence. The Company's swift and
successful emergence from Chapter 11 is a significant achievement,
and as a result, Vertex is in a strong financial position with the
flexibility to optimize the value of its assets for all
stakeholders."
Vertex appreciates the strong support that its investors have
demonstrated throughout this process, and thanks its customers,
employees, partners, and other stakeholders for their unwavering
commitment and trust in Vertex. The Company looks forward to
continued success as it focuses on executing its strategy,
upholding its commitments to safety, and being a good steward in
the communities in which it operates.
About Vertex Energy
Vertex Energy, Inc., together with its subsidiaries, is an energy
transition company and marketer of refined products and renewable
fuels in Houston.
Vertex Energy filed its voluntary petition for relief under Chapter
11 of the Bankruptcy Code (Bankr. S.D. Texas Lead Case No.
24-90507) on September 24, 2024, listing $772,368,000 in assets and
$642,819,000 in liabilities. The petitions were signed by R. Seth
Bullock as chief restructuring officer.
Judge Christopher M. Lopez oversees the case.
Jason G. Cohen, Esq., at Bracewell, LLP represents the Debtors as
counsel.
VICTORIA EDWARD: Court Denies NEC's Motion for Default Judgment
---------------------------------------------------------------
Judge Joan M. Azrack of the United States District Court for the
Eastern District of New York granted in part and denied in part NEC
Financial Services, LLC's motion for a default judgment against
defendants in the case captioned as NEC FINANCIAL SERVICES, LLC,
Plaintiff, -against- VICTORIA EDWARD SPA & WELLNESS, LLC, ROBERT
BRASSFIELD, and SHARIFA BRASSFIEL, Defendants, Case No. 24-cv-1407
(JMA) (LGD) (E.D.N.Y.).
Plaintiff asserts claims for breach of contract and guarantee,
seeking recovery of outstanding amounts owed under a finance
agreement with Defendants.
On or about Dec. 22, 2022, MMP Capital, LLC entered into a finance
agreement for business equipment with Defendant Victoria Edward Spa
and Wellness, LLC VESW agreed to pay sixty (60) consecutive monthly
installments of $2,483.46 to MMP. At the same time, Defendants
Robert Brassfield and Sharfia Brassfield guaranteed payment and
performance of VESW's obligations under a personal guarantee
agreement. On or about August 19, 2022, MMP assigned to Plaintiff
NEC Financial Services, LLC all rights, claims and interest under
the finance agreement and personal guarantee agreement. On or about
Jan. 12, 2023, MMP notified Defendants of the assignment of their
obligations to Plaintiff NEC Financial Services, LLC.
The first monthly installment pursuant to the finance agreement was
due Feb. 1, 2023. On Sept. 1, 2023, VESW failed to pay the required
monthly installment. On Dec. 15, 2023, because of VESW's default,
Plaintiff accelerated the amounts owing and due pursuant to the
Finance Agreement. That same day, Plaintiff mailed Defendants a
demand letter for all amounts owing pursuant to the finance
agreement, totaling $117,773.01. Plaintiff now requests default
judgment against Defendants for damages in the amount of
$117,773.01.
The Court finds that the well-pleaded allegations in the Complaint
meet the jurisdictional prerequisites for diversity jurisdiction,
as Plaintiff is a citizen of Delaware and New Jersey, Defendants
are citizens of Florida, and the amount in controversy is more than
$75,000. However, Defendant VESW filed for bankruptcy under Chapter
11, which requires an automatic stay of judicial proceedings. The
Court therefore denies without prejudice any motion for default
judgment as to Defendant VESW.
The Court finds that Plaintiff establishes Defendants Robert
Brassfield and Sharfia Brassfield's breach of guarantee on VESW's
finance agreement. Plaintiff alleges that Defendants' Robert
Brassfield and Sharfia Brassfield guaranteed VESW's finance
agreement and breached that guarantee by failing to pay. Plaintiff
submits copies of the finance agreement, the personal guarantee
agreement, and an affidavit from Samuel Enad, Director of Credit
and Collections for NEC Financial Services, LLC. According to the
Court, these filings are sufficient to establish:
(1) the guarantee to pay VESW's debt;
(2) the underlying debt; and
(3) Defendants Robert Brassfield and Sharfia Brassfield's
failure to satisfy the unpaid debt.
The Court denies without prejudice the motion for default judgment
against Defendant VESW. It grants the motion for default judgment
against Defendants Robert Brassfield and Sharifa Brassfield. They
are jointly and severally liable to Plaintiff for $117,773.01. The
Court further orders Defendants to pay Plaintiff post-judgment
interest calculated from the date judgment is entered in this
action until the date of payment, using the federal rate set forth
in 28 U.S.C. Sec. 1961. Finally, it denies without prejudice
Plaintiff's request for reasonable attorney's fees and costs.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=svoPV9 from PacerMonitor.com.
About Victoria Edward Spa & Wellness
Victoria Edward Spa & Wellness Center, LLC is an upscale day spa
located in Winter Springs, Fla., specializing in massage facials,
nail and hair services.
The Debtor filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-02373) on August 9,
2024, with $217,172 in assets and $1,319,710 in liabilities. On
August 13, 2024, the case was transferred from Jacksonville
Division to Orlando Division and was assigned a new case number
(Case No. 24-04229).
Judge Jason A. Burgess presides over the case.
Bryan K. Mickler, Esq., at the Law Offices of Mickler & Mickler,
LLP represents the Debtor as bankruptcy counsel.
VISION CARE: Trustee Hires BCM Advisory as Financial Consultant
---------------------------------------------------------------
Tanya Sambatakos, the Trustee of Vision Care of Maine Limited
Liability Company, seeks approval from the U.S. Bankruptcy Court
for the District of Maine to employ BCM Advisory Group, LLC as
financial consultant.
The firm's services include:
a. review of financial information;
b. preparation of projections and any sales of assets in the
Debtor's current business operations;
c. provision of on-going assistance to management with financial
plans and strategies and service as a resource for financial
analysis and information for the Debtor's bankruptcy case;
d. additional services related to the administration of the
Debtor's bankruptcy case and future operations, as described more
fully in the Engagement Letter; and
e. coordinate with other professionals retained by the Debtor,
including attorneys, accountants, and internal bookkeepers and
staff.
The firm will be paid $3,500 every two weeks to be held in escrow,
toward allowed fees and expenses.
Jason J. Mills, a partner at BCM Advisory Group, LLC, disclosed in
a court filing that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Jason J. Mills
BCM Advisory Group, LLC
22 Monument Square, Suite 401
Portland, MN 04101
Tel: (207) 807-9516
Email: jmills@bcmadvisorygroup.com
About Vision Care of Maine
Limited Liability Company
Vision Care of Maine Limited Liability Company is a medical group
practice located in Bangor, ME that specializes in Ophthalmology
and Optometry offering vision care services including glasses,
contacts, surgeries for cataracts, retina disease and cornea
disease and glaucoma.
Vision Care of Maine sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Me. Case No. 24-10166) on August 5,
2024. In the petition signed by Curt Young, manager, the Debtor
disclosed up to $10 million in both assets and liabilities.
Judge Michael A. Fagone oversees the case.
The Debtor tapped George J. Marcus, Esq., at Marcus, Clegg, Bals &
Rosenthal, PA as counsel and Opus Consulting Partners, LLC as
financial consultant.
WELLPATH HOLDINGS: Bonilla-Bonilla Case Stayed Due to Bankruptcy
----------------------------------------------------------------
Magistrate Judge Amelia G. Helmick of the United States District
Court for the Middle District of Georgia stayed the case captioned
as MARVIN BONILLA-BONILLA, Plaintiff, v. JOHN BARFIELD, et al.,
Defendants, Case No. 5:23-cv-15-TES-AGH (M.D. Ga.) as to all
defendants in accordance with 11 U.S.C. Sec. 362(a). Counsel for
Defendants Barfield, Monday, and Nwubueze must provide a status
report regarding the bankruptcy stay and related proceedings by
March 10, 2025, and every thirty days thereafter until the stay is
lifted.
Defendants Barfield, Monday, and Nwubueze filed a Notice of Stay,
concerning a Chapter 11 bankruptcy petition filed by Wellpath, LLC
in the United States Bankruptcy Court for the Southern District of
Texas.
In addition to enforcing the automatic stay of claims against a
Debtor, the Southern District of Texas also stayed claims against
"Non-Debtor Defendants" such as Defendants Barfield, Monday, and
Nwubueze. Moreover, although the automatic stay does not extend to
Defendant Warden Sampson, the Middle District of Georgia finds that
the necessity of avoiding inconsistent results and promoting
judicial economy justify staying the case as to them also.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=y1FBcE from PacerMonitor.com.
About Wellpath Holdings, Inc.
Wellpath Holdings, Inc. f/k/a CCS-CMGC Holdings, Inc., is a
provider of medical and mental healthcare in jails, prisons, and
inpatient and residential treatment facilities.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 24-90533) on
November 11, 2024, with $1 billion to $10 billion in assets and
liabilities. Timothy Dragelin, chief restructuring officer and
chief financial officer, signed the petitions.
The Debtor tapped Marcus A. Helt, Esq. at McDERMOTT WILL & EMERY
LLP as bankruptcy counsel; FTI CONSULTING, INC. as financial
advisor; and LAZARD FRERES & CO. LLC and MTS PARTNERS, LP as
investment bankers.
WELLPATH HOLDINGS: Court Stays Brown Suit Due to Bankruptcy
-----------------------------------------------------------
Senior Judge Frank D. Whitney of the United States District Court
for the Western District of North Carolina administratively denied
the motions filed by Defendants Lisa Suddreth, Josette C. Alston,
Lemuelle A. Claud, Carl R. Cooper, and Wellpath LLC to dismiss the
case captioned as LEKISHA DEE BROWN, AS ADMINISTRATIX OF THE ESTATE
OF KARON GOLIGHTLY, Plaintiff, v. WELLPATH LLC et al, Defendants,
CASE NO. 3:24-CV-00480-FDW-SCR (W.D.N.C.).
On Nov. 18, 2024, after the filing of these motions to dismiss,
Wellpath LLC filed a Notice of Petition of Bankruptcy and Notice of
Stay. It informed the Court that this proceeding is stayed pending
its Chapter 11 bankruptcy proceeding in the United States
Bankruptcy Court for the Southern District of Texas.
Although this case is currently stayed, two motions to dismiss
remain pending. Accordingly, the Court will deny the pending
motions to dismiss and permit Defendants to refile their motions to
dismiss after the stay is lifted.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=AfPN9r from PacerMonitor.com.
About Wellpath Holdings, Inc.
Wellpath Holdings, Inc. f/k/a CCS-CMGC Holdings, Inc., is a
provider of medical and mental healthcare in jails, prisons, and
inpatient and residential treatment facilities.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 24-90533) on
November 11, 2024, with $1 billion to $10 billion in assets and
liabilities. Timothy Dragelin, chief restructuring officer and
chief financial officer, signed the petitions.
The Debtor tapped Marcus A. Helt, Esq. at McDERMOTT WILL & EMERY
LLP as bankruptcy counsel; FTI CONSULTING, INC. as financial
advisor; and LAZARD FRERES & CO. LLC and MTS PARTNERS, LP as
investment bankers.
WELLPATH HOLDINGS: Court Stays Pierre v. Greenawalt, et al. Suit
----------------------------------------------------------------
Chief Magistrate Judge of the United States District Court for the
Western District of Pennsylvania stayed the case captioned as
MARCARTON N. PIERRE, Plaintiff VS. RICHARD A. LANZILLO, C.
GREENAWALT, THE GRIEVANCE COORDINATOR; WARDEN MICHAEL ZAKEN, SGT.
GEORGE, J.M. SIEBERT, ADMINISTRATIVE OFFICER; UNIT BUZAS,
Defendants, Case No. 2:23-CV-02036-RAL (W.D. Pa.).
Plaintiff commenced this action by filing a Complaint in the Court
of Common Pleas of Greene County, Pennsylvania on October 10, 2023.
The Complaint named four officials employed by the Pennsylvania
Department of Corrections at its State Correctional Institution at
Greene, C. Greenawalt, Michael Zaken, Sgt. George, and J.M.
Seibert, and asserted federal constitutional claims under 42 U.S.C.
Sec. 1983.
On November 6, 2023, Plaintiff filed an Amended Complaint in the
State Court Action. The Amended Complaint named Stephen Buzas,
Jason Dick, Timothy George, Crystal Greenawalt, Joanna Siebert, and
Michael Zaken. The Amended Complaint also named "Nurse Practitioner
Chang," "E. Haz," and "E. Haz Chang" (collectively "Defendant
Chang") as a Defendant.
On November 28, 2023, the Original Defendants filed a Notice of
Removal of the action to this Court pursuant to 28 U.S.C. Sec. 1441
and 1446 based upon federal question jurisdiction conferred by 28
U.S.C. Sec. 1331.
One week later, on December 5, 2023, all Defendants except
Defendant Chang filed an Amended Notice of Removal.
During the show cause hearing conducted on December 9, 2024,
counsel for the Removing Defendants advised the District Court that
her investigation disclosed that Defendant Chang is Dr. Eric Chang,
an employee of Wellpath, LLC, the DOC's medical services provider.
Counsel also related that the State Correctional Institution at
Greene was a regular place of employment for Dr. Chang and
acknowledged that he could properly be served there. The Sheriff's
return of service also supports that an authorized member of the
prison staff properly accepted service of the Summons and Amended
Complaint on behalf of Defendant Chang.
The Amended Notice of Removal was defective because it did not
include the consent to removal of Defendant Chang.
But the District Court further finds the defect in the Amended
Notice of Removal is waivable and does not deprive the Court of
federal subject matter jurisdiction.
The Clerk of the District Court is directed to list Dr. E. Chang as
a Defendant.
Defendant Chang has been identified as an employee of Wellpath,
LLC. On November 11, 2024, Wellpath Holdings, Inc., and related
entities filed a petition for relief under Chapter 11 of the United
States Bankruptcy Code in the United States Bankruptcy Court for
the Southern District of Texas.
Pursuant to Section 362(a) of the Bankruptcy Code, the petition
operates as a stay on a on all proceedings against the debtor. On
November 12, 2024, the Bankruptcy Court entered an order extending
the automatic stay to actions against certain non-debtor
defendants, including Wellpath employees, on an interim basis,
pending a future hearing scheduled before the Bankruptcy Court.
Therefore, this action is stayed pending further order of the
Bankruptcy lifting or granting relief from the stay or further
order of the District Court. In the meantime, all scheduled
proceedings and deadlines are suspended pending further order of
the District Court.
All previously or currently pending motions have been or will be
dismissed without prejudice. Any such motion may be refiled upon
the lifting of the automatic stay.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=Zqpf3h from PacerMonitor.com.
About Wellpath Holdings, Inc.
Wellpath Holdings, Inc. f/k/a CCS-CMGC Holdings, Inc., is a
provider of medical and mental healthcare in jails, prisons, and
inpatient and residential treatment facilities.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 24-90533) on
November 11, 2024, with $1 billion to $10 billion in assets and
liabilities. Timothy Dragelin, chief restructuring officer and
chief financial officer, signed the petitions.
The Debtor tapped Marcus A. Helt, Esq. at McDERMOTT WILL & EMERY
LLP as bankruptcy counsel; FTI CONSULTING, INC. as financial
advisor; and LAZARD FRERES & CO. LLC and MTS PARTNERS, LP as
investment bankers.
WELLPATH HOLDINGS: Court Won't Stay Leal v. Pinkerton, et al. Case
------------------------------------------------------------------
Magistrate Judge Reona J. Daly of the United States District Court
for the Southern District of Illinois denied Defendant Marilyn
Reynolds' motion to stay the case captioned as
JORGE LUIS LEAL, Plaintiff, v. LT. PINKERTON, et al., Defendants,
Case No. 22-cv-1172-RJD (S.D. Ill.).
Plaintiff Jorge Luis Leal filed this action under 42 U.S.C. Sec.
1983 for alleged constitutional deprivations during his pretrial
detention at Williamson County Jail.
Following the threshold review of his First Amended Complaint,
Plaintiff was allowed to proceed on the following claims:
Count 5: Fourteenth Amendment claim against Reynolds for subjecting
Plaintiff to a serious risk of harm to his health or safety when
she approved Inmate Summers as an inmate trustee while a "keep
separate order" from Plaintiff was in effect sometime before July
15, 2021.
Count 6: Fourteenth Amendment claim against Crowson, Bandit, Gibbs,
and Etherton for failing to protect Plaintiff from a serious risk
of harm when they moved Inmate Summers into the Jail's protective
custody unit on July 15, 2021, just before Inmate Summers and
others attacked Plaintiff.
Count 7: Fourteenth Amendment claim against Crowson and Reynolds
for delaying or denying Plaintiff adequate medical treatment for
the injuries he sustained in the inmate attack on July 15, 2021.
Count 10: Fourteenth Amendment claim against Havens and Pinkerton
for denying Plaintiff's requests for mental health care from July
22 until Aug. 3, 2021.
All defendants filed motions for summary judgment on the issue of
exhaustion of administrative remedies, and Plaintiff filed a
renewed motion for recruitment of counsel. While those motions were
pending, Defendant Marilyn Reynolds filed a Suggestion of
Bankruptcy and Notice of Stay, seeking a finding that proceedings
in this case are automatically stayed or should be stayed under the
District Court's inherent authority.
In her Notice of Stay, Reynolds advises the District Court that on
Nov. 11, 2024, Wellpath, LLC filed a Voluntary Petition for
Non-Individuals Filing Bankruptcy for relief under Chapter 11 of
Title 11 of the United States Code in the United States Bankruptcy
Court for the Southern District of Texas (Houston Division),
commencing Case No. 24-90563ARP. Wellpath, which is not a party in
this action, was Reynolds' employer at all times relevant to the
Amended Complaint. Despite Wellpath not being a named party,
Reynolds argues that proceedings in this case are automatically
stayed pursuant to 11 U.S.C. Sec. 362(a) and the Amended Interim
Order Enforcing the Automatic Stay that the Bankruptcy Court
entered on Nov. 12, 2024. Alternatively, Reynolds argues that the
District Court should exercise its inherent authority and stay
proceedings in view of the fact that the bankruptcy court is likely
to clarify that the automatic stay extends to her.
The basis of Reynolds' argument is that the claims against her
arise out of her provision of medical services to Plaintiff in her
respective capacity as an employee of Wellpath. As such, she
alleges that Wellpath is required to defend and indemnify her in
this matter. However, she does not offer any evidence of such duty.
Given Reynolds' failure to establish Wellpath's duty to indemnify
her, the District Court finds that Section 362(a)(1) does not
automatically extend to this case.
Because the bankruptcy provisions purport to protect the interests
of the debtor, the request for an extension of the automatic stay
to proceedings against third parties should preferably be filed by
the debtor, whose interests are at stake. Accordingly, the District
Court declines the invitation to exercise its inherent power to
stay proceedings in this case.
The District Court finds that proceedings in this case are not
automatically stayed pursuant to 11 U.S.C. Sec. 362(a) or the Stay
Order. Further, the record before the District Court does not
justify the exercise of its inherent power to stay proceedings.
Defendant Reynolds' motion to stay is, therefore, denied.
Plaintiff's Motion for Recruitment of Counsel is denied without
prejudice. Defendants' motions for summary judgment on the issue of
exhaustion of administrative remedies will be set for a hearing in
a separate order.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=3ULfEi from PacerMonitor.com.
About Wellpath Holdings, Inc.
Wellpath Holdings, Inc. f/k/a CCS-CMGC Holdings, Inc., is a
provider of medical and mental healthcare in jails, prisons, and
inpatient and residential treatment facilities.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 24-90533) on
November 11, 2024, with $1 billion to $10 billion in assets and
liabilities. Timothy Dragelin, chief restructuring officer and
chief financial officer, signed the petitions.
The Debtor tapped Marcus A. Helt, Esq. at McDERMOTT WILL & EMERY
LLP as bankruptcy counsel; FTI CONSULTING, INC. as financial
advisor; and LAZARD FRERES & CO. LLC and MTS PARTNERS, LP as
investment bankers.
WELLPATH HOLDINGS: Maldonado Case Stayed Due to Bankruptcy
----------------------------------------------------------
Magistrate Judge Amelia G. Helmick of the United States District
Court for the Middle District of Georgia stayed the case captioned
as PABLO F. MALDONADO, Plaintiff, v. Warden SHAWN EMMONS, et al.,
Defendants, Case No. 5:23-cv-505-MTT-AGH (M.D. Ga.) as to all
defendants in accordance with 11 U.S.C. Sec. 362(a).
Defendants Nurse Cobb, Doctor Efobi, and Doctor Fowler filed a
Suggestion of Bankruptcy and Notice of Stay, concerning a Chapter
11 bankruptcy petition filed by Wellpath, LLC in the United States
Bankruptcy Court for the Southern District of Texas. In addition to
enforcing the automatic stay of claims against a Debtor, the
Southern District of Texas also stayed claims against "Non-Debtor
Defendants" such as Defendants Nurse Cobb, Doctor Efobi, and Doctor
Fowler. Moreover, although the automatic stay does not extend to
Defendants Warden Emmons, Deputy Warden Smith, and Major Ayannuga,
the Middle District of Georgia finds that the necessity of avoiding
inconsistent results and promoting judicial economy justify staying
the case as to them also.
Defendants Nurse Cobb, Doctor Efobi, and Doctor Fowler must provide
a status report regarding the bankruptcy stay and related
proceedings by March 10, 2025, and every thirty days thereafter
until the stay is lifted.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=VfMkwU from PacerMonitor.com.
About Wellpath Holdings, Inc.
Wellpath Holdings, Inc. f/k/a CCS-CMGC Holdings, Inc., is a
provider of medical and mental healthcare in jails, prisons, and
inpatient and residential treatment facilities.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 24-90533) on
November 11, 2024, with $1 billion to $10 billion in assets and
liabilities. Timothy Dragelin, chief restructuring officer and
chief financial officer, signed the petitions.
The Debtor tapped Marcus A. Helt, Esq. at McDERMOTT WILL & EMERY
LLP as bankruptcy counsel; FTI CONSULTING, INC. as financial
advisor; and LAZARD FRERES & CO. LLC and MTS PARTNERS, LP as
investment bankers.
WELLPATH HOLDINGS: Rodriguez Suit Stayed Due to Bankruptcy
----------------------------------------------------------
Magistrate Judge Amelia G. Helmick of the United States District
Court for the Middle District of Georgia stayed the case captioned
as HJALMAR RODRIGUEZ, JR., Plaintiff, v. Warden JACOB BEASLEY, et
al., Defendants, Case No. 7:24-cv-25-WLS-AGH (M.D. Ga.) as to all
defendants in accordance with 11 U.S.C. Sec. 362(a).
Defendant Raymond Moody filed a Notice of Stay, concerning a
Chapter 11 bankruptcy petition filed by Wellpath, LLC in the United
States Bankruptcy Court for the Southern District of Texas. In
addition to enforcing the automatic stay of claims against a
Debtor, the Southern District of Texas also stayed claims against
"Non-Debtor Defendants" such as Defendants Bradford and Shores.
Moreover, although the automatic stay does not extend to the
remaining Defendants, the Middle District of Georgia finds that the
necessity of avoiding inconsistent results and promoting judicial
economy justify staying the case as to them also.
Counsel for Defendant Moody must provide a status report regarding
the bankruptcy stay and related proceedings by March 10, 2025, and
every thirty days thereafter until the stay is lifted.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=hFuvdo from PacerMonitor.com.
About Wellpath Holdings, Inc.
Wellpath Holdings, Inc. f/k/a CCS-CMGC Holdings, Inc., is a
provider of medical and mental healthcare in jails, prisons, and
inpatient and residential treatment facilities.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 24-90533) on
November 11, 2024, with $1 billion to $10 billion in assets and
liabilities. Timothy Dragelin, chief restructuring officer and
chief financial officer, signed the petitions.
The Debtor tapped Marcus A. Helt, Esq. at McDERMOTT WILL & EMERY
LLP as bankruptcy counsel; FTI CONSULTING, INC. as financial
advisor; and LAZARD FRERES & CO. LLC and MTS PARTNERS, LP as
investment bankers.
WEST TECHNOLOGY: Fitch Lowers LongTerm IDR to 'CCC'
---------------------------------------------------
Fitch Ratings has downgraded the Long-Term Issuer Default Rating
(IDR) for West Technology Group, LLC (West) to 'CCC' from 'CCC+'.
Fitch has also downgraded West's first-lien secured revolver and
term loan to 'CCC-' with a Recovery Rating of 'RR5' from
'CCC+'/'RR4' and second-lien secured notes to 'CC'/'RR6' from
'CCC-'/'RR6'.
The downgrade reflects issues surrounding the company's elevated
refinancing risk, negative FCF in 2024 and Fitch's forecast for
negative FCF to continue, albeit at narrowing negative FCF margins.
Fitch believes there is execution risk associated with cost-saving
initiatives and achieving sustained organic growth. West's leverage
remains elevated, despite repayment of debt in 2023.
Key Rating Drivers
Pressure From Organic Growth Headwinds: Fitch assesses that West's
top-line growth trajectory remains uncertain. Following recent
divestments, West's focus is now on its TeleVox, Notified, and
Mosaicx segments. Revenue growth was subdued in the first three
quarters of 2024, largely due to competitive pressures, especially
in the TeleVox segment.
Fitch projects the segment to return to a growth phase as West
implements actions to retain its customers. During the year, the
company divested its Events and Utilities business. West has
announced the combination of Mosaicx and Televox segments which
will enhance product offerings, streamline go-to-market strategies,
and achieve cost savings.
Negative FCF Remains Drag: West's FCF generation is projected to
remain negative across the rating horizon, driven by lower EBITDA
and ongoing investments in the business. Uneven top-line growth and
elevated costs related to restructuring have also contributed to
the FCF pressures. One-time costs were elevated in 2023, and Fitch
expects the one-time costs to wind down in 2024 and beyond, leading
to narrowing negative FCF margins.
Aside from these factors, interest expense is expected to be the
main use of cash. The debt repayment done by the company in 2023
has translated into lower interest expense for the company.
Elevated Leverage Profile Limits Flexibility: Despite substantial
debt reduction in 2023, leverage remains high for West, exceeding
11.0x. The sale of the Safety Services business reduced total
outstanding debt, but halved EBITDA, and further debt was paid down
using proceeds from the SchoolMessenger business divestment. EBITDA
interest coverage was 0.7x in 2023; Fitch expects this to gradually
improve as interest rates come down and cost saving initiatives
drive EBITDA expansion.
Sufficient But Deteriorating Liquidity Position: West has
sufficient near-term liquidity, supported by cash balances and
availability under its revolver. As of Sept. 30, 2024, the company
had $187 million in cash and full availability of $152.7 million on
its revolver. In 2023, it extended maturities on its debt to 2027
and has the revolver commitment until 2026. This provides some
cushion to its liquidity position in the near term. However, given
the elevated leverage profile and high execution risk on the
turnaround to organic growth, Fitch believes there is a high
refinancing risk when maturities come due in 2027.
Cost Controls Stabilize Volatile Profitability: EBITDA margins
remain volatile, declining from just over 30% in 2019 to the low
20% area by 2022. In 2023, EBITDA margin improved to 24.1%. Fitch
expects EBITDA margins to remain in the mid-20% range in 2024 and
2025 and gradually expand throughout the forecast horizon. This
will be driven by cost take-out actions undertaken by the company.
The combination of the TeleVox and Mosaicx segment will drive
savings and contribute to operational efficiencies. Absent any
material disruptions to the top line, Fitch forecasts EBITDA
margins to stabilize.
Diversified Customer Base Strengthens Profile: Fitch views the
diversity of West Technology's customer base as a credit positive.
In its TeleVox segment, West has over 7,000 health system, practice
and hospital customers. In the Mosaicx segment, the company covers
various industries covering Finance, Healthcare, Insurance, Retail,
Telecom and Travel. The combination of the TeleVox and Mosaicx
business segment further expands the product suite offered to
customers. In its Notified business segment, West has over 10,000
plus global customers covering over 50% of the Fortune 100
companies.
Derivation Summary
West's business profile contains a diverse portfolio of technology
solutions and is not directly comparable to its peers, which may
provide a different mix of technology services. In the TeleVox
segment, West competes with unrated competitors Artera, Ciper
Health, Epic, and Luma Health among others, while in Notified it
competes with unrated companies such as Business Wire, Cision Ltd.
and several other specialized service providers.
In its Mosaicx segment, West competes in a fragmented competitive
landscape, including large investment-grade operators such as
Google (unrated), International Business Machines Corporation
(A-/Stable) and a host of other providers that generate less than
$50 million in revenue annually.
With the narrowing negative FCF expected across the rating horizon,
EBITDA leverage over 10x and EBITDA interest coverage lower than
1.0x, West exhibits characteristics of a 'CCC' issuer. It faces
significant execution risk associated with achieving sustainable
top-line growth across the rating horizon, further pressuring
credit metrics.
Key Assumptions
- Fitch expects revenue slightly above $340 million in 2024, then
remain flat in 2025 and grow in the mid-single-digit range
thereafter;
- EBITDA margins projected in the mid-20% range and forecast to
gradually expand, driven by the business optimization initiatives;
- Capex expenditure of about 8% of total revenue;
- FCF generation is forecast to improve from 2023 levels, although
Fitch projects it to remain negative until 2027;
- No dividends assumed in the model.
Recovery Analysis
The recovery analysis assumes that West would be considered a going
concern in a bankruptcy and that the company would be reorganized
rather than liquidated. Fitch has assumed a 10% administrative
claim and a 5% concession allocation paid from first-lien lenders
to second-lien lenders to facilitate the restructuring process.
The revolving facility is assumed to be fully drawn upon default at
the commitment amount of $153 million. Fitch estimates a
post-reorganization enterprise valuation based on 5.0x multiple.
The choice of this multiple considered the following factors:
- The Apollo transaction valued West at approximately 7.8x
EV/EBITDA. West's acquisition of Nasdaq Public Relations and
Digital Media Services (now Notified) in 2018 at an estimated 5.2x
multiple;
- Based on 2024 Fitch case studies for the sector, the median
multiple was 5.9x for 77 cases for which there was adequate
information to make an estimate. Fitch assumes the recovery
multiple is lower than the median level due primarily to West's
weak expected cash flow generation, and uncertain business
prospects;
- Fitch's going-concern EBITDA estimate is based on a stressed
scenario wherein Fitch assumes that West experiences revenue
declines stemming from increased competition. To regain its market
share, Fitch assumes that West increases its investments in product
development and sales initiatives, which causes EBITDA margins to
contract, ultimately resulting in a restructuring. Going concern
EBITDA is assumed approximately 26% below the FY24 projected
EBITDA;
- The recovery analysis assigns a recovery rating of 'RR5' to the
company's senior first-lien secured debt and 'RR6' to the
second-lien notes. This results in corresponding issue-level rating
of 'CCC-' for the first-lien debt and 'CC' for the second-lien
notes.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- Meaningful liquidity deterioration;
- Deterioration in operating profile leading to lack of liquidity
support from capital markets and sponsor;
- Accelerating negative FCFs.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Improvement in operating profile, including revenue growth
exceeding Fitch's expectations;
- FCF approaching breakeven;
- EBITDA interest coverage sustained above 1.5x.
Liquidity and Debt Structure
Fitch believes West's liquidity is sufficient supported by the cash
balances and availability under the revolver. As of Sept. 30, 2024,
the company had approximately $340.0 million in effective
liquidity, including $187.3 million of cash and cash equivalents
and $152.7 million of effective availability under its revolving
credit facility, excluding letters of credit. FCFs are expected to
remain negative, albeit deficits to reduce over the next couple of
years.
West's debt structure as of Sept. 30, 2024 includes a $153 million
revolving facility, $743 million outstanding in first-lien term
loans maturing in 2027, and $446 million outstanding on 2027
second-lien notes. The revolver is due to mature on Aug. 9, 2026.
Issuer Profile
West Technology Group, LLC is a global provider of
technology‐enabled communication services. West has sales and/or
operations in the U.S., Canada, Europe, the Middle East,
Asia-Pacific and Latin America.
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
----------- ------ -------- -----
West Technology
Group, LLC LT IDR CCC Downgrade CCC+
senior secured LT CCC- Downgrade RR5 CCC+
Senior Secured
2nd Lien LT CC Downgrade RR6 CCC-
WOM SA: Court Approves Disclosure Statement
-------------------------------------------
Carolina Gonzalez of Bloomberg News reports that Chile's telecom
operator WOM has obtained court approval for the disclosures
included in its reorganization plan.
The disclosures provide details on commercial operations, financial
projections, and the treatment of each bondholder class, as stated
by the company. Bondholders will vote on the disclosures by
February 27, 2025 with a court hearing on March 6, 2025 to confirm
the reorganization plan.
WOM filed for Chapter 11 bankruptcy protection in April 2024.
About WOM SA
WOM is a Chilean telecommunications provider, focused on offering
mobile voice, data, and broadband services, along with a rapidly
expanding "Fiber to the Home" broadband offering, to consumers and
businesses in Chile. Since the acquisition of Nextel Chile in 2015
through Novator Partners LLP's investment vehicle NC Telecom AS,
WOM has expanded from having virtually no market share to
establishing itself as the second-largest mobile network operator
in Chile.
WOM sought relief under Chapter 11 of the U.S. Bankruptcy Code
(Bankr. D. Del. Lead Case No. 24-10628) on April 1, 2024. In the
petition filed by Timothy O'Connoer, as independent director, the
Debtor reports estimated assets and liabilities between $1 billion
and $10 billion each.
The Honorable Bankruptcy Judge Karen B. Owens oversees the case.
The Debtors tapped White & Case, LLP as general bankruptcy counsel;
Richards, Layton & Finger, P.A. as local bankruptcy counsel;
Riveron Consulting, LLC as financial advisor; and Rothschild & Co
US Inc. as investment banker. Kroll Restructuring Administration,
LLC is the claims agent.
WOOD DESIGN: Hires Stiberman Law P.A. as Counsel
------------------------------------------------
Wood Design R US, LLC seeks approval from the U.S. Bankruptcy Court
for the Southern District of Florida to employ Stiberman Law, P.A.
as counsel.
The firm's services include:
(a) advise the Debtor with respect to its responsibilities in
complying with the United States Trustee's Guidelines and Reporting
Requirements and with the rules of the court;
(b) prepare all legal documents necessary in the
administration of this case;
(c) protect the interests of the Debtor in all matters pending
before the court; and
(d) represent the Debtor in negotiations with its creditors
and in the preparation and confirmation of a plan.
The firm will be paid at these rates:
Robert A. Stiberman, Attorney $475 per hour
Paralegals $185 per hour
In addition, the firm will seek reimbursement for expenses
incurred.
The firm received a total retainer in the amount of $32,000 from
the Debtor.
Mr. Stiberman 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:
Robert A. Stiberman, Esq.
Stiberman Law, P.A.
2601 Hollywood Blvd.
Hollywood, FL 33020
Telephone: (954) 922-2283
Facsimile: (954) 302-8707
Email: ras@stibermanlaw.com
About Wood Design R US, LLC
Wood Design R US, LLC sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 25-10236) on
January 10, 2025, with up to $50,000 in assets and up to $500,000
in liabilities.
Judge Erik P. Kimball presides over the case.
Robert A. Stiberman, Esq., represents the Debtor as legal counsel.
WYATT RESTAURANT: Unsecureds Will Get 2% of Claims over 3 Years
---------------------------------------------------------------
Wyatt Restaurant Group, LLC, filed with the U.S. Bankruptcy Court
for the Middle District of Alabama a First Amended Plan of
Reorganization for Small Business under Subchapter V dated January
17, 2025.
The Debtor is an entity that was organized on or around July 30,
2019, in Montgomery County, Alabama. The Debtor owns and operates
Church's Chicken fast-food restaurants pursuant to the terms of
various franchise agreements with Cajun Global, LLC.
The membership interests of the Debtor are held as follows:
Stephanie Wyatt owns 50%; and Timothy Wyatt owns 50%. The
registered agent for the Debtor is Timothy Wyatt with an address of
358 North Capitol Parkway, Montgomery, Alabama 36107. The Debtor
leases the facilities at the following restaurant locations:
Andalusia; Brewton; Demopolis; Enterprise; Evergreen; Monroeville;
Opp; Ozark; and Milton (Florida). The Debtor constructed the
facility in Troy on property subject to a ground lease.
The Debtor experienced financial hardship related, at least in
part, to the following: a) the negative economic impact of the
shutdown caused by the COVID-19 Pandemic and/or the malingering
effects thereof; b) the increased costs associated with personnel
and food-related products; c) the costs associated with capital
expenditures related to the location in Troy; and d) the costs
associated with reimaging certain locations. The Debtor defaulted
and/or became delinquent on certain secured and/or unsecured
obligations. These events precipitated the filing of this
bankruptcy case. The Debtor believes that it can successfully
reorganize and/or restructure its debts and liabilities such that
it can continue to operate its business.
The Debtor's financial projections show that the Debtor will have
projected disposable income that is sufficient to pay creditors
holding allowed secured and priority unsecured claims while
maintaining a minimal and necessary level of liquidity and/or
working capital.
The Plan provides for a 2% distribution to creditors holding
nonpriority unsecured claims which is more favorable than the
amount these creditors would receive in a liquidation. The Debtor
will pay the unsecured claims, if provided for herein, within no
more than five years of confirmation of the Plan and/or as
otherwise required by the Code.
This Plan proposes to pay certain creditors of the Debtor from cash
flow from future earnings. The Debtor intends to keep the assets
disclosed within its bankruptcy schedules, except for the assets
surrendered herein the Plan. The Debtor rejects the leases at the
facilities in Opp and Ozark, Alabama. The Debtor does not intend to
liquidate or dispose of any property; however, if disposition or
liquidation of property becomes necessary for a successful
reorganization, the Debtor will undertake such necessary
disposition or liquidation.
Class 3 consists of Non-Priority Unsecured Creditors. Upon
confirmation of this Plan, the creditors holding the aforesaid
allowed, nonpriority unsecured claims will receive a total
distribution of 2% of said claim amount, with said distribution to
be divided into three equal payments, with a payment due on the
first, second and third anniversary dates of the Effective Date.
Once these allowed non-priority unsecured claims are paid as
provided in this Plan, the Debtor shall be released from any and
all further liability on these claims. The allowed unsecured claims
total $643,649.18.
The restructuring shall be effective as of the Effective Date, with
payments to be made as set forth herein. The Debtor shall be
allowed a ten-day grace period within which to remit these
payments. The Debtor can satisfy these distributions at any time
without penalty or unaccrued interest. Upon payment and receipt of
the final distribution amount specified in this Plan, the unsecured
claims shall be deemed paid and satisfied in full.
Class 4 consists of Equity Interests of the Debtor. The equity
interests in this Class are the membership interests held by
Stephanie Wyatt and Timothy Wyatt who retain said interests within
this Plan. The Wyatts will remain in the position of ownership and
management of the reorganized debtor.
The Debtor shall, pursuant to Section 1192 of the Bankruptcy Code,
continue to operate its business as a debtor-in-possession; and,
without further Order of the Court, incur debt in the ordinary
course of business during the term of this Plan as necessary to
effectuate and implement the conditions and terms of this Plan.
A full-text copy of the First Amended Plan dated January 17, 2025
is available at https://urlcurt.com/u?l=iDT5Vb from
PacerMonitor.com at no charge.
Counsel to the Debtor:
Anthony B. Bush, Esq.
The Bush Law Firm, LLC
Parliament Place Professional Center
3198 Parliament Circle 302
Montgomery, AL 36116
Telephone: (334) 263-7733
Facsimile: (334) 832-4390
Email: anthonybbush@yahoo.com
About Wyatt Restaurant Group
Wyatt Restaurant Group is a privately held full-service restaurant
in Montgomery, Ala.
Wyatt Restaurant Group filed voluntary Chapter 11 petition (Bankr.
M.D. Ala. Case No. 24-31689) on July 31, 2024, listing $500,000 to
$1 million in assets and $1 million to $10 million in liabilities.
The petition was signed by Stephanie Leigh Wyatt as member.
Judge Bess M Parrish Creswell presides over the case.
Anthony Brian Bush, Esq., at The Bush Law Firm, LLC represents the
Debtor as counsel.
WYCKOFF EQUITIES: Case Summary & 12 Unsecured Creditors
-------------------------------------------------------
Debtor: Wyckoff Equities LLC
4 Sycamore Avenue
Ho Ho Kus, NJ 07423
Business Description: The company owns and operates a full-service
restaurant that provides food services to
its patrons.
Chapter 11 Petition Date: January 24, 2025
Court: United States Bankruptcy Court
District of New Jersey
Case No.: 25-10758
Judge: Hon. John K. Sherwood
Debtor's Counsel: Michael E. Holt, Esq.
FORMAN HOLT
365 Passaic Street, Suite 400
Rochelle Park, NJ 07662
Tel: (201) 845-1000
E-mail: mholt@formanlaw.com
Estimated Assets: $100,000 to $500,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Albert Franco as managing member.
A full-text copy of the petition, which includes a list of the
Debtor's 12 unsecured creditors, is available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/SQMBYVQ/Wyckoff_Equities_LLC__njbke-25-10758__0001.0.pdf?mcid=tGE4TAMA
WYCKOFF EQUITIES: Commences Subchapter V Bankruptcy Proceeding
--------------------------------------------------------------
On January 24, 2025, Wyckoff Equities LLC filed Chapter 11
protection in the U.S. Bankruptcy Court for the District of New
Jersey.
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 Wyckoff Equities LLC
Wyckoff Equities LLC operates in the food services and drinking
places sector.
Wyckoff Equities LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D.N.J. Case No. 25-10758) on January 24,
2025. In its petition, the Debtor reports estimated assets between
$100,000 and $500,000 and estimated liabilities between $1 million
and $10 million.
Honorable Bankruptcy Judge John K. Sherwood handles the case.
The Debtor is represented by:
Michael E. Holt, Esq.
Forman Holt
365 W. Passaic Street, Suite 400
Rochelle Park, NJ 07662
Phone: 201-845-1000
Fax: 201-655-6650
X4 PHARMACEUTICALS: Increases Securities for Employee Benefit Plans
-------------------------------------------------------------------
X4 Pharmaceuticals, Inc. filed a Registration Statement on Form S-8
with the U.S. Securities and Exchange Commission for the purpose of
increasing the number of securities of the same class as other
securities for which a Registration Statement on Form S-8 of the
Company relating to the same employee benefit plans is effective.
Accordingly, pursuant to General Instruction E to Form S-8, this
Registration Statement incorporates by reference the contents of:
(i) the Registration Statement on Form S-8 (File No.
333-221622) filed with the Securities and Exchange Commission on
November 16, 2017 relating to the Company's Amended and Restated
2017 Equity Incentive Plan and certain other employee benefit plans
of the Company;
(ii) the Registration Statement on Form S-8 (File No.
333-223539) filed with the SEC on March 9, 2018 relating to the
2017 Plan;
(iii) the Registration Statement on Form S-8 (File No.
333-230181) filed with the SEC on March 11, 2019 relating to the
2017 Plan and certain other employee benefit plans of the Company;
(iv) the Registration Statement on Form S-8 (File No.
333-237164) filed with the SEC on March 13, 2020 relating to the
2017 Plan and certain other employee benefit plans of the Company;
(v) the Registration Statement on Form S-8 (File No
333-239082) filed with the SEC on June 10, 2020 relating to the
2017 Plan;
(vi) the Registration Statement on Form S-8 (File No
333-254618) filed with the SEC on March 23, 2021 relating to the
2017 Plan and certain other employee benefit plans of the Company;
(vii) the Registration Statement on Form S-8 (File No
333-263430) filed with the SEC on March 10, 2022 relating to the
2017 Plan and certain other employee benefit plans of the Company;
(viii) the Registration Statement on Form S-8 (File No
333-269335) filed with the SEC on January 20, 2023 relating to the
2017 Plan and certain other employee benefit plans of the Company;
(xi) the Registration Statement on Form S-8 (File No
333-273960) filed with the SEC on August 14, 2023 relating to the
2017 Plan and certain other employee benefit plans of the Company;
and
(xii) the Registration Statement on Form S-8 (File No
333-276691) filed with the SEC on January 25, 2024 relating to the
2017 Plan.
A full-text copy of Registration Statement is available at:
https://tinyurl.com/yxh9m78k
About X4 Pharmaceuticals
Boston, Mass.-based X4 Pharmaceuticals, Inc. is a biopharmaceutical
company focused on discovering, developing, and commercializing
novel therapeutics for the treatment of rare diseases and those
with limited treatment options, particularly conditions resulting
from immune system dysfunction.
The Company cautioned in its Form 10-Q Report for the quarterly
period ended March 31, 2024, that substantial doubt exists about
its ability to continue as a going concern. The Company said,
"Since our inception, we have incurred significant operating losses
and negative cash flows from our operations. As of March 31, 2024,
our cash and cash equivalents were $60.5 million, our restricted
cash balance was $0.8 million, and our investment in marketable
securities was $20.4 million. We have a covenant under our Hercules
Loan Agreement that currently requires that we maintain a minimum
level of cash of $20 million through January 31, 2025, subject to
subsequent reductions. Based on our current cash flow projections,
which exclude any benefit from the potential sale of our PRV, no
additional borrowings that may become available on Hercules Loan
Agreement, and with no additional external funding, we believe that
we will not be able to maintain the minimum cash required to
satisfy this covenant beginning in the first quarter of 2025. In
such event, the lenders could require the repayment of all
outstanding debt."
Y & W INVESTMENT: Case Summary & Nine Unsecured Creditors
---------------------------------------------------------
Debtor: Y & W Investment LLC
101 Bella Vista Dr.
Burlingame, CA 94010
Chapter 11 Petition Date: January 23, 2025
Court: United States Bankruptcy Court
Northern District of California
Case No.: 25-30058
Debtor's Counsel: Dean Lloyd, Esq.
THE MADISON FIRM
345 California Street, Suite 600
San Francisco, CA 94104
Tel: (415) 779-3177
E-mail: dlloyd@themadisonfirm.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
A full-text copy of the petition, which includes a list of the
Debtor's nine unsecured creditors, is available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/IL3ZWBQ/Y__W_Investment_LLC__canbke-25-30058__0001.0.pdf?mcid=tGE4TAMA
YELLOW CORP: Defends Good Faith Handling of WARN Notices
--------------------------------------------------------
Ben Zigterman of Law360 reports that Yellow Corp., the now-defunct
trucking company, told a Delaware bankruptcy judge on January 23
that its last delivery took place just before it laid off 22,000
union workers.
The company argued that, as a "liquidating fiduciary," it should
not be held responsible for failing to provide adequate mass-layoff
notices under the WARN Act, according to Law360.
About Yellow Corporation
Yellow Corporation -- http://www.myyellow.com/-- operates
logistics and less-than-truckload (LTL) networks in North America,
providing customers with regional, national, and international
shipping services throughout. Yellow's principal office is in
Nashville, Tenn., and is the holding company for a portfolio of LTL
brands including Holland, New Penn, Reddaway, and YRC Freight, as
well as the logistics company Yellow Logistics.
Yellow Corporation and 23 affiliates concurrently filed voluntary
petitions for relief under Chapter 11 of the Bankruptcy Code
(Bankr. D. Del. Lead Case No. 23-11069) on August 6, 2023, before
the Hon. Craig T. Goldblatt. As of March 31, 2023, Yellow
Corporation had $2,152,200,000 in total assets against
$2,588,800,000 in total liabilities. The petitions were signed by
Matthew A. Doheny as chief restructuring officer.
The Debtors tapped Kirkland & Ellis, LLP as restructuring counsel;
Pachulski Stang Ziehl & Jones, LLP as Delaware local counsel;
Kasowitz, Benson and Torres, LLP as special litigation counsel;
Goodmans, LLP as special Canadian counsel; Ducera Partners, LLC, as
investment banker; and Alvarez and Marsal as financial advisor.
Epiq Bankruptcy Solutions is the claims and noticing agent.
Milbank LLP serves as counsel to certain investment funds and
accounts managed by affiliates of Apollo Capital Management, L.P.
while White & Case, LLP and Arnold & Porter Kaye Scholer, LLP serve
as counsels to Beal Bank USA and the U.S. Department of the
Treasury, respectively.
On Aug. 16, 2023, the U.S. Trustee for Region 3 appointed an
official committee of unsecured creditors in the Chapter 11 cases.
The committee tapped Akin Gump Strauss Hauer & Feld, LLP and
Benesch, Friedlander, Coplan & Aronoff, LLP as counsels; Miller
Buckfire as investment banker; and Huron Consulting Services, LLC,
as financial advisor.
[*] Octus Shows 35% Rise in 2024 Restructuring Advisor Engagements
------------------------------------------------------------------
Octus (formerly Reorg), a provider of global credit intelligence
and data, announces the publication of its Americas Restructuring
Advisor Rankings for the full year 2024. The rankings data (known
as league tables in the financial industry) analyze and compare
restructuring advisors across fees and engagements in both in- and
out-of-court restructurings.
- Market Trends
The number of companies engaging restructuring advisors in 2024
soared compared with 2023, increasing by 35 percent year over year.
Advisor mandates in the second half of 2024 jumped 23 percent over
the first half of the year, which also represents a 27 percent
year-over-year increase. By sector, consumer discretionary and
healthcare led overall, with consumer discretionary advisor
engagements increasing by 41 percent year over year, encompassing
approximately 150 companies. Healthcare activity remained on par
with 2023 across roughly 140 companies. The industrials sector,
which ranked third overall with 108 companies, saw restructuring
advisor engagement increase by 92 percent.
Chapter 11 filings by companies with liabilities north of $1
billion rose 27 percent over 2023 for a total of 38 cases. The
consumer discretionary sector made up 40 percent of this activity,
even surpassing the total count seen in 2020, when the effects of
the Covid-19 pandemic pummeled this sector.
- Restructuring Market Leaders
Kirkland & Ellis, FTI Consulting and Houlihan Lokey maintained
their year-long leads with total engagements across the legal,
financial advisory and investment banking segments with 68, 42 and
57, respectively. In the legal segment, Gibson Dunn followed
Kirkland with 67, and Akin Gump was just behind with 63. With 34
engagements, AlixPartners followed FTI in the financial advisory
segment, then Alvarez & Marsal in third with 29. In the investment
banking segment, PJT Partners followed Houlihan Lokey with 46 total
engagements, and Perella Weinberg Partners and Evercore tied for
third, each with 41.
Octus Americas Restructuring Advisor Rankings also analyze advisors
by total fees approved by chapter 11 bankruptcy courts. By year
end, just over $2.1 billion in chapter 11 fees were approved on a
final basis.
Kirkland & Ellis accounted for approximately 10 percent of that
total, once again leading in total fees earned and approved on a
final basis with $211.9 million, followed by Weil with $134.1
million and Skadden with $114.6 million. Alvarez & Marsal made up
11 percent of the year's court approved fees across all advisor
types with a total of $231.9 million, continuing its ranking above
all other financial advisors, followed by FTI Consulting with $47.7
million and AlixPartners with $37.2 million. PJT Partners also once
again led for investment bankers, making up 7% of total advisor
fees approved across all advisor types with $158.6 million,
followed by Perella Weinberg Partners with $77.6 million and
Guggenheim with $42.5 million.
Octus subscribers may access the full report, Octus Americas
Restructuring Advisor Rankings, on the Octus platform.
Non-subscribers may access the report summary on the Octus
website.
About Octus
Founded in 2013, Octus, formerly Reorg, is the essential credit
intelligence and data provider for the world's leading buy side
firms, investment banks, law firms and advisory firms. By
surrounding unparalleled human expertise with proven technology,
data and AI tools, Octus unlocks powerful truths that fuel decisive
action across financial markets. Visit octus.com to learn how we
deliver rigorously verified intelligence at speed and create a
complete picture for professionals across the entire credit
lifecycle. Follow Octus on LinkedIn and X.
[*] Otterbourg Adds 6 New Equity Members, 3 in Bankruptcy Practice
------------------------------------------------------------------
Otterbourg P.C. announced the election of six new equity members,
the most the firm has ever promoted in one year. The new
Shareholders are David Castleman, Pauline McTernan, Nicholas
Palazzolo, Michael Regina, Michael Rich and Lena Surilov. In
addition, Otterbourg has named Gabriela Leon, Michael Maizel and
Michael Pantzer to counsel. The large class is a testament to the
firm's success across multiple industries in New York.
"We applaud these nine outstanding attorneys for their
well-deserved promotions, which recognize the excellent service
they have provided to our clients over the years," said Richard L.
Stehl, Otterbourg's chairman. "Their individual talents and
dedication to the firm add tremendous value and does not go
unnoticed. I look forward to their continued success and growth in
these new roles."
New Members:
1. David Castleman -- Restructuring & Bankruptcy, Litigation, and
Privacy & Cybersecurity
Mr. Castleman focuses primarily on federal equity receiverships and
complex litigation in state and federal courts and serves as
Receiver in the Southern District of New York over a $250 million
alleged Ponzi scheme. He serves as vice-chair of the ABA's Business
Bankruptcy Committee's Derivatives and Digital Assets Subcommittee
and co-chair of the Amicus Committee of the National Association of
Federal Equity Receivers, and he is a member of the Federal Bar
Council and the Wall Street Blockchain Alliance. Mr. Castleman
earned his J.D., cum laude, from the University of Pennsylvania Law
School and his A.B., cum laude, from Dartmouth College.
2. Pauline McTernan -- Litigation, Restructuring
Ms. McTernan represents corporations, governmental agencies,
financial institutions and entrepreneurs in a wide range of
commercial litigation, class action and bankruptcy matters. She has
advised clients on disputes involving a diverse array of issues,
including breach of contract, fraud, entitlement to tax refunds,
lender liability, mass torts, and employment and corporate
governance matters. Ms. McTernan earned her J.D., cum laude, from
New York University and her B.A. from the University of
Wisconsin-Madison.
3. Nicholas Palazzolo -- Banking & Finance
Mr. Palazzolo represents banks, commercial finance companies and
other institutional lenders in connection with the structuring and
documentation of loan transactions. He earned his J.D., magna cum
laude, from Brooklyn Law School and his B.S. from Binghamton
University.
4. Michael Regina -- Banking & Finance
Mr. Regina represents banks, commercial finance companies, factors,
and other institutional lenders in connection with the structuring
and documentation of loan transactions, including asset-based
loans, term loans and other structured finance transactions, as
well as portfolio acquisitions and dispositions. He also has
expertise with syndicated and single lender transactions, as well
as multicurrency and cross border transactions. Mr. Regina earned
his J.D. summa cum laude from the University of Miami School of Law
and his B.A., magna cum laude, from Monmouth University.
5. Michael Rich -- Banking & Finance, and Real Estate
Mr. Rich represents banks, hedge funds, private equity funds,
commercial finance companies and other institutional lenders in
connection with the structuring and documentation of lease and loan
transactions, including asset-based, cash flow and structured
finance transactions, and portfolio acquisitions and dispositions.
Mr. Rich also represents buyers and sellers, whether individuals,
joint ventures, or funds in connection with purchase and sale
transactions, throughout the country -- some including a single
property, and others a large portfolio. He earned his J.D., magna
cum laude, from St. John's University School of Law and his B.A.,
summa cum laude, from St. John's University.
6. Lena Surilov -- Banking & Finance
Ms. Surilov represents financial institutions and other commercial
finance companies in structuring, negotiating, and documenting
domestic and cross-border complex debt financing transactions, with
a focus on asset-based financing. She also represents single
lenders and syndicates in revolving credit facilities, term loans,
refinancings, acquisition financing, lender finance transactions,
debtor-in-possession and bankruptcy exit credit financing
transactions. Ms. Surilov works with companies in a variety of
industries, including retail, manufacturing, technology, financial
services, healthcare and service. She earned her J.D. from Boston
College Law School, her M.B.A from Boston College Carroll School of
Management and her B.A. from Wesleyan University.
New Counsel:
1. Gabriela Leon -- Litigation
Ms. Leon focuses her practice on representing businesses and
entrepreneurs in high-stakes litigation and arbitration. She earned
her J.D. from Cornell Law School and her B.A. from Cornell
University.
2. Michael Maizel -- Restructuring & Bankruptcy
Mr. Maizel represents debtors, official and ad hoc creditors'
committees, and secured and unsecured creditors in all aspects of
complex chapter 11 bankruptcy cases. He also represents receivers
and other court-appointed fiduciaries and provides legal support in
mediation. Mr. Maizel served as Law Clerk to U.S. Bankruptcy Judge
Nancy Lord. He earned his J.D. from Benjamin N. Cardozo School of
Law, and his M.A. and B.A. from Tulane University.
3. Michael Pantzer -- Restructuring & Bankruptcy
Mr. Pantzer's practice focuses on the representation of debtors,
creditors, fiduciaries, and other parties in interest in commercial
bankruptcy cases and other insolvency matters. He served as Law
Clerk to U.S. Bankruptcy Judge Alan Trust. Mr. Pantzer earned his
J.D., magna cum laude, from the University at Buffalo School of
Law, his M.B.A. from the University at Buffalo School of
Management, and his B.A. from University of Hawai i at M noa.
About Otterbourg P.C.
Otterbourg P.C. offers clients a unique combination of legal
insight and practical solutions and is known for its integrity,
legal expertise, stability and business knowledge. The firm,
established more than 100 years ago, regularly represents clients
in matters of national and international scope, including banks,
finance companies, hedge funds, private equity firms, real estate
investment firms, corporate clients and high net-worth individuals.
The firm's practice areas include domestic and cross-border
financings, litigation and alternative dispute resolutions, real
estate, restructuring and bankruptcy proceedings, mergers and
acquisitions and other corporate transactions, and trusts and
estates.
[^] BOND PRICING: For the Week from January 20 to 24, 2025
----------------------------------------------------------
Company Ticker Coupon Bid Price Maturity
------- ------ ------ --------- --------
2U LLC TWOU 2.250 40.125 5/1/2025
99 Cents Only Stores LLC NDN 7.500 12.197 1/15/2026
99 Cents Only Stores LLC NDN 7.500 12.197 1/15/2026
99 Cents Only Stores LLC NDN 7.500 12.197 1/15/2026
Allen Media LLC / Allen
Media Co-Issuer Inc ALNMED 10.500 45.781 2/15/2028
Allen Media LLC / Allen
Media Co-Issuer Inc ALNMED 10.500 46.100 2/15/2028
Allen Media LLC / Allen
Media Co-Issuer Inc ALNMED 10.500 45.951 2/15/2028
Amyris Inc AMRS 1.500 0.854 11/15/2026
Anagram Holdings
LLC/Anagram
International Inc AIIAHL 10.000 0.750 8/15/2026
Anagram Holdings
LLC/Anagram
International Inc AIIAHL 10.000 0.750 8/15/2026
Anagram Holdings
LLC/Anagram
International Inc AIIAHL 10.000 0.750 8/15/2026
At Home Group Inc HOME 7.125 29.013 7/15/2029
At Home Group Inc HOME 7.125 29.013 7/15/2029
Audacy Capital LLC CBSR 6.750 2.223 3/31/2029
Audacy Capital LLC CBSR 6.500 3.116 5/1/2027
Audacy Capital LLC CBSR 6.750 2.223 3/31/2029
Avon Products Inc AVP 8.450 5.000 3/15/2043
Azul Investments LLP AZUBBZ 7.250 61.500 6/15/2026
Azul Investments LLP AZUBBZ 7.250 62.971 6/15/2026
BPZ Resources Inc BPZR 6.500 3.017 3/1/2049
Beasley Mezzanine
Holdings LLC BBGI 9.200 45.209 8/1/2028
Beasley Mezzanine
Holdings LLC BBGI 8.625 59.977 2/1/2026
Beasley Mezzanine
Holdings LLC BBGI 8.625 59.977 2/1/2026
Biora Therapeutics Inc BIOR 7.250 56.500 12/1/2025
BuzzFeed Inc BZFD 8.500 91.914 12/3/2026
Castle US Holding Corp CISN 9.500 45.756 2/15/2028
Castle US Holding Corp CISN 9.500 46.432 2/15/2028
Citigroup Inc C 5.125 99.600 1/31/2026
Citizens Bank
NA/Providence RI CFG 5.284 99.277 1/26/2026
CorEnergy Infrastructure
Trust Inc CORR 5.875 70.250 8/15/2025
Cornerstone Chemical Co CRNRCH 10.250 50.500 9/1/2027
Cumulus Media New
Holdings Inc CUMINT 8.000 35.307 7/1/2029
Cumulus Media New
Holdings Inc CUMINT 8.000 35.715 7/1/2029
Curo Oldco LLC CURO 7.500 4.040 8/1/2028
Curo Oldco LLC CURO 7.500 8.492 8/1/2028
Curo Oldco LLC CURO 7.500 4.040 8/1/2028
Cutera Inc CUTR 2.250 9.000 6/1/2028
Cutera Inc CUTR 2.250 13.972 3/15/2026
Cutera Inc CUTR 4.000 8.550 6/1/2029
Danimer Scientific Inc DNMR 3.250 0.625 12/15/2026
Energy Conversion
Devices Inc ENER 3.000 0.762 6/15/2013
Enviva Partners LP /
Enviva Partners
Finance Corp EVA 6.500 24.639 1/15/2026
Enviva Partners LP /
Enviva Partners
Finance Corp EVA 6.500 24.639 1/15/2026
Exela Intermediate
LLC / Exela
Finance Inc EXLINT 11.500 28.978 7/15/2026
Exela Intermediate
LLC / Exela
Finance Inc EXLINT 11.500 30.000 7/15/2026
Federal Farm Credit
Banks Funding Corp FFCB 0.470 99.596 1/27/2025
Federal Home Loan Banks FHLB 0.710 81.928 4/15/2025
Federal Home Loan Banks FHLB 1.125 99.371 1/27/2025
Federal Home Loan Banks FHLB 0.520 99.356 1/28/2025
Federal Home Loan Banks FHLB 1.250 99.370 1/28/2025
Federal Home Loan Banks FHLB 0.400 99.360 1/27/2025
Federal Home Loan Banks FHLB 1.220 99.372 1/27/2025
Federal Home Loan Banks FHLB 2.125 97.358 2/28/2025
Federal Home Loan Banks FHLB 3.000 99.398 1/27/2025
Federal Home Loan Banks FHLB 3.810 99.409 1/27/2025
Federal Home Loan Banks FHLB 1.250 99.369 1/28/2025
Federal Home Loan Banks FHLB 1.750 96.853 2/28/2025
Federal Home Loan Banks FHLB 0.620 99.362 1/27/2025
Federal Home Loan Banks FHLB 0.700 95.269 2/28/2025
Federal Home Loan Banks FHLB 1.635 97.272 2/25/2025
Federal Home Loan Banks FHLB 1.625 97.281 2/25/2025
Federal Home Loan Banks FHLB 1.250 99.369 1/28/2025
Federal Home Loan Banks FHLB 2.000 97.405 2/28/2025
Federal Home Loan Banks FHLB 0.720 95.964 2/27/2025
Federal Home Loan Banks FHLB 0.800 94.687 3/28/2025
Federal Home Loan Banks FHLB 0.770 99.361 1/28/2025
Federal Home Loan Banks FHLB 0.780 99.361 1/28/2025
Federal Home Loan Banks FHLB 0.680 96.183 2/27/2025
Federal Home Loan Banks FHLB 0.550 99.346 1/29/2025
Federal Home Loan
Mortgage Corp FHLMC 3.750 99.411 1/27/2025
Federal Home Loan
Mortgage Corp FHLMC 3.605 99.408 1/28/2025
Goodman Networks Inc GOODNT 8.000 5.000 5/11/2022
Goodman Networks Inc GOODNT 8.000 1.000 5/31/2022
H-Food Holdings
LLC / Hearthside
Finance Co Inc HEFOSO 8.500 3.250 6/1/2026
H-Food Holdings
LLC / Hearthside
Finance Co Inc HEFOSO 8.500 2.986 6/1/2026
Hallmark Financial
Services Inc HALL 6.250 19.420 8/15/2029
Homer City Generation LP HOMCTY 8.734 38.750 10/1/2026
Inotiv Inc NOTV 3.250 42.000 10/15/2027
Invacare Corp IVC 5.000 0.667 11/15/2024
JPMorgan Chase Bank NA JPM 2.000 88.885 9/10/2031
Jefferies Financial
Group Inc JEF 5.500 99.098 1/31/2026
Karyopharm Therapeutics KPTI 3.000 77.366 10/15/2025
Level 3 Financing Inc LVLT 3.400 90.160 3/1/2027
Level 3 Financing Inc LVLT 4.625 92.793 9/15/2027
Level 3 Financing Inc LVLT 3.400 90.160 3/1/2027
Ligado Networks LLC NEWLSQ 15.500 36.500 11/1/2023
Ligado Networks LLC NEWLSQ 17.500 11.250 5/1/2024
Ligado Networks LLC NEWLSQ 15.500 38.000 11/1/2023
Ligado Networks LLC NEWLSQ 17.500 10.750 5/1/2024
Lightning eMotors Inc ZEVY 7.500 1.000 5/15/2024
Lumen Technologies Inc LUMN 7.200 100.245 12/1/2025
Lumen Technologies Inc LUMN 5.125 95.835 12/15/2026
Lumen Technologies Inc LUMN 4.000 99.094 2/15/2027
Lumen Technologies Inc LUMN 4.000 92.083 2/15/2027
Lumen Technologies Inc LUMN 5.125 96.309 12/15/2026
Luminar Technologies Inc LAZR 1.250 53.250 12/15/2026
MBIA Insurance Corp MBI 15.824 3.559 1/15/2033
MBIA Insurance Corp MBI 15.824 3.559 1/15/2033
Macy's Retail Holdings M 6.700 90.096 7/15/2034
Macy's Retail Holdings M 6.900 85.965 1/15/2032
Mashantucket Western
Pequot Tribe MASHTU 7.350 51.128 7/1/2026
Morgan Stanley MS 1.800 77.392 8/27/2036
PECF USS Intermediate
Holding III Corp UNSTSV 8.000 33.703 11/15/2029
PECF USS Intermediate
Holding III Corp UNSTSV 8.000 33.703 11/15/2029
Polar US Borrower
LLC / Schenectady
International
Group Inc SIGRP 6.750 54.750 5/15/2026
Polar US Borrower
LLC / Schenectady
International
Group Inc SIGRP 6.750 54.750 5/15/2026
Rackspace Technology
Global Inc RAX 5.375 26.500 12/1/2028
Rackspace Technology
Global Inc RAX 3.500 27.960 2/15/2028
Rackspace Technology
Global Inc RAX 5.375 28.187 12/1/2028
Rackspace Technology
Global Inc RAX 3.500 27.960 2/15/2028
Renco Metals Inc RENCO 11.500 24.875 7/1/2003
Rite Aid Corp RAD 7.700 1.700 2/15/2027
Rite Aid Corp RAD 6.875 3.619 12/15/2028
Rite Aid Corp RAD 6.875 3.619 12/15/2028
Shutterfly LLC SFLY 8.500 49.877 10/1/2026
Shutterfly LLC SFLY 8.500 49.877 10/1/2026
Spanish Broadcasting
System Inc SBSAA 9.750 66.250 3/1/2026
Spanish Broadcasting
System Inc SBSAA 9.750 66.000 3/1/2026
Spirit Airlines Inc SAVE 1.000 34.000 5/15/2026
Spirit Airlines Inc SAVE 4.750 28.000 5/15/2025
Stem Inc STEM 0.500 26.875 12/1/2028
Sunnova Energy
International Inc NOVA 2.625 34.500 2/15/2028
TPI Composites Inc TPIC 5.250 17.899 3/15/2028
TerraVia Holdings Inc TVIA 5.000 4.644 10/1/2019
Tricida Inc TCDA 3.500 8.125 5/15/2027
Veritone Inc VERI 1.750 44.750 11/15/2026
Virgin Galactic Holdings SPCE 2.500 43.856 2/1/2027
Vitamin Oldco Holdings GNC 1.500 0.474 8/15/2020
Voyager Aviation
Holdings LLC VAHLLC 8.500 9.599 5/9/2026
Voyager Aviation
Holdings LLC VAHLLC 8.500 9.599 5/9/2026
Voyager Aviation
Holdings LLC VAHLLC 8.500 9.599 5/9/2026
WW International Inc WW 4.500 20.654 4/15/2029
WW International Inc WW 4.500 20.760 4/15/2029
Wesco Aircraft Holdings WAIR 9.000 42.086 11/15/2026
Wesco Aircraft Holdings WAIR 8.500 8.000 11/15/2024
Wesco Aircraft Holdings WAIR 13.125 1.102 11/15/2027
Wesco Aircraft Holdings WAIR 8.500 7.271 11/15/2024
Wesco Aircraft Holdings WAIR 9.000 42.086 11/15/2026
Wesco Aircraft Holdings WAIR 13.125 1.102 11/15/2027
*********
Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par. Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable. Those sources may not,
however, be complete or accurate. The Monday Bond Pricing table
is compiled on the Friday prior to publication. Prices reported
are not intended to reflect actual trades. Prices for actual
trades are probably different. Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind. It is likely that some entity
affiliated with a TCR editor holds some position in the issuers
public debt and equity securities about which we report.
Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets. At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled. Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets. A company may establish reserves on its balance sheet for
liabilities that may never materialize. The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.
On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts. The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.
Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals. All titles are
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http://www.bankrupt.com/books/to order any title today.
Monthly Operating Reports are summarized in every Saturday edition
of the TCR.
The Sunday TCR delivers securitization rating news from the week
then-ending.
TCR subscribers have free access to our on-line news archive.
Point your Web browser to http://TCRresources.bankrupt.com/and use
the e-mail address to which your TCR is delivered to login.
*********
S U B S C R I P T I O N I N F O R M A T I O N
Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Philadelphia, Pa., USA.
Randy Antoni, Jhonas Dampog, Marites Claro, Joy Agravante,
Rousel Elaine Tumanda, Joel Anthony G. Lopez, Psyche A. Castillon,
Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and
Peter A. Chapman, Editors.
Copyright 2025. All rights reserved. ISSN: 1520-9474.
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*** End of Transmission ***