/raid1/www/Hosts/bankrupt/TCR_Public/250128.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Tuesday, January 28, 2025, Vol. 29, No. 27
Headlines
579 DECATUR: Unsecureds to be Paid in Full in Sale Plan
737 N. LA BREA: Case Summary & Two Unsecured Creditors
9/0 TRANSPORT: Gets Interim OK to Use Cash Collateral Until Feb. 16
AFRITEX VENTURES: Seeks to Extend Plan Exclusivity to February 28
AKOUSTIS TECHNOLOGIES: Gets OK for Gordon-Led Auction April 14
ALAMO PREMIUM: Gets OK to Use Frost Bank's Cash Collateral
ALLIED CORP: To Voluntarily Terminate OTCQB Quotation & SEC Reg.
ALLSTATE REALTY: Gets Court OK to Use Cash Collateral
ARENA GROUP: Board Revises Bylaws, Cuts Member Limit to Six
ARTICO COLD STORAGE: Gets OK to Use Cash Collateral Until Feb. 2
ARXIS: Fitch Assigns 'B+' First-Time IDR, Outlook Stable
ATLAS PACKAGING: Commences Subchapter V Bankruptcy Process
B.G.P. STORES: Seeks Bankruptcy Protection in Florida
BIOHARVEST SCIENCES: Appoints Sharon Malka to Board of Directors
BLACKBERRY LIMITED: Jay Chai Resigns as SVP, CAO Effective Jan. 31
BLINK FITNESS: U.S. Trustee Objects to Ch. 11 Plan Exculpations
BLUM HOLDINGS: Secures $900K in Financing Led by Douglas Rosenberg
BOVAN ENTERPRISES: Gets OK to Use Cash Collateral Until Feb. 5
BOXER PARENT: S&P Rates New Repriced First-Lien Term Loans 'B'
BTG TEXTILES: Seeks Chapter 11 Bankruptcy Protection in California
C & C LAS VEGAS: Seeks Chapter 11 Bankruptcy Protection in Nevada
CALI MADE: Commences Subchapter V Bankruptcy Proceeding
CAREPOINT HEALTH: Amends Plan to Include NJDOH & Strategic Claims
CATHETER PRECISION: Stockholders OK 5 Proposals at Special Meeting
CENTRAL GARDEN: Fitch Affirms 'BB' LongTerm IDR, Outlook Stable
CHANNELSIDE BREWING: Seeks Chapter 11 Bankruptcy Protection
CIBUS INC: Signs Securities Purchase Agreements With Investors
CIMG INC: Receives Two Notices of Noncompliance From Nasdaq
COLINEAR MACHINE: Case Summary & 20 Largest Unsecured Creditors
CONCENTRA GROUP: S&P Affirms 'BB-' ICR, Outlook Stable
CORAL-US CO-BORROWER: Fitch Gives 'BB-' Rating on $1.5BB Term Loan
COZY NEST: Seeks Bankruptcy Protection in New York
CROSSROADS CHARTER ACADEMY: S&P Lowers Bond LT Rating to 'B-'
DARIOHEALTH CORP: Closes $25.6M Private Offering of Preferred Share
DONALD PATZ WINE: Case Summary & 20 Largest Unsecured Creditors
DRTMG LLC: Unsecured Creditors Will Get 100% of Claims in Plan
ECO ROOF: Seeks to Extend Plan Exclusivity to April 21
EPR INVESTMENTS: Water49 Files Competing Plan
FAMILY OF CARE: Claims to be Paid From Property Sale Proceeds
FORM TECHNOLOGIES: S&P Raises ICR to 'B-', Outlook Stable
FRISCO CHIC: Unsecureds to Get $780 per Month for 60 Months
GABHALTAIS TEAGHLAIGH: Reaches Agreement with Unsecured Claimants
GRAND VALLEY: Court Extends Use of Cash Collateral Until Jan. 31
H-FOOD HOLDINGS: S&P Assigns 'BB' Rating on $150MM DIP Term Loan
IFR FOUNDATION: Gets OK to Use Cash Collateral Until Feb. 10
IM3NY LLC: Case Summary & 17 Unsecured Creditors
INDEPENDENCE CONTRACT: To Cease SEC Filings After Bankruptcy Exit
INNOVATIVE DESIGNS: Board Elects 2 Directors & Appoints 2 Officers
IQSTEL INC: Registers 15M Shares for Possible Resale
IYA FOODS: Gets Interim OK to Use Cash Collateral
KC TRANSPORT: Voluntary Chapter 11 Case Summary
KING'S MOVING: Court Extends Use of Cash Collateral Until March 13
KULR TECHNOLOGY: CEO Michael Mo Holds 8.99% Equity Stake
KULR TECHNOLOGY: Collaborates With Scripps on Carbon Electrode Tech
KULR TECHNOLOGY: Issues 270K Series A Preferred Shares to CEO
LABRUZZO COMMERCIAL: Claims to be Paid from Debtor's Income
LIGADO NETWORKS: US Trustee Calls for $200MM Breakup Fee Changes
LITTLE MINT: Lender Seeks to Prohibit Cash Collateral Access
LOOK CINEMAS: Gets Interim OK to Use Cash Collateral Until Feb. 28
LTC TRANSPORTATION: Gets Interim OK to Use Cash Collateral
MAWSON INFRASTRUCTURE: Appoints William Regan as CFO
MEMPHIS CARPET: Starts Subchapter V Bankruptcy Proceeding
MIRACARE NEURO: Hearing Today on Cash Collateral Access
MJM LANDSCAPE: Voluntary Chapter 11 Case Summary
MOBIVITY HOLDINGS: Dennis Becker Resigns as Director
MODEL TOBACCO: U.S. Trustee Unable to Appoint Committee
NATIONWIDE EXPRESS: Gets Interim OK to Use Cash Collateral
NEWS DIRECT: Court OKs Interim Use of Cash Collateral Until Feb. 5
OUTFRONT MEDIA: Files Articles of Amendment to Effect Stock Split
PACKERS HOLDINGS: S&P Upgrades ICR to 'CCC-' on Debt Restructuring
PADAGIS HOLDING: Fitch Lowers LongTerm IDR to B+, Outlook Stable
PASKEY INC: Court OKs Sale of 10 Pickup Vehicles
PAVMED INC: Exchanges $22.3M Convertible Notes for Series C Stock
PRAIRIE KNOLLS: Gets OK to Use Cash Collateral Until Jan. 31
PRECIPIO INC: Grants Stock Options to Four Executives
PREMIER DATACOM: Commences Subchapter V Bankruptcy Process
QUIKRETE HOLDINGS: S&P Affirms 'BB' ICR, Outlook Negative
RESHAPE LIFESCIENCES: Amends Note Worth $833K With Ascent Partners
RIC (LAVERNIA): Updates FNA Secured Claims Pay Details
ROLLING ACRES: Gets Interim OK to Use Cash Collateral Until Jan. 31
SCILEX HOLDING: Oramed Pharmaceuticals Holds 6.2% Equity Stake
SCILEX HOLDING: Regains Compliance Under Nasdaq Rule 5250(c)(1)
SERTA SIMMONS: 5th Circ. Ruling Gives Left Behind Lenders Leverage
SERVE TECH: Sec. 341(a) Meeting of Creditors on February 14
SILAS ENTERPRISE: Case Summary & Eight Unsecured Creditors
SIYATA MOBILE: Signs US$18M Stock Purchase Deal With Hudson Global
SKYLOCK INDUSTRIES: Seeks to Extend Plan Exclusivity to April 24
STAR WELLINGTON: Court OKs Continued Use of Cash Collateral
SUSHI ZUSHI: SZSO Unsecureds to Split $578K via Quarterly Payments
SVB FINANCIAL: FDIC Wins Discovery Motion in Fraud Coverage Dispute
TOP PARK SERVICES: Gets OK to Use Cash Collateral Until Jan. 31
TRINSEO PLC: Completes Exchange Offer for $379.5-Mil. in Notes
TRUE VALUE: $153M Sale to Do it Best to Fund Plan Payments
VERASTEM INC: Appoints Matthew Ros as Chief Operating Officer
VERTEX ENERGY: Offers Equity to Old Lenders, Gets New Financing
VIVIC CORP: CFO Andy Wong Holds 100,000 Common Shares
WOM SA: Updates Unsecured Claims Pay Details; Amends Plan
WRENA LLC: Unsecureds Will Get 1% to 97% of Claims in Plan
WYNN RESORTS: Fitch Affirms 'BB-' IDR, Outlook Stable
XTI AEROSPACE: Updates Shareholders on Recent Business, Financials
Y & W INVESTMENT: Sec. 341(a) Meeting of Creditors on March 3
ZACHRY HOLDINGS: Amends Plan to Include Convenience Claims Pay
[*] Tiger Finance's Loan Volume Hit Record High in Fiscal 2024
[] Geoff O’Dea Joins Goodwin Proctor's London Restructuring Dep't
[^] Large Companies with Insolvent Balance Sheet
*********
579 DECATUR: Unsecureds to be Paid in Full in Sale Plan
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579 Decatur LLC filed with the U.S. Bankruptcy Court for the
Eastern District of New York a Disclosure Statement in support of
Chapter 11 Plan dated January 20, 2025.
The Debtor is a Single Member Limited Liability Company established
in New York that owns shall refer to that certain parcel of real
property located at 579 Decatur Street Brooklyn, New York 1123, and
the building located thereon being valued at approximately
$1,500,000.00-2,000,000.00.
The Property is subject to a mortgage in favor of 579 Decatur
Lender LLC ("Lender") in the amount $1,741,947.13 (the "Mortgage").
The Debtor is in default under the Mortgage. The Lender is
over-secured.
The Plan Proponent's bankruptcy was necessitated to avoid the
imminent foreclosure of its building from a lawsuit/judgement
("Lawsuit/Judgement") brought by the Lender. The Debtor was in
default under the Mortgage.
The Plan proposed by Plan Proponent is a restructuring of the
Debtor's estates through sale the Property, the Debtor's Cash on
hand, and any Cash contributed with a credit bid. The sale of the
Property shall be implemented under section 363 of the Bankruptcy
Code pursuant to the Bidding and Auction Procedures. The Auction
will take place no later than February 21, 2025.
The Property will be marketed and bids will be solicited prior to
the auction at which the bidder that submits the highest and best
offer shall be determined by the Plan Proponent as the successful
bidder and the bidder with the second-best offer shall be
determined as the back-up bidder. The Plan contemplates that all
Allowed Claims asserted against the Debtor will be paid on the
later of the Effective Date or, when they are determined by this
court to be Allowed Claims.
Class II consists of Allowed Unsecured Claims. This Class consists
of all Allowed Unsecured Claims against the Debtor's estate.
Holders of Allowed Unsecured Claims will receive payment in full on
the Effective Date.
Class III consists of Allowed Interests of the Debtor. Holders of
Allowed Interests of the Debtor shall receive interests in the
Reorganized Debtor in the same amount that existed as of the
Petition Date.
The Plan will be funded the proceeds of the Sale of the Property.
The Plan is deemed by the Plan Proponent to be feasible as the
value of the Property exceeds the amounts necessary to fund all
projected Allowed Claims.
A full-text copy of the Disclosure Statement dated January 20, 2025
is available at https://urlcurt.com/u?l=JnURE7 from
PacerMonitor.com at no charge.
The Debtor's Counsel:
Gabriel Del Virginia, Esq.
LAW OFFICE OF GABRIEL DEL VIRGINIA
30 Wall Street 12th Floor
New York, NY 10005
Tel: 212-371-5478
E-mail: gabriel.delvirginia@verizon.net
About 579 Decatur LLC
579 Decatur LLC is a Single Member Limited Liability Company
established in New York that owns shall refer to that certain
parcel of real property located at 579 Decatur Street Brooklyn, New
York 1123.
The Debtor filed its voluntary petition for relief under Chapter 11
of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 24-40196) on Jan.
16, 2024, listing $1 million to $10 million in both asset and
liabilities. The petition was signed by Mr. Cory Hewett as
member/manager.
Judge Elizabeth S. Stong presides over the case.
Gabriel Del Virginia, at the Law Offices of Gabriel Del Virginia,
is the Debtor's counsel.
737 N. LA BREA: Case Summary & Two Unsecured Creditors
------------------------------------------------------
Debtor: 737 N. La Brea LLC
737 N La Brea Ave
Inglewood, CA 90301
Business Description: The Debtor operates in the real estate
sector.
Chapter 11 Petition Date: January 27, 2025
Court: United States Bankruptcy Court
Central District of California
Case No.: 25-10567
Judge: Hon. Barry Russell
Debtor's Counsel: James E. Till, Esq.
TILL LAW GROUP
120 Newport Center Dr.
Newport Beach, CA 92660
Tel: 949-524-4999
Email: james.till@till-lawgroup.com
Estimated Assets: $10 million to $50 million
Estimated Liabilities: $10 million to $50 million
The petition was signed by Houshang Neyssani as manager and sole
member.
A full-text copy of the petition is available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/HUJJX3I/737_N_La_Brea_LLC__cacbke-25-10567__0001.0.pdf?mcid=tGE4TAMA
List of Debtor's Two Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. Southern California Edison Trade Debt $64,255
1551 W San Bernardino Rd
Covina, CA 91722-3407
Tel: (800) 655-4555
2. Mesa Underwriters Specialty Insurance $18,740
Insurance
6263 N Scottsdale Rd Ste 300
Scottsdale, AZ 85250
(559) 256-6900
Nakayla Garretson
XPT Specialty
9/0 TRANSPORT: Gets Interim OK to Use Cash Collateral Until Feb. 16
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9/0 Transport & Sales, Inc. received interim approval from the U.S.
Bankruptcy Court for the Southern District of Texas, Corpus Christi
Division, to use cash collateral until Feb. 16.
The company depends on the use of cash collateral for payroll,
maintenance, supplies, and general operating expenses. Revenue is
generated through the company's trucking and construction
business.
The company's budget projects total operational expenses of
$494,089.34 for the period from Jan. 17 to Feb. 16.
C T Corporation System, as representative for various creditors,
the U.S. Small Business Administration, On Deck Capital, and
Everest Business Funding assert an interest in the cash
collateral.
As adequate protection, secured creditors will be granted a
post-petition lien on the cash collateral to the same extent and
with the same validity and priority as their pre-bankruptcy liens.
A final hearing is scheduled for Feb. 11.
About 9/0 Transport & Sales Inc.
9/0 Transport & Sales, Inc. operates a trucking and construction
business in Three Rivers, Texas.
9/0 Transport & Sales sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. S.D. Texas Case No. 25-20016) on
January 17, 2025, with up to $10 million in both assets and
liabilities. Matthew Muniz, company owner, signed the petition.
Judge Marvin Isgur oversees the case.
Robert C. Lane, Esq., at The Lane Law Firm, represents the Debtor
as bankruptcy counsel.
AFRITEX VENTURES: Seeks to Extend Plan Exclusivity to February 28
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Afritex Ventures, Inc., asked the U.S. Bankruptcy Court for the
Northern District of Texas to extend its exclusivity periods to
file a plan of reorganization and obtain acceptance thereof to
February 28 and April 30, 2025, respectively.
The Debtor, a Texas corporation established in 2017, is a
diversified company specializing in the seafood industry. Its
retail operations focus on the development and commercialization of
innovative, value-added seafood products under various food brands.
The portfolio spans from raw seafood to prepared dishes, including
private label offerings for retail partners.
At this time, the Debtor believes it is on the precipice of
reaching terms for the purchase of substantially all of its assets
and presenting those terms to the Court and creditors in a plan and
disclosure statement and seek confirmation thereof. However, it
needs additional time past January 20, 2025 to finalize these terms
and include them in a plan and disclosure statement to be filed
with this Court.
The Debtor claims that it is currently vigorously pursuing a sale
of its operations in order to maximize values. While the Debtor
will continue to proceed diligently towards a sale transaction,
additional time is needed to finalize the terms and present it
though a plan.
Further, the issues with BSFC need to mature forward to resolve the
accusations made over disputed ownership so that the purchaser, or
anyone who seeks to outbid them, can be sure of what they are
purchasing. Therefore, the Debtor respectfully requests an
extension of the exclusive period to file and confirm a plan of
reorganization through February 28 and April 30, 2025
respectively.
The Debtor submits that the requested extension is not sought for
delay or to prejudice any party and is of a minimal amount of time
necessary to file and confirm its plan.
Afritex Ventures is represented by:
Vickie L. Driver, Esq.
Christina W. Stephenson, Esq.
Elliott, Thomason & Gibson, LLP
511 N. Akard, Suite 202
Dallas, TX 75201
Telephone: (214) 390-2086
Facsimile: (214) 506-1129
Email: vickie@etglaw.com
Email: crissie@etglaw.com
About Afritex Ventures
Afritex Ventures is a diversified investment holding company
specializing in the seafood industry. Headquartered in Dallas, the
Company develops and markets premium seafood products under
multiple brands.
Afritex Ventures, Inc. filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No.
24-43390) on September 22, 2024, listing $1 million to $10 million
in assets and $1 million to $50 million in liabilities. The
petition was signed by David J. Diamond as director.
Judge Edward L Morris presides over the case.
Vickie L. Driver, Esq. at CROWE & DUNLEVY, P.C. represents the
Debtor as counsel.
AKOUSTIS TECHNOLOGIES: Gets OK for Gordon-Led Auction April 14
--------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware approved the
bidding procedures for the sale of substantially all assets of
Akoustis Technologies Inc. and its debtor-affiliates, and
authorized the Debtors to enter into an asset purchase agreement
with Gordon Brothers Commercial & Industrial Inc. ("stalking horse
bidder").
Any party interested in submitting a bid for any of the Debtors'
assets should contact the Debtors' investment banker: RJA (Attn:
Michael.Pokrasa@RaymondJames.com, and
Alec.Haesler@RaymondJames.com).
Any prospective bidder that intends to participate in the auction
must submit in writing to the bid notice parties a qualified bid on
or before April 11, 2025, at 4:00 p.m. (Prevailing Eastern Time).
The auction, if required, will be conducted on April 14, 2025, at
11:00 a.m. (Prevailing Eastern Time), at RJA's New York Offices,
320 Park Avenue, 12th Floor, New York, New York 10022, or such
other time and location as designated by the Debtors, after
consulting with the consultation parties.
Objections to the sale of the Debtors' assets, if any, must be
filed no later than 4:00 p.m. (Prevailing Eastern Time) on April
11, 2025.
To the extend the Debtors and Qorvo disagree as to the existence of
any enjoined information in any proposed cleansed assets, Qorvo
will have until March 21, 2025, at 4:00 p.m. (Prevailing Eastern
Time) to file an objection, which may be filed under seal. The
Court will hold a hearing on any Qorvo Trade Secret objections on
March 31, 2025, at 10:00 a.m. (Prevailing Eastern Time) before the
Hon. Laurie Selber Silverstein, United States Bankruptcy Judge, in
the United State Bankruptcy Court fort the District of Delaware,
located at 824 N. Market Street, Wilmington, Delaware 19801.
A sale hearing will take place on April 17, 2025, at 10:00 a.m.
(Prevailing Eastern Time) before the Hon. Laurie Selber
Silverstein, United States Bankruptcy Judge, in the United State
Bankruptcy Court fort the District of Delaware, located at 824 N.
Market Street, Wilmington, Delaware 19801.
The Debtors said they will file with the Court, serve on the sale
notice parties and cause to be published on the website maintained
by Stretto Inc., the Debtors' claims and noticing agent at
https://cases.stretto.com/Akoustis.
About Akoustis Technologies
Akoustis Technologies, Inc. -- http://www.akoustis.com/-- is a
high-tech BAW RF filter solutions company that is pioneering
next-generation materials science and MEMS wafer manufacturing to
address the market requirements for improved RF filters --
targeting higher bandwidth, higher operating frequencies and higher
output power compared to legacy polycrystalline BAW technology. The
Company utilizes its proprietary and patented XBAW(R) manufacturing
process to produce bulk acoustic wave RF filters for mobile and
other wireless markets, which facilitate signal acquisition and
accelerate band performance between the antenna and digital back
end. Superior performance is driven by the significant advances of
poly-crystal, single-crystal, and other high purity piezoelectric
materials and the resonator-filter process technology which enables
optimal trade-offs between critical power, frequency and bandwidth
performance specifications.
Akoustis owns and operates a 125,000 sq. ft. ISO-9001:2015
registered commercial wafer-manufacturing facility located in
Canandaigua, NY, which includes a class 100 / class 1000 cleanroom
facility -- tooled for 150-mm diameter wafers -- for the design,
development, fabrication and packaging of RF filters, MEMS and
other semiconductor devices. Akoustis is headquartered in the
Piedmont technology corridor near Charlotte, North Carolina.
Akoustis and three affiliates sought Chapter 11 protection (Bankr.
D. Del. Lead Case No. 24-12796) on Dec. 16, 2024. Akoustis
disclosed $53,371,000 in total assets against $122,586,000 in total
debt as of Sept. 30, 2024.
The Hon. Laurie Selber Silverstein is the case judge.
The Debtors tapped K&L Gates, LLP as bankruptcy counsel; Landis
Rath & Cobb, LLP as local counsel. Raymond James & Associates, Inc.
as investment banker; Getzler Henrich & Associates, LLC as
financial advisor; and C Street Advisory Group as strategic
communications advisor. Stretto is the claims agent and has
launched the page https://cases.stretto.com/Akoustis.
The U.S. Trustee for Region 3 appointed an official committee to
represent unsecured creditors in the Debtors' Chapter 11 cases.
ALAMO PREMIUM: Gets OK to Use Frost Bank's Cash Collateral
----------------------------------------------------------
Alamo Premium Distillery, Inc. got the green light from the U.S.
Bankruptcy Court for the Western District of Texas, San Antonio
Division, to use its secured creditor's cash collateral.
The company requires the use of cash collateral to pay its
post-petition operating expenses.
Frost Bank, the secured creditor, was granted replacement liens on
all post-petition inventory and accounts of the company as
protection for the use of its cash collateral.
The secured creditor will also receive a monthly payment of $6,000
as additional protection.
In August 2024, Frost Bank made two loans to Alamo totaling
$800,000. As of Jan. 15, the secured creditor is owed $791,233.86.
Frost Bank is represented by:
Robert L. Barrows, Esq.
Langley & Banack, Inc.
745 E. Mulberry, Suite 700
San Antonio, TX 78212
Telephone: (210) 736-6600
Facsimile: (210) 735-6889
Email: rbanows@langlcyhanack.coin
About Alamo Premium Distillery
Alamo Premium Distillery, Inc. sought protection under Chapter 11
of the U.S. Bankruptcy Code (Bankr. W.D. Texas Case No. 24-52285)
on November 12, 2024, with up to $50,000 in assets and up to $10
million in liabilities. Noel Burns, president of Alamo Premium
Distillery, signed the petition.
Judge Craig A. Gargotta presides over the case.
Morris E. White, III, Esq., at Villa & White, LLP represents the
Debtor as legal counsel.
ALLIED CORP: To Voluntarily Terminate OTCQB Quotation & SEC Reg.
----------------------------------------------------------------
Allied Corp announced that on Jan. 21, 2025, the Company notified
the OTCQB of its intention to voluntarily terminate the quotation
of its common shares on the Exchange.
The Company intends to file a Form 25 with the Securities and
Exchange Commission and the OTC Markets Group, Inc. on or about
Jan. 31, 2025, to effect the termination of quotation, and
thereafter intends to file a Form 15 with the SEC to effect the
deregistration of its common shares under Section 12(b) of the
Exchange Act. The Company expects the last day of quotation of its
common shares on the OTCQB will be on or about Feb. 11, 2025.
Following the effectiveness of the Form 15, the Company's
obligation to file certain Exchange Act reports and forms with the
SEC, including Forms 10-K, 10-Q, and 8-K, will immediately cease.
Other SEC filing requirements, including without limitation
requirements for 13D filings, Form 4s and other transactions, will
also terminate. Although the Company will have no continuing
requirement to file periodic reports with the SEC after Feb. 11,
2025, the Company expects that the formal deregistration of its
Securities will become effective 90 days after the filing of the
Form 15 with the SEC. The documents filed with the SEC will be
available at www.sec.gov.
The Company said that the Board's decision reflects a strategic
realignment of resources to maximize shareholder value and ensure
sustainable growth, adding that the financial costs associated with
maintaining a public company will be redirected toward accretive
initiatives, including driving operational efficiency and advancing
revenue-generating opportunities.
Allied Corp. remains committed to its core business objectives and
ongoing operations. The Company will continue to pursue revenue
generation, operational excellence, and strategic growth
initiatives to drive long-term value for shareholders.
Key Highlights of the Decision:
* The Board has sought external and internal expert opinions on
what is the best situation to drive accretive value for
shareholders.
* Allied Corp. will delist from its current public exchange
following regulatory and procedural compliance.
* The financial costs associated with public listing will be
reallocated to initiatives that deliver accretive value to
shareholders.
* Allied will still maintain internal corporate governance and
fiscal stewardship standards consistent with those of a public
company.
* The Company intends to seek to re-list on a public exchange in
the future as part of its strategic roadmap.
The Company will ensure that all regulatory and procedural
requirements for de-registration are met.
About Allied Corp.
Headquartered in Kelowna, BC, Canada, Allied Corp. is an
international cannabis company with its main production center in
Colombia, is one of the few companies that has exported from
Colombia internationally, and among the first company to export
commercial cannabis flower from Colombia. By leveraging the
Colombian advantages and its Canadian cannabis cultivation
expertise, Allied offers consistent supply of premium cannabis
product at scale and attractive prices, while meeting high quality
standards, thus significantly de-risking its partners supply
chain.
The Woodlands, TX-based M&K CPAS, PLLC, the Company's auditor since
2022, issued a "going concern" qualification in its report dated
Dec. 16, 2024. The report highlights that the Company has suffered
net losses from operations, has a net capital deficiency, and has
minimal revenue, which factors raise substantial doubt about its
ability to continue as a going concern.
For the year ended Aug. 31, 2024, the Company incurred a net loss
of $3.98 million, compared to a net loss of $10.68 million for the
year ended Aug. 31, 2023. As of Nov. 30, 2024, Allied Corp had
$1.95 million in total assets, $9.59 million in total liabilities,
and a total stockholders' deficit of $7.64 million.
ALLSTATE REALTY: Gets Court OK to Use Cash Collateral
-----------------------------------------------------
Allstate Realty Group, Inc. got the green light from the U.S.
Bankruptcy Court for the Central District of California, San
Fernando Valley Division, to use the cash collateral of its
lenders, Select Portfolio Servicing, Inc. and Smuel Cohen.
The lenders' cash collateral consists of rental income generated
from Allstate's Los Angeles property.
The order signed by Judge Martin Barash authorized the company to
use the rents to pay post-petition expenses set forth in its budget
that are due and payable on or before Jan. 31.
Allstate is allowed to deviate from the total expenses contained in
the budget by no more than 10% and to deviate by category without
the need for further court order or the express written consent of
secured creditors unless it is an emergency.
About Allstate Realty Group
Allstate Realty Group, Inc. filed Chapter 11 petition (Bankr. C.D.
Calif. Case No. 24-11555) on June 7, 2023, with $1 million to $10
million in both assets and liabilities. Joseph Kashki, chief
executive officer of Allstate, signed the petition.
Judge Martin R. Barash oversees the case.
The Debtor is represented by:
Onyinye N. Anyama, Esq.
Anyama Law Firm, A Professional Corp
Tel: 562-645-4500
Email: onyi@anyamalaw.com
ARENA GROUP: Board Revises Bylaws, Cuts Member Limit to Six
-----------------------------------------------------------
The Arena Group Holdings, Inc. disclosed in a Form 8-K Report filed
with the U.S. Securities and Exchange Commission that the Board
adopted an amendment and restatement of the Company's Second
Amended and Restated Bylaws to, among other things:
* make certain updates to director nominations by stockholders
in light of the "universal proxy" rules adopted by the U.S.
Securities and Exchange Commission, including to require a
representation as to whether such stockholder intends to solicit
proxies in support of director nominees other than the Company's
nominees in accordance with Rule 14a-19 of the Securities and
Exchange Act of 1934 and for such stockholder to provide the
Company with a certification demonstrating compliance with such
requirement;
* add a provision that any stockholder soliciting proxies from
other stockholders must use a proxy card other than white, which is
reserved for exclusive use by the Board, and eliminates the
requirement that the Company make a stockholder list available for
inspection at a meeting of stockholders; and
* reduce the maximum size of the Board to six members.
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.
ARTICO COLD STORAGE: Gets OK to Use Cash Collateral Until Feb. 2
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Illinois
extended Artico Cold Storage Chicago, LLC's authority to use cash
collateral from Jan. 18 to Feb. 2.
The company's use of cash collateral must be in accordance with its
budget, which shows projected total operating expenses of
$1,155,173 for the period from Dec. 22, 2024 to Feb. 2.
The order granted adequate protection to Wintrust Bank, N.A., the
lender, in the form of a replacement lien on the company's
post-petition property.
Wintrust Bank can be reached through its counsel:
Christopher Cahill, Esq.
Dykema Gossett PLLC
10 S. Wacker Dr., Ste. 2300
Chicago, IL 60606
Phone: 312-876-1700
Email: ccahill@dykema.com
About Artico Cold Storage Chicago
Artico Cold Storage Chicago, LLC is a premier full-service public
refrigerated warehouse. It offers local and regional transportation
solutions. Strategically located in an approximately
220,000-square-foot building in Chicago's Stock Yards Industrial
Park, Artico offers a variety of services and employs the latest
technology to meet customer demands and increase accountability in
the cold chain.
The company has been in operation since April 2022, after acquiring
a 60-year-old operation. In May 2023, Artico transitioned to a new
warehouse management system, which did not operate as expected. The
transition disrupted operations, resulting in shipping delays and
errors and eventually the loss of several customers. Artico
estimates revenues declined by about 60% during this period. The
company has been diligently working to recover and restore business
operations but recovery has been slower than hoped.
Artico filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. N.D. Ill. Case No. 24-04371) on March 26,
2024, with $1 million to $10 million in both assets and
liabilities.
Judge Deborah L. Thorne presides over the case.
The Debtor is represented by:
William J Factor, Esq.
William J. Factor
Tel: 312-878-6976
Email: wfactor@wfactorlaw.com
ARXIS: Fitch Assigns 'B+' First-Time IDR, Outlook Stable
--------------------------------------------------------
Fitch Ratings has assigned first-time 'B+' Issuer Default Ratings
(IDRs) to the following co-borrowers, which are combining to form a
new entity collectively known as Arxis: Kaman Corporation, Quantic
Electronics, LLC, Quantic Corporate Holdings, Inc., Sanders
Industries Holdings, Inc., and Qnnect, LLC. Fitch has also assigned
long term ratings of 'BB-' with a Recovery Rating of 'RR3' to the
company's proposed senior secured term loan, delayed draw term
loan, and RCF. The Rating Outlook is Stable.
The ratings are contingent on the completion of the planned Arxis
combination.
The IDRs reflect Arxis' diversified portfolio of proprietary,
spec'd-in, low-cost component products (40,000 SKUs) across a range
of customers (3,000+) and platforms (600+), with highly engineered
products and significant aftermarket exposure supporting an
operating profile more consistent with the 'BB' category.
Arxis' 'B+' rating considers its projected financial profile and
potential debt-funded M&A. Fitch forecasts EBITDA leverage could
fluctuate between 5.5x-6.0x, with EBITDA interest coverage
remaining in the mid-2.0x range.
Key Rating Drivers
Scaled Portfolio, Decentralized Operating Model: The company's
operational strength is reinforced by a scaled portfolio of highly
engineered, ~90% sole-sourced proprietary products, which are
well-diversified by platform and customer, supporting revenue
stability. The business combination scaling enhances cross-selling
and wallet share gain opportunities. Management has indicated they
are likely to pursue additional M&A to expand the product
portfolio. Fitch believes execution risks related to M&A are
mitigated by management's favorable track record and decentralized
operating model.
Entrenched Products, Aftermarket Provide Revenue Visibility: The
highly customized and spec'd in nature of the company's components
entrenches its positions on the programs it serves. Arxis'
proprietary, mission-critical components are ingrained across
multi-decade platforms, providing a strong, defensible market
position. These components, while essential, are low cost relative
to the overall platform, delivering an outsized value-to-cost ratio
that enhances defensibility and creates high switching costs for
customers, evidenced by near zero loss rates.
This strategic positioning, coupled with a revenue approach that
focuses on continuously adding new platform wins and building on
existing recurring revenue streams provides stable, long-term
revenue visibility through maintenance and modernization needs over
a platform's lifecycle.
Engineered, Customer-Centric Products Underpin Position: Arxis
operates in highly regulated end markets, particularly aerospace
and defense and medical, which support higher barriers to entry.
The company has a competitive edge due to advanced engineering,
precision, and tolerance of its products, which is further
strengthened by the incorporation of materials science and
intellectual property (IP).
30% EBITDA Margins, Positive FCF: Fitch expects Arxis to operate
with EBITDA margins in the low-30% range. The nature of the
company's products, in conjunction with its limited customer LTAs
and PO-to-PO operating model, support margins and limit working
capital needs. Fitch expects the company will generate annual FCF
of $100 million-$200 million annually and margins in the
mid-to-high single digits. Arxis' EBITDA and FCF margins are
considered strong for the industry and its 'B+' rating.
Leverage Forecasted Below 6.0x, Coverage Mid-2.0x: Fitch forecasts
EBITDA leverage to decline below 6.0x with EBITDA interest coverage
remaining in the mid-2.0x range, consistent with 'B+' rating
tolerances. Fitch expects this to be driven by organic growth and
margin expansion. The company is likely to focus on bolt-on
acquisitions over debt reduction, keeping EBITDA leverage between
5.5x-6.0x. The permitted acquisitions covenant (first lien net
leverage below 5.75x) and forecasted (CFO-capex)/debt (mid-single
digits) should moderate M&A-linked leverage and support
deleveraging.
Industry Tailwinds Aid Growth: Given Arxis' high degree of exposure
to aerospace and defense, the company is well-positioned to benefit
from continued travel demand and increasing production rates at
OEMs. In addition, increasing air traffic will also support
aftermarket demand. Bipartisan government support for defense
spending and heightened geopolitical tensions also support demand
for Arxis' defense-linked products. Favorable demand dynamics
support Fitch's expectation of mid-single digit revenue growth over
the forecasted horizon.
Derivation Summary
Arxis' closest peers mainly design and manufacture
aerospace-related components and include HEICO Corporation
(BBB/Stable), Signia Aerospace, LLC (B+/Stable), and TransDigm (not
rated).
Arxis is larger than Signia, but considerably smaller than
TransDigm and HEICO. HEICO's Parts Manufacturing Approval and
cost-plus exposure result in lower EBITDA margins (mid-20%)
relative to Signia (mid-to-high 30%), Arxis (low-30%), and
TransDigm (around 50%). Fitch expects Arxis to operate with EBITDA
leverage comparable to that of TransDigm in the 5.5x-6.5x range,
which is slightly above Signia (mid-5.0x) and well above HEICO
(1.5x-2.0x).
Fitch views the operating profiles of Arxis and Signia as
consistent with the 'BB' category, while HEICO and TransDigm's
operating profile is commensurate with a strong investment grade
rating level.
Key Assumptions
- Organic revenue grows by mid-single digits annually over the
forecasted period, supported by commercial aircraft production
growth over the next few years, steady defense budget growth, and
stability in industrial and medical end markets;
- EBITDA margins in the low-30% range over the forecasted horizon;
- The company will pursue bolt-on M&A on an opportunistic basis.
Fitch assumes any M&A would carry margins in line with the overall
business and could be financed with a mix of cash on hand and/or
debt;
- Kaman's Precision Products will be outside of the credit group;
- No material dividends to the sponsor over the next few years.
Recovery Analysis
The recovery assumes that Arxis would be considered a going concern
(GC) in bankruptcy and that the company would be reorganized rather
than liquidated. A 10% administrative claim is assumed in the
recovery analysis.
Fitch assumes Arxis will receive an enterprise value multiple of
7.0x EBITDA under this scenario, which is at the higher end of the
range of multiples assigned to companies in the aerospace and
defense sector.
Fitch considered the company's proprietary, mission-critical
product offerings, revenue visibility, high barriers to entry, and
stable margin profile. Fitch also considered the company's platform
and customer diversification, and exposure to industry tailwinds
across aerospace and defense and medical end markets.
Each of these factors would likely support the company's ability to
recover from severe distress in the case of a hypothetical
bankruptcy. Most defaulters in the Aerospace & Defense sector, as
observed by Fitch in recent bankruptcy case studies, had less
diversified product lines or customer bases and were operating with
highly leveraged capital structures.
Fitch assumes $320 million as the going concern EBITDA, which is
supported by the sole-sourced and long-term nature of platform
exposure. This assumption represents a reasonable going-concern
expectation upon emergence from a hypothetical bankruptcy
scenario.
Fitch's recovery analysis assumes the catalyst for a restructuring
would likely result from a materially negative hit to the company's
reputation or operational issues that cause significant cash
outflows.
The 'BB-' rating and Recovery Rating of 'RR3' on the revolver and
term loan are based on Fitch's recovery analysis under a
going-concern scenario.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- EBITDA leverage sustained above 6.0x;
- (CFO-capex)/debt sustained below 2.5%;
- A deviation in M&A strategy or operational missteps that
heightens execution and cash flow risk;
- EBITDA interest coverage sustained below 2.25x.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Disciplined financial and capital allocation policy that supports
EBITDA leverage sustained below 5.5x;
- (CFO-capex)/debt sustained above 5%;
- EBITDA interest coverage sustained above 2.75x.
Liquidity and Debt Structure
Fitch expects Arxis' liquidity to be sufficient over the rating
horizon. Liquidity and financial flexibility are further bolstered
by the company's FCF generation and availability under the proposed
$400 million revolver.
Following the refinancing transaction, Arxis will have no near-term
debt maturities. The company's proposed capital structure will be
comprised of a senior secured revolving credit facility due in 2030
as well as a term loan and delayed-draw term loan due in 2032.
Issuer Profile
Arxis is a manufacturer of highly specialized parts and components
serving aerospace and defense, industrial and medical end markets.
MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS
Fitch's latest quarterly Global Corporates Macro and Sector
Forecasts data file which aggregates key data points used in its
credit analysis. Fitch's macroeconomic forecasts, commodity price
assumptions, default rate forecasts, sector key performance
indicators and sector-level forecasts are among the data items
included.
ESG Considerations
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Recovery
----------- ------ --------
Quantic Electronics,
LLC LT IDR B+ New Rating
senior secured LT BB- New Rating RR3
Quantic Corporate
Holdings, Inc. LT IDR B+ New Rating
senior secured LT BB- New Rating RR3
Qnnect, LLC LT IDR B+ New Rating
senior secured LT BB- New Rating RR3
Sanders Industries
Holdings, Inc. LT IDR B+ New Rating
senior secured LT BB- New Rating RR3
Kaman Corporation LT IDR B+ New Rating
senior secured LT BB- New Rating RR3
ATLAS PACKAGING: Commences Subchapter V Bankruptcy Process
----------------------------------------------------------
On January 25, 2025, Atlas Packaging Corporation filed Chapter 11
protection in the U.S. Bankruptcy Court for the Northern District
of Georgia.
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 Atlas Packaging Corporation
Atlas Packaging Corporation operates as a contract packaging
company based in Atlanta, Georgia, specializing in filling liquids,
pastes, and other difficult-to-handle products in squeeze tubes and
rigid containers. The company primarily serves the automotive
aftermarket sector, handling products including adhesives, cream
hardeners, maintenance compounds, and specialty materials.
Atlas Packaging Corporation sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 25-50806) on
January 25, 2025. In its petition, the Debtor reports estimated
assets and liabilities between $500,000 and $1 million each.
The Debtor is represented by Benjamin Keck, Esq., at Keck Legal,
LLC, in Atlanta, Georgia.
B.G.P. STORES: Seeks Bankruptcy Protection in Florida
-----------------------------------------------------
On January 23, 2025, B.G.P. Stores 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 $10 million
and $50 million in debt owed to 1 and 49 creditors. The petition
states funds will be available to unsecured creditors.
About B.G.P. Stores LLC
B.G.P. Stores LLC is a limited liability company.
B.G.P. Stores LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Fla. Case No.: 25-00414) 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 oversees the case.
The Debtor is represented by Scott A. Stichter, Esq., at Stichter,
Riedel, Blain & Postler, P.A., in Tampa, Florida.
BIOHARVEST SCIENCES: Appoints Sharon Malka to Board of Directors
----------------------------------------------------------------
BioHarvest Sciences Inc., announced on January 22, 2025, that Mr.
Sharon Malka has agreed to serve as an independent director of the
Company. The appointment is effective immediately.
"We are very pleased to announce the addition of Mr. Malka to the
BioHarvest Board of Directors," said Dr. Zaki Rakib, chairman of
the Board and president of BioHarvest Sciences' CDMO Services
Division. "His operational experience in advancing innovative
technologies, and in structuring strategic transactions and major
financing rounds, will be invaluable to BioHarvest in our current
and future growth stages."
Sharon Malka stated: "I am delighted to join BioHarvest as an
independent director and am impressed with the Company's commitment
to develop the next generation of science-based and clinically
proven therapeutic solutions. With its leading-edge Botanical
Synthesis technology, BioHarvest is poised for significant growth,
and I am keen to contribute my experience and knowledge to support
BioHarvest in its future success."
"Sharon is a veteran capital markets and technology executive,
whose perspective and experience will be very valuable as we scale
our Botanical Synthesis technology and expand our operations,"
commented CEO Ilan Sobel. "We are very pleased to have Sharon join
our Board during this transformative phase of the company's
growth."
Mr. Sharon Malka Detailed Biography
Sharon Malka brings a wealth of experience to BioHarvest, having
held senior leadership positions with a number of international
healthcare and technology companies. He is currently chief
executive officer of Dotz Nano Ltd., an Australian-based technology
company focused on developing, manufacturing and commercializing
advanced materials for diagnostics solutions. Mr. Sharon is
currently on the Board of Directors of MediWound Limited, a
Nasdaq-listed biopharmaceutical company, where he also previously
served as both chief financial officer and chief executive officer.
Prior to Mediwound, Sharon held the role of Partner at Variance
Economic Consulting Ltd., a financial services consulting boutique
focused on international technology company.
Mr. Malka is a certified CPA and graduate of the Executive
Education Program of Harvard Business School. He holds a B.Sc. in
Business Administration and an M.B.A.
About BioHarvest Sciences Inc.
BioHarvest Sciences Inc. (NASDAQ: BHST) (CSE: BHSC) (FSE: 8MV0) --
www.bioharvest.com -- is a biotechnology company that has developed
the Botanical Synthesis Platform Technology, which enables the
Company to grow, at an industrial scale, the active and beneficial
ingredients in certain fruits and plants without the need to grow
the plant itself. BioHarvest is leveraging its botanical synthesis
technology to develop the next generation of science-based and
clinically proven therapeutic solutions within two major business
verticals; as a contract development and production organization
(CDMO) on behalf of customers seeking complex molecules, and as a
creator of proprietary nutraceutical health and wellness products,
which includes dietary supplements.
The Company has incurred losses from operations since its
inception. As at Sept. 30, 2024, the Company has an accumulated
deficit of $93,462. The Company generated negative cash flows from
operating activities of $4,295 and a loss in the amount of $9,957
for the nine months ended Sept. 30, 2024.
Bioharvest stated in its Quarterly Report for the period ended
Sept. 30, 2024, that "As at the date of the issuance of these
financial statements, the Company has not yet commenced generating
sufficient sales to fund its operations, and therefore depends on
fundraising from new and existing investors to finance its
activities. These factors raise substantial doubt about the
Company's ability to continue as a going concern. The company's
management believes that the company will fund near term
anticipated activities based on proceeds from capital fund raising
and future revenues."
BLACKBERRY LIMITED: Jay Chai Resigns as SVP, CAO Effective Jan. 31
------------------------------------------------------------------
BlackBerry Limited disclosed in a Form 8-K Report filed with the
U.S. Securities and Exchange Commission that Jay Chai resigned as
Senior Vice President and Chief Accounting Officer, effective as of
January 31, 2025.
Mr. Chai is leaving the Company to pursue other opportunities and
his resignation is not the result of any disagreement with the
Company on matters related to its strategy, operations, policies or
practices.
About BlackBerry
Headquartered in Waterloo, Canada, BlackBerry Limited provides
intelligent security software solutions.
At May 31, 2024, BlackBerry had $1.3 billion in total assets, $581
million in total liabilities, and $742 million in total equity.
* * *
Egan-Jones Ratings Company on December 18, 2024, maintained its
'CCC' foreign currency and local currency senior unsecured ratings
on debt issued by BlackBerry Limited.
BLINK FITNESS: U.S. Trustee Objects to Ch. 11 Plan Exculpations
---------------------------------------------------------------
Emily Lever of Law360 Bankruptcy Authority reports that the U.S.
Trustee's Office has asked a Delaware bankruptcy judge to block
Blink Fitness' Chapter 11 plan, arguing it improperly seeks to
absolve professionals of future liabilities and extend an
injunction for third-party releases.
About Blink Holdings
Blink Holdings, Inc., d/b/a Blink Fitness, provides fitness
services in the high value, low price fitness category. The
business was launched in 2011 with only three locations in New York
and New Jersey. By 2019, Blink Fitness had expanded to 92
corporate-owned locations and 10 franchised locations in New York,
New Jersey, Massachusetts, Texas, Illinois, and California, and had
just launched a proprietary mobile application to enhance member
experience.
Blink Holdings and more than 100 of its affiliates sought relief
under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead
Case No. 24-11686) on Aug. 12, 2024. In the petition filed by
President Guy Harkless, Blink Holdings disclosed $100 million to
$500 million in assets against $100 million to $500 million in
debt.
The Hon. J. Kate Stickles presides over the cases.
Young Conaway Stargatt & Taylor, LLP serves as the Debtors'
counsel. Moelis & Company is the Debtors' investment banker and
EPIQ Corporate Restructuring LLC is the Debtors' notice and claims
agent.
BLUM HOLDINGS: Secures $900K in Financing Led by Douglas Rosenberg
------------------------------------------------------------------
Blum Holdings, Inc., announced the receipt of $900,000 in financing
led by Mr. Douglas Rosenberg. This capital will support
operational and acquisition-related activities in 2025. Mr.
Rosenberg is the co-founder and CEO of Mesh Ventures and co-founder
of 1212 Ventures, both of which hold significant investments in
Cookies Creative Productions & Consulting, Inc.
Blum has also recently signed three term sheets each aimed at
bolstering the Company's retail and brand portfolio. These
transactions are designed to enhance Blum's operational footprint,
which Blum believes will lay the foundation for future
opportunities. Key highlights from the Term Sheets include:
* Mt. Tam Ventures II Transaction: Blum, via a wholly owned
subsidiary intends to acquire all of the membership interests in
Mt. Tam Ventures II, LLC, a holding company with equity in Cookies,
a globally recognized cannabis brand. Key economic terms include
$250,000 payable in cash and the issuance of 1,931,152 shares of
Blüm common stock valued at a $1.90 per share, for a total
transaction value of $3.9 million. The transaction, if
consummated, would strengthen Blum's portfolio and position Blum
alongside one of the most influential brands in the industry.
* Mesh Ventures Transaction: Blum, via a wholly owned subsidiary
intends to merge with and acquire Mesh Ventures, LLC, a venture
fund that also holds equity in Cookies. The transaction, if
consummated, would enhance alignment with key stakeholders and
strengthen collaborations across Blum's brand and retail
ecosystems, customer touchpoints, and marketing reach. Key
economic terms include $359,610 payable in cash and the issuance of
4,531,965 shares of Blum common stock valued at $1.90 per share,
for a total transaction value of $9.0 million.
* Northern California Retail Transaction: Blum, via a wholly
owned subsidiary will acquire a licensed retail cannabis store in
Northern California, a critical market for the industry.
Acquisition consideration includes $1.3 million in cash and
$500,000 in Blum common stock, with milestone-based bonus awards.
The transaction, if consummated, would bolster the Company's
operational footprint and expand its direct-to-consumer reach.
While details of these Term Sheets remain subject to definitive
agreements and regulatory approval, these transactions reflect
Blum's intention to capitalize on opportunities that can amplify
growth and expand strategic influence. No assurances can be made
that the Company will successfully negotiate and enter into
definitive agreements for the transactions contemplated by the Term
Sheets or that the Company will be successful in completing the
transactions contemplated by the Term Sheets.
Blum, through a subsidiary, operates a Cookies-branded store and
has partnered with Cookies in events such as Hall of Flowers and
the Emerald Cup. Sabas Carrillo, the CEO of Blum, served as chief
financial officer of Cookies from 2018 to 2020.
"Our ability to secure this financing reflects the confidence of
our stakeholders in our disciplined approach," said Sabas Carrillo,
chief executive officer of Blum Holdings, Inc. "This capital is a
key component in enabling us to pursue opportunities that align
with our gameplan. Every move we make is part of a long-term
vision. These transactions align Blum with some of the most iconic
brands in and out of the cannabis sector, strengthen our market
position, and enhance opportunities for future growth," continued
Carrillo.
About Blum Holdings
Headquartered in Santa Ana, California, Blum Holdings --
www.blumholdings.com -- is a cannabis company with retail,
manufacturing, distribution, and cultivation operations throughout
California, with an emphasis on providing the highest quality of
medical and adult use cannabis products. The Company is home to
Korova, a brand of high potency products across multiple product
categories. The Company operates Blum OC, a premier cannabis
dispensary in Orange County, California, regularly servicing
upwards of 800 customers each day. The Company also owns
dispensaries in California which operate as The Spot in Santa Ana,
Blum in Oakland, and Blum in San Leandro.
Costa Mesa, California-based Marcum LLP, the Company's auditor
since 2018, issued a "going concern" qualification in its report
dated April 15, 2024. The report highlights that the Company has a
significant working capital deficiency, has incurred significant
losses and needs to raise additional funds to meet its obligations
and sustain its operations. These conditions raise substantial
doubt about the Company's ability to continue as a going concern.
The Company has incurred significant losses in prior periods. For
the year ended Dec. 31, 2023, the Company incurred a net loss of
$14.13 million and, as of that date, the Company had an accumulated
deficit of $454.18 million. For the year ended Dec. 31, 2022, the
Company incurred a net loss of $188.93 million and, as of that
date, the Company had an accumulated deficit of $440.05 million.
BOVAN ENTERPRISES: Gets OK to Use Cash Collateral Until Feb. 5
--------------------------------------------------------------
Bovan Enterprises, LLC got the green light from the U.S. Bankruptcy
Court for the District of Michigan to use cash collateral.
The interim order signed by Judge Joel Applebaum authorized the
company to use up to $40,000 in cash collateral to pay its
operating expenses between Jan. 17 and Feb. 5.
The U.S. Small Business Administration and ELGA Credit Union assert
an interest in the cash collateral. Bovan's records show that the
SBA and ELGA are owed $1.2 million and $414,117, respectively.
Bovan anticipates operating at a positive cash flow and in a way
that would not negatively impact its secured creditors. It
calculates that it would need to spend $60,000 per month to operate
and would have positive net income based on estimated revenues of
$70,000 per month.
A final hearing is scheduled for Feb. 5. Objections must be filed
by Feb. 3.
About Bovan Enterprises
Bovan Enterprises, LLC sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. E.D. Mich. Case No. 25-30084-jda) on
January 17, 2025, with up to $500,000 in assets and up to $10
million in liabilities. Waneita Bovan, member, signed the
petition.
Judge Joel D. Applebaum oversees the case.
Peter T. Mooney, Esq., at Simen, Figura & Parker, PLC, represents
the Debtor as legal counsel.
BOXER PARENT: S&P Rates New Repriced First-Lien Term Loans 'B'
--------------------------------------------------------------
S&P Global Ratings assigned its 'B' issue-level rating and '3'
recovery rating to Boxer Parent Co. Inc.'s proposed repriced
first-lien term loans due 2031, which will comprise a $4.31 billion
term loan B and a euro-denominated $1,642 million equivalent term
loan B. The '3' recovery rating indicates S&P's expectation for
meaningful (50%-70%; rounded estimate: 55%) recovery.
Boxer Parent Co. Inc. is a subsidiary of Banff Parent Inc., which
is the legal parent company for the entities that constitute the
rated business of BMC Software. S&P's existing ratings on Banff
Parent and its second-lien term loan are unchanged.
BMC provides a diversified portfolio of IT operations management
software solutions to global customers. The company's core product
offerings, which account for over 90% of its revenue, broadly fall
into three categories: intelligent optimization and transformation,
digital business automation, and digital service and operations
management.
S&P said, "The stable outlook on BMC reflects our view that its
recent success in expanding its recurring subscription revenue will
enable it to reduce its leverage below 8x by the end of fiscal year
2025 and sustain this improvement. However, we see limited room for
further ratings improvement absent a substantial accelerated
paydown of its debt or a transition away from its financial-sponsor
ownership. We continue to expect the demand for BMC's software
offerings will likely rise more slowly than for the broader
software industry over the medium term and may be negatively
affected by lengthening sales cycles over the next year."
BTG TEXTILES: Seeks Chapter 11 Bankruptcy Protection in California
------------------------------------------------------------------
On January 24, 2025, BTG Textiles Inc. filed Chapter 11 protection
in the U.S. Bankruptcy Court for the Central District of
California.
According to court filing, the Debtor reports between $10 million
and $50 million in debt owed to 1 and 49 creditors. The petition
states funds will be available to unsecured creditors.
About BTG Textiles Inc.
BTG Textiles Inc. is a Montebello, California-based textile
manufacturer and distributor. Founded in 1988, the company
manufactures and distributes textile products to healthcare
facilities, institutional laundries, janitorial services, and
hospitality businesses. BTG operates manufacturing facilities in
Bangladesh, Portugal, and Pakistan, maintaining its principal place
of business at 710 Union Street in Montebello.
BTG Textiles Inc. sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. C.D. Cal. Case No. 25-10548) on January
254 2025. In its petition, the Debtor reports estimated assets and
liabilities between $10 million and $50 million each.
Honorable Bankruptcy Judge Vincent P. Zurzolo handles the case.
The Debtor is represented by Michael Jay Berger, Esq., at Law
Offices of Michael Jay Berger, in Beverly Hills, California.
C & C LAS VEGAS: Seeks Chapter 11 Bankruptcy Protection in Nevada
-----------------------------------------------------------------
On January 24, 2025, C & C Las Vegas LLC filed Chapter 11
protection in the U.S. Bankruptcy Court for the District of
Nevada.
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 C & C Las Vegas LLC
C & C Las Vegas LLC is a limited liability company.
C & C Las Vegas LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Nev.Case No.: 25-10406) 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:
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
CALI MADE: Commences Subchapter V Bankruptcy Proceeding
-------------------------------------------------------
On January 24, 2025, Cali Made Cold Planing 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 Cali Made Cold Planing LLC
Cali Made Cold Planing LLC is a services company based in Mentone,
California.
Cali Made Cold Planing LLC sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 25-10398) 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 H. Yun handles the case.
The Debtor is represented by:
Michael Jay Berger, Esq.
Law Offices of Michael Jay Berger
9454 Wilshire Blvd 6th Fl
Beverly Hills, CA 90212-2929
Phone: 310-271-6223
Fax : 310-271-9805
Email: michael.berger@bankruptcypower.com
CAREPOINT HEALTH: Amends Plan to Include NJDOH & Strategic Claims
-----------------------------------------------------------------
CarePoint Health Systems Inc., d/b/a Just Health Foundation, et
al., and the Official Committee of Unsecured Creditors submitted a
Second Amended Combined Disclosure Statement and Joint Chapter 11
Plan of Reorganization dated January 21, 2025.
The Plan constitutes a joint chapter 11 plan of reorganization for
the Debtors. Except as otherwise provided by Order of the Court,
Distributions will occur on the Effective Date or as soon
thereafter as is practicable. The Plan provides that, upon the
Effective Date, the Litigation Trust Assets will be transferred to
the Litigation Trust. The Litigation Trust Assets will be
administered and distributed as soon as practicable pursuant to the
terms of the Plan and the Litigation Trust Agreement.
Class 2 consists of Capitala Claims. On, or as soon as reasonably
practicable after the Effective Date, each Holder of an Allowed
Capitala Claim shall receive, on account of its Allowed Capitala
Claims, its Pro Rata share of the Capitala Exit Facility., which
will provide for the Holder to retain its liens, or be granted
replacements liens, and be paid deferred cash payments consistent
with section 1129(b)(2)(A) or otherwise realize the indubitable
equivalent of its Claim, unless agreed otherwise by the Plan
Proponents and such Holder. No Holder of any Allowed Capitala Claim
shall receive any Distributions under the Plan, other than rights
provided under the Capitala Exit Facility. No Litigation Trust
Assets shall be used to pay the Allowed Capitala Claims.
Class 4 consists of Maple Secured Claims. On, or as soon as
reasonably practicable after the later of the Effective Date and
the date each Maple Secured Claim is Allowed, to the extent not
otherwise paid pursuant to another Court order, each Holder of a
Maple Secured Claim shall receive from the Reorganized Debtors, on
account of, in exchange for, and in full and final satisfaction,
compromise, settlement, release, and discharge of such Allowed
Maple Secured Claim, (i) cash equal to the unpaid portion of the
Allowed Maple Secured Claim, (ii) the collateral securing such
Allowed Maple Secured Claim, (iii) the indubitable equivalent of
such Allowed Maple Secured Claim, or (iv) such other treatment as
to which such Holder and the Reorganized Debtors agree in writing.
Class 13 consists of NJDOH Secured Claims. Holders of Allowed NJDOH
Secured Claims shall be paid $200,000, in five annual installments
of $40,000, payable on each anniversary of the Effective Date. The
amount of claim in this Class total $10.6 million. This Class will
receive a distribution of 2% of their allowed claims.
Class 14 consists of Strategic Ventures Secured Claims. On, or as
soon as reasonably practicable after the later of the Effective
Date and the date each Strategic Ventures Secured Claim is Allowed,
to the extent not otherwise paid pursuant to another Court order,
each Holder of a Strategic Ventures Secured Claim shall receive
from the Reorganized Debtors, on account of, in exchange for, and
in full and final satisfaction, compromise, settlement, release,
and discharge of such Allowed Strategic Ventures Secured Claim, (i)
cash equal to the unpaid portion of the Allowed Strategic Ventures
Secured Claim, (ii) the collateral securing such Allowed Strategic
Ventures Secured Claim, (iii) the indubitable equivalent of such
Allowed Strategic Ventures Secured Claim, or (iv) such other
treatment as to which such Holder and the Reorganized Debtors agree
in writing. The amount of claim in this Class total $10 million.
This Class will receive a distribution of 0% of their allowed
claims.
Like in the prior iteration of the Plan, each Holder of an Allowed
General Unsecured Claim shall receive, on account of, in exchange
for, and in full and final satisfaction, compromise, settlement,
release, and discharge of such Allowed General Unsecured Claim, a
Pro Rata beneficial interest in the Litigation Trust.
The allowed unsecured claims total $162 million. This Class will
receive a distribution of 1% to 2% of their allowed claims.
The Debtors' and/or Reorganized Debtors' Cash on hand and other
Assets and the Litigation Trust Assets shall be used to fund the
distributions to Holders of Allowed Claims against the Debtors in
accordance with the treatment of such Claims provided pursuant to
the Plan and subject to the terms provided herein.
A full-text copy of the Second Amended Combined Disclosure
Statement and Joint Plan dated January 21, 2025 is available at
https://urlcurt.com/u?l=cEVexe from Epiq Corporate Restructuring,
claims agent.
Counsel to the Debtors:
DILWORTH PAXSON LLP
Peter C. Hughes, Esq.
800 King Street, Suite 202
Wilmington, DE 19801
Telephone: (302) 571-9800
E-mail: phughes@dilworthlaw.com
-and-
Lawrence C. McMichael, Esq.
Peter C. Hughes, Esq.
Anne M. Aaronson, Esq.
Jack Small, Esq.
1650 Market St., Suite 1200
Philadelphia, PA 19103
Telephone: (215) 575-7000
E-mail: lmcmichael@dilworthlaw.com
phughes@dilworthlaw.com
aaaronson@dilworthlaw.com
jsmall@dilworhtlaw.com
Counsel to the Official Committee of Unsecured Creditors:
Andrew H. Sherman, Esq.
Boris I. Mankovetskiy, Esq.
SILLS CUMMIS & GROSS, P.C.
One Riverfront Plaza
Newark, NJ 07102
Tel: (973) 643-7000
Fax: (973) 643-6500
E-mail: asherman@sillscummis.com
bmankovetskiy@sillscummis.com
Bradford J. Sandler, Esq.
James E. O'Neill, Esq.
Colin R. Robinson, Esq.
PACHULSKI STANG ZIEHL & JONES LLP
919 N. Market Street, 17th Floor
P.O. Box 8705
Wilmington, DE 19899-8705 (Courier 19801)
Telephone: (302) 652-4100
Facsimile: (302) 652-4400
Email: bsandler@pszjlaw.com
joneill@pszjlaw.com
crobinson@pszjlaw.com
About CarePoint Health
CarePoint Health brings quality, patient-focused health care to
Hudson County. Combining the resources of three area hospitals,
Bayonne Medical Center, Christ Hospital in Jersey City, and Hoboken
University Medical Center, CarePoint Health provides a new approach
to deliver health care that puts the patient front and center.
CarePoint Health leverages a network of top doctors, nurses, and
other medical professionals whose expertise and attentiveness work
together to provide complete coordination of care, from the
doctor's office to the hospital to the home. Patients benefit from
the expertise and capabilities of a broad network of leading
specialists and specialized technology. At CarePoint Health, all
medical professionals emphasize preventive medicine and focus on
educating patients to make healthy life choices. For more
information on its facilities, partners and services, visit
www.carepointhealth.org.
CarePoint Health Systems Inc., doing business as Just Health
Foundation, and its affiliates filed voluntary petitions for relief
under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D.
Del. Lead Case No. 24-12534) on Nov. 3, 2024, with up to $1 million
in assets and up to $50,000 in liabilities.
Judge J. Kate Stickles oversees the cases.
The Debtors tapped Dilworth Paxson LLP as legal counsel, Ankura
Consulting as financial advisor, and Epiq Corporate Restructuring,
LLC as claims and noticing agent and administrative advisor.
CATHETER PRECISION: Stockholders OK 5 Proposals at Special Meeting
------------------------------------------------------------------
Catheter Precision, Inc., held a special meeting of stockholders at
which, of the 8,004,633 shares of the Company's common stock
outstanding as of November 18, 2024, the record date for the
Special Meeting, 4,184,744 shares of common stock were represented,
either in person or by proxy, constituting, of the shares entitled
to vote, approximately 52.3% of the outstanding shares of common
stock.
At the Special Meeting, the Company's stockholders considered five
proposals, which are described in more detail in the Company's
definitive proxy statement on Schedule 14A filed with the
Securities and Exchange Commission on November 25, 2024. The
matters voted on at the Special Meeting are:
* Proposal No. 1. To approve, in accordance with NYSE American
Company Guide Section 713(a), the issuance of up to 10,695,962
shares of the Company's outstanding common stock, par value $0.0001
per share, upon the exercise of its Series K Common Stock Purchase
Warrants. Proposal No. 1 was approved.
* Proposal No. 2. To approve an amendment to the Company's
Certificate of Incorporation to increase the number of authorized
shares of its common stock from 30 million shares to 60 million.
Proposal No. 2 was approved.
* Proposal No. 3. To approve an additional 1.5 million shares
of common stock for issuance pursuant to our 2023 Equity Incentive
Plan. Proposal No. 3 was approved.
* Proposal No. 4. To ratify the appointment of
WithumSmith+Brown, PC as the Company's independent registered
public accounting firm for the fiscal year ended December 31, 2025.
Proposal No. 4 was approved.
* Proposal No. 5. To approve the adjournment or postponement
of the Special Meeting, if necessary, to continue to solicit votes
for Proposals Nos. 1, 2, 3, and/or 4. Proposal No. 5 was
approved.
About Catheter Precision Inc.
Headquartered in the U.S., Catheter Precision, Inc. is a medical
device company focused on improving the treatment of cardiac
arrhythmias. The Company, which was reincorporated as Ra Medical
Systems, Inc. in Delaware in 2018 and changed its name to Catheter
Precision, Inc. on August 17, 2023, develops technology for
electrophysiology procedures through collaborations with physicians
and continuous product advancements.
East Brunswick, New Jersey-based WithumSmith+Brown, PC., the
Company's auditor since 2023, issued a "going concern"
qualification in its report dated March 29, 2024, citing recurring
operating losses and anticipated future losses that raise
substantial doubt about the Company's ability to continue as a
going concern.
For the year ended December 31, 2023, Catheter Precision reported a
net loss of $70.6 million, compared to a net loss of $26.9 million
for 2022. As of September 30, 2024, Catheter Precision had $26.7
million in total assets, $13.9 million in total liabilities, and
$12.8 million in total stockholders' equity.
CENTRAL GARDEN: Fitch Affirms 'BB' LongTerm IDR, Outlook Stable
---------------------------------------------------------------
Fitch Ratings has affirmed Central Garden & Pet Company's (CENT)
ratings, including the Long-Term Issuer Default Rating (IDR) at
'BB', secured asset-backed loan (ABL) at 'BBB-' with a Recovery
Rating of 'RR1', and senior unsecured bonds at 'BB'/'RR4'. The
Rating Outlook is Stable.
CENT's ratings reflect its strong market positions in the pet, lawn
& garden segments, stable margins supported by its focus on costs,
and ample liquidity supported by strong cash on balance sheet and
robust annual FCF. Fitch expects EBITDA leverage to remain in the
mid-3x range in FY25 (ending September) and FY26, absent any
acquisitions. These strengths are moderated by Fitch's expectation
that CENT's revenues could decline in the low single-digit range in
FY25, its limited scale with EBITDA expected to be in the mid-$300
million range, and modest customer concentration risk.
Key Rating Drivers
Modest Revenue Decline: CENT's revenue could decline in the
low-to-mid single-digit range in fiscal 2025 (ending September), to
around $3.1 billion, driven by conservative ordering from
retailers, continued pressure in the pet durables category (about
20% of CENT's pet segment revenues), and portfolio optimization.
This follows a 3.3% decline in FY24 (to $3.2 billion from $3.3
billion), driven by the impact of 53 weeks in FY23, portfolio
optimization and weather challenges. CENT's revenues could grow in
the low single digit range thereafter, supported by low-to-mid
single digit in pet and low single digit in garden.
CENT's model is relatively recession-resistant, given the
consumable nature of most of its portfolio and its position as a
producer of private label products. However, it is susceptible to
negative weather patterns that can create volatility in its lawn
and garden segment, leading to increased potential for volatility
in demand and earnings. Unseasonable weather contributed to
challenges in FY23 and FY24. This also has some potential to have a
positive impact on CENT's sales and earnings in years where weather
trends are more favorable than historical norms.
Focus on Costs and Rationalization: Fitch projects CENT's focus on
cost control, rationalization, and portfolio optimization should
support EBITDA margins improving to the 11% range (from 10.4% in
FY24) and EBITDA to $340 million-$350 million in FY25, despite a
modest sales decline. Continued cost reductions, portfolio
reshaping and footprint rationalization could support further
margin expansion. However, Fitch expects much of these savings to
be re-invested into the business or help offset potential pricing
declines, and expects EBITDA margins to remain in the low 11% range
over the medium term.
Moderate Leverage, Disciplined Financial Policy: Fitch expects
CENT's EBITDA leverage will remain in the mid-3.0x range over the
next several years, supported by EBITDA in the $340 million to $350
million range and debt of around $1.2 billion. EBITDA leverage was
3.6x in FY24 and 3.5x in FY23, and the company has a gross EBITDA
leverage target of 3.0x-3.5x (equates to Fitch EBITDA leverage of
around 3.5x-4.0x). The company generated over $300 million in FCF
in FY24 and FY23, supported in part by strong working capital
unwind. FCF could be in the low $200 million range annually moving
forward, which CENT could deploy toward share buybacks and
acquisitions.
Well-Executed Acquisition Strategy: CENT has historically enhanced
its portfolio and competitive edge through M&A, having completed
over 50 acquisitions in 26 years, spending over $800 million on
acquisitions. Since 2021 CENT has acquired DoMyOwn, Green Garden
Products, D&D Commodities, Hopewell Nursery and most recently TDBBS
LLC in November 2023. Fitch views these acquisitions as adding
scale, diversification, and expertise. CENT could continue to
pursue acquisitions, due to its ample liquidity and public comments
that it could be interested in making both larger and bolt-on
acquisitions.
Limited EBITDA, Adequate Diversification: CENT's scale is limited,
with EBITDA in the mid $300 million range compared to around $500
million typically expected for 'BB' rated consumer goods companies.
CENT competes in fewer verticals than larger diversified consumer
goods peers; however, its product portfolios within verticals are
broad. In the pet segment (57% of sales and 71% of operating income
before corporate expenses in FY24), it produces supplies for a
variety of animals across an array of products such as food,
treats, toys, habitats, health and wellness products and grooming
supplies. In the garden segment (43% of sales and 29% of operating
income before corporate expenses in FY24), the portfolio is
diversified across seeds, fertilizer, pest control, live plants and
wild bird supplies.
Strong Positioning Mitigates Concentration: Customer concentration
is high, with 50% of revenue generated from its top five customers,
notably in lawn and garden, where Walmart, The Home Depot, and
Lowe's represent over 75%. This is offset by industry supplier
concentration, which supports stable market share for CENT. The pet
segment has a diverse customer base, spanning national chains,
independent retailers, grocery stores, warehouse clubs, mass
retailers, and internet retailers. CENT's innovation and
proprietary formulas secure leading positions in various
categories. CENT also produces private label products.
Derivation Summary
Similarly rated issuers in Fitch's consumer portfolio include
Spectrum Brands, Inc. (Spectrum; BB/Stable), ACCO Brands
Corporation (ACCO; BB/Negative), and Newell Brands (Newell;
B+/Stable). CENT's EBITDA leverage is expected to be higher than
Spectrum, comparable to ACCO and lower than Newell over the next
several years. CENT's EBITDA is larger than ACCO's and comparable
to Spectrum, but it is significantly smaller than Newell's.
CENT also does not face the same secular pressures as ACCO, which
is highly exposed to sale of the paper based and related office
products. CENT's product offering is less diverse than peers like
Newell and Spectrum, but it offers a good breadth of products
within its pet and lawn and garden segments.
ACCO's rating is constrained by secular challenges, and its
leverage downgrade sensitivity is 0.5x tighter than other 'BB'
rated peers not facing secular declines. Spectrum's recovering
EBITDA and material debt reduction in 2024 should support EBITDA
leverage sustained below 2.5x, including below 2.0x in FY24 (ending
September 30), compared to 6.7x in fiscal 2023. Spectrum's rating
also reflects the lack of clarity on its longer-term business mix,
driven by the potential divestiture of its Home and Personal Care
(HPC) business and active history of M&A.
Newell's ratings reflect ongoing challenges that indicate
significantly reduced medium-term earnings power and cash flow
relative to 2018-2022 levels. Fitch expects EBITDA to remain below
$1 billion in the near term, with EBITDA leverage (gross
debt/EBITDA) elevated in the mid-5x in 2024 and then trending
toward the low-5x range.
Key Assumptions
- Revenue for fiscal 2025 (ending September) declines in the low
single-digit range to around $3.1 billion, driven by conservative
retailer ordering, continued pressure in the pet durables end
market and portfolio rationalization. Thereafter, revenues could
grow in the low single-digit range assuming no further portfolio
rationalizations, stabilization in pet consumable trends and normal
weather;
- In fiscal 2025, EBITDA could grow modestly to the mid-$340
million range, as the impact of cost savings and the recovery from
the one-time inventory write-down of grass seed in FY24 offsets the
impact of a modest decline in sales. EBITDA margins are forecast to
remain in the 11% range across the forecast, as savings from the
cost and simplicity program are re-invested back into the company;
- Fitch assumes that capex maintains around 2.3% of sales,
resulting in annual FCF in the low $200-million range throughout
the rating horizon. FCF could be deployed toward share repurchases
or acquisitions. However, no acquisitions are contemplated in the
forecast;
- Leverage, measured as debt to EBITDA, is expected to remain in
the mid-3x area in fiscal 2025, supported by modest EBITDA growth.
Leverage could be in the mid to low-3x range in fiscal 2026 and
thereafter, assuming no incremental debt is used to fund M&A
activity;
- Floating interest rates are forecast in the 4.0% to 4.5% range.
Recovery Analysis
Fitch has assigned Recovery Ratings (RRs) to the various debt
tranches in accordance with its criteria, which allows for the
assignment of RRs for issuers with IDRs in the 'BB' category. Due
to the distance to default, RRs in the 'BB' category are not
computed by bespoke analysis. Instead, they serve as a label to
reflect an estimate of the risk of these instruments relative to
other instruments in the entity's capital structure.
Fitch assigned the first-lien secured ABL a 'BBB-'/'RR1' rating,
notched up two from the IDR, and a 'BB'/'RR4' rating to the
unsecured bonds, in line with the company's IDR.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- The company commits to maintaining EBITDA leverage (total
debt/EBITDA) below 3.0x, while maintaining strong top line growth,
reflecting low single-digit organic growth and tuck-in
acquisitions, with EBITDA margins above 10%;
- The company executes more transformative acquisitions that
meaningfully increase its scale, with EBITDA exceeding $500
million, while maintaining EBITDA leverage at, or under, 3.5x.
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- EBITDA leverage (total debt/EBITDA) sustained above 4.0x as a
result of financial performance below Fitch's expectations, such as
EBITDA trending in the mid-to-high $200 million range;
- A change in financial policy or a transformative debt-financed
acquisition, absent a concrete plan to reduce leverage below 4.0x
within 12 months-24 months of acquisition close.
Liquidity and Debt Structure
CENT has ample liquidity to support its operating needs. As of
Sept. 28, 2024, the company had liquidity of around $1.2 billion,
comprised of $754 million of cash on balance sheet and undrawn
availability of $481 million on its $750 million asset-based
revolving credit facility that matures in December 2026. The
facility is secured by substantially all assets of the borrowing
parties and is subject to a borrowing base calculated using a
formula based on eligible receivables and inventory minus certain
reserves.
The facility contains an accordion feature, which upon request and
with the approval of lenders, allows up to an additional $400
million principal amount available. The facility contains a
fixed-charge coverage ratio of 1.0:1.0 that is only triggered when
availability falls below stated thresholds.
CENT's debt stood at $1.2 billion as of Oct. 1, 2024 and consisted
of the undrawn asset-based revolver, $300 million of 5.125% senior
notes due February 2028, $500 million of 4.125% senior notes due
October 2030 and $400 million of 4.125% senior notes due April
2031. Although there were no borrowings and no LOC outstanding
under the credit facility, there were other LOC totaling $3 million
at year end.
Issuer Profile
Central Garden & Pet Company is a leading innovator, producer and
distributor of branded and private label products for the lawn &
garden and pet supplies markets in the U.S.
Summary of Financial Adjustments
Historical EBITDA has been adjusted for stock-based compensation,
impairment charges and other items.
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
----------- ------ -------- -----
Central Garden &
Pet Company LT IDR BB Affirmed BB
senior unsecured LT BB Affirmed RR4 BB
senior secured LT BBB- Affirmed RR1 BBB-
CHANNELSIDE BREWING: Seeks Chapter 11 Bankruptcy Protection
-----------------------------------------------------------
On January 25, 2025, Channelside Brewing Company 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 Channelside Brewing Company LLC
Channelside Brewing Company LLC is a brewery that specializes in
crafting a variety of beers.
Channelside Brewing Company LLC sought relief under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No.: 25-00445) on
January 25, 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 Catherine Peek Mcewen handles the
case.
The Debtor is represented by:
Andrew Wit, Esq.
JENNIS MORSE
606 East Madison Street
Tampa FL 33602
Tel: 813-229-800
E-mail: awit@jennislaw.com
CIBUS INC: Signs Securities Purchase Agreements With Investors
--------------------------------------------------------------
Cibus, Inc. filed a Form 8-K with the Securities and Exchange
Commission on January 22, announcing that it had entered into
securities purchase agreements with certain outside investors, as
well as with Rory Riggs, the Company's chief executive officer.
Pursuant to the Purchase Agreements, the Company agreed to issue
and sell, in a registered direct offering by the Company directly
to the Purchasers:
(i) an aggregate of 4,340,000 shares of the Company's Class A
Common Stock, $0.0001 par value per share, and accompanying common
warrants to purchase an aggregate of 4,340,000 shares of Class A
Common Stock; and
(ii) pre-funded warrants to purchase 4,700,000 shares of Class A
Common Stock and accompanying Common Warrants to purchase up to an
aggregate of 4,700,000 shares of Class A Common Stock.
Each share of Class A Common Stock is being sold together with an
accompanying Common Warrant to purchase one share of Class A Common
Stock. The combined offering price for each share of Class A
Common Stock and the accompanying Common Warrant is $2.50.
Each Pre-Funded Warrant is being sold together with an accompanying
Common Warrant to purchase one share of Class A Common Stock. The
combined offering price for each Pre-Funded Warrant and the
accompanying Common Warrants is $2.4999.
The Common Warrants will not be exercisable until the Company
receives certain approvals from its stockholders required by the
applicable rules of the Nasdaq Capital Market.
Each Common Warrant has an initial exercise price equal to $2.50
per share of Class A Common Stock. The Common Warrants expire five
years following the date of receipt of the Warrant Stockholder
Approvals. The exercise price and the number of shares of Class A
Common Stock issuable upon exercise of the Common Warrants is
subject to appropriate adjustments in the event of certain stock
dividends and distributions, stock splits, stock combinations,
reclassifications or similar events affecting the Class A Common
Stock.
The Pre-Funded Warrants will not have an expiration date and will
be immediately exercisable. The exercise price for the Pre-Funded
Warrants will be equal to $0.0001.
Subject to receipt of the Warrant Stockholder Approvals, the Common
Warrants may be redeemed at the Company's option at any time
following the occurrence of (i) the Company's public announcement
of an operational Soybean platform and (ii) the first date on which
the closing price of the Class A Common Stock on Nasdaq equals or
exceeds $5.00 per share for 15 consecutive trading days, at a
redemption price of $0.0001 per Common Warrant. The Common
Warrants may not be exercised at any time after notice of
redemption shall have been given by the Company.
The Purchase Agreements contain customary representations and
warranties and agreements of the Company and the Purchasers and
customary indemnification rights and obligations of the parties.
Pursuant to the Purchase Agreements and subject to exceptions, the
Company has agreed to certain restrictions on the issuance and sale
of its Class A Common Stock or Common Stock Equivalents (as defined
in the Purchase Agreements) during the 60-day period following the
closing of the Offering. Each of the Company's executive officers
and directors has agreed, subject to certain exceptions, not to
dispose of or hedge any shares of Class A Common Stock or
securities convertible into or exchangeable for shares of Class A
Common Stock during the 60-day period following the closing of the
Offering. The Shares, Common Warrants and Pre-Funded Warrants were
offered by the Company pursuant to a registration statement on Form
S-3 (File No. 333-273062), which was filed with the SEC on Oct. 25,
2023 and was declared effective by the Commission on Oct. 27,
2023.
The Offering closed with respect to a certain Investor on Jan. 22,
2025 and is expected to close on or about Jan. 24, 2025 with
respect to Mr. Riggs and the other Investors, subject to customary
closing conditions.
Warrant Amendment Agreement
Certain investors in the Offering are holders of outstanding
warrants to purchase up to 1,198,040 shares of Class A Common
Stock. The exercise price for the Investor Warrants initially was
$10.00 per share, except that the exercise price of the Investor
Warrants issued to Mr. Riggs initially was $10.07 per share.
Concurrent with the Offering, the Company has agreed to contractual
amendments to (i) reduce the exercise price of the Investor
Warrants to $2.50 per share, (ii) reduce the threshold for
satisfaction of the Trading Condition (as defined in the Investor
Warrants) in respect of the redemption provisions to $5.00 per
share, and (iii) extend the termination date of the Investor
Warrants to five years following the closing of the Offering,
effective upon the consummation of the Offering. The Warrant
Amendment Agreement, with respect to Investor Warrants held by Mr.
Riggs, is conditioned on, and will not be effective until, the
trading day after the Company obtains the requisite approval from
its stockholders with respect to the Investor Warrants held by Mr.
Riggs.
Placement Agency Agreement
On Jan. 21, 2025, the Company entered into a placement agency
agreement with A.G.P./Alliance Global Partners, as the sole
placement agent, in connection with the Offering. The Company
agreed to pay the Placement Agent a fee in cash equal to (i) 7.0%
of the aggregate proceeds from the sale of the Shares, Common
Warrants and Pre-Funded Warrants to certain Investors and (ii) 2.0%
of the aggregate proceeds from the sale of the Shares, Common
Warrants and Pre-Funded Warrants to certain other Investors. The
Company will not pay a fee to the Placement Agent in connection
with the Common Warrants and Pre-Funded Warrants sold to Mr. Riggs.
The Company also agreed to reimburse the Placement Agent for all
reasonable and documented out-of-pocket expenses, including the
accountable fees of counsel, not to exceed $100,000. The Placement
Agency Agreement contains customary representations, warranties,
indemnification and other provisions customary for transactions of
this nature.
About Cibus Inc.
Headquartered in San Diego, CA, Cibus, Inc. is an agricultural
biotechnology company that uses proprietary gene editing
technologies to develop plant traits (or specific genetic
characteristics) in seeds. Its primary business is the development
of plant traits that help address specific productivity or yield
challenges in farming such as traits for weed management and
disease resistance. These traits are referred to as productivity
traits because they can improve farming productivity, profitability
and sustainability. Certain productivity traits lead to the
reduction in the use of chemicals like fungicides, insecticides, or
the reduction of fertilizer use, while others make crops more
adaptable to their environment or to climate change. The ability
to develop productivity traits in seeds that can increase farming
productivity and reduce the use of chemicals in farming is the
promise of gene editing technologies.
San Diego, California-based BDO USA, P.C., the Company's auditor
since 2023, issued a "going concern" qualification in its report
dated March 21, 2024. The report highlights that the Company has
incurred recurring losses from operations and negative cash flows
from operations.
The Company has incurred losses since its inception. The Company's
net loss was $337.6 million and cash used for operating activities
was $46.2 million for the year ended Dec. 31, 2023. The Company's
primary source of liquidity is its cash and cash equivalents, with
additional capital resources accessible (subject to market
conditions and other factors) from the capital markets, including
through offerings of common stock or other securities.
The Company anticipates that it will continue to generate losses
for the next several years.
CIMG INC: Receives Two Notices of Noncompliance From Nasdaq
-----------------------------------------------------------
CIMG Inc. disclosed in a Form 8-K filed with the Securities and
Exchange Commission that on Jan. 14, 2025, it received a
notification letter from the Listing Qualifications Department of
The Nasdaq Stock Market LLC, indicating that the Company is not in
compliance with the minimum bid price requirement for continued
listing set forth in Nasdaq Listing Rule 5550(a)(2). Nasdaq
Listing Rule 5550(a)(2) requires listed securities to maintain a
minimum bid price of $1.00 per share, and Nasdaq Listing Rule
5810(c)(3)(A) provides that a failure to meet the minimum bid price
requirement exists if the deficiency continues for a period of 30
consecutive business days. The Minimum Bid Price Notice has no
immediate effect on the listing of the Company's common stock, par
value $0.00001 per share, which continues to trade on The Nasdaq
Capital Market under the symbol "IMG."
In accordance with Nasdaq Listing Rule 5810(c)(3)(A), the Company
has 180 calendar days from the date of the Minimum Bid Price
Notice, or until July 14, 2025, to regain compliance. If at any
time before July 14, 2025 the closing bid price of the Common Stock
closes at or above $1.00 per share for a minimum of 10 consecutive
business days, NASDAQ will provide written notification that the
Company has achieved compliance with the minimum bid price
requirement, and the matter will be resolved.
If the Company does not regain compliance during the compliance
period ending July 14, 2025, then NASDAQ may in its discretion
determine to grant the Company an additional 180 calendar day
period to regain compliance, provided that the Company on July 14,
2025 meets the continued listing requirement for market value of
publicly held shares and all other applicable initial listing
standards for The Nasdaq Capital Market, with the exception of the
minimum bid price requirement, and will need to provide NASDAQ
written notice of its intent to cure the deficiency during the
second compliance period.
If the Company does not regain compliance within the allotted
compliance period or periods, including any extensions that NASDAQ
may determine to grant, NASDAQ will provide notice that the Common
Stock will be subject to delisting. The Company would then be
entitled to appeal that determination to a NASDAQ hearings panel.
There can be no assurance that the Company will regain compliance
with the minimum bid price requirement during the 180-day
compliance period, secure a second period of 180 days to regain
compliance or maintain compliance with the other NASDAQ listing
requirements.
Annual Report Deficiency
On Jan. 17, 2025, the Company received another notice from NASDAQ
indicating that the Company is not in compliance with Nasdaq
Listing Rule 5250(c)(1) because the Company did not timely file its
Annual Report on Form 10-K for the period ended Sept. 30, 2024 with
the SEC. The Annual Report Notice has no immediate effect on the
listing of the Company's stock on Nasdaq, and it states that the
Company is required to submit a plan to regain compliance with
Nasdaq Listing Rule 5250(c)(1) within 60 calendar days from the
date of the Annual Report Notice. If the plan is accepted by
Nasdaq, then Nasdaq can grant the Company up to 180 calendar days
from the due date of the Form 10-K to regain compliance. In
determining whether to accept such plan, Nasdaq will consider such
things as the likelihood that the remedial filing, along with any
subsequent periodic filing that will be due, can be made within the
180 day period, the Company's past compliance history, the reasons
for the late filing, other corporate events that may occur within
its review period, the Company's overall financial condition and
its public disclosures. Any subsequent periodic filing that is due
within the 180 day exception period must be filed no later than the
end of the period.
According to the Company, additional time is required to complete
its financial statements, including the notes to the financial
statements, as well as to have the report reviewed by its
accountants and attorneys, due to ongoing business and management
restructuring. The Company continues to work diligently to enable
the filing of the Form 10-K with the SEC as soon as reasonably
practicable.
About CIMG Inc.
Headquartered in Vista, California, CIMG Inc. (formerly Nuzee,
Inc.) is a digital marketing, sales and distribution company for
various consumer products specializing in food and beverages.
Dedicated to reshaping the digital marketing and distribution with
technological applications, the Company endeavors to create greater
commercial value for its business partners and therefore enhance
its own enterprise value and shareholders' value of their stake in
the Company. The Company has a professional branding and marketing
management system, which can quickly help partnering enterprises
achieve their connection, management, and operation of marketing
channels globally.
"Since its inception, the Company has devoted substantially all of
its efforts to business planning, research and development,
recruiting management and technical staff, acquiring operating
assets, raising capital and the commercialization and manufacture
of its single serve coffee products. The Company has grown
revenues from its principal operations; however, there is no
assurance of future revenue growth similar to historical levels.
As of June 30, 2024, the Company had cash of $374,458 and working
capital of $(801,812). The Company has not attained profitable
operations since inception. The accompanying consolidated
financial statements have been prepared in accordance with GAAP,
which contemplates continuation of the Company as a going concern.
The Company has had limited revenues, recurring losses and an
accumulated deficit. These items raise substantial doubt as to the
Company's ability to continue as a going concern. The Company's
continued existence is dependent upon management's ability to
develop profitable operations and to raise additional capital for
the further development and marketing of the Company's products and
business," said CIMG in its Quarterly Report for the period ended
June 30, 2024.
COLINEAR MACHINE: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Colinear Machine & Design Holdings LLC
7 Wilson Drive
Sparta, NJ 07871
Case No.: 25-10813
Chapter 11 Petition Date: January 27, 2025
Court: United States Bankruptcy Court
District of New Jersey
Debtor's Counsel: Anthony Sodono, III, Esq.
MCMANIMON, SCOTLAND & BAUMANN, LLC
75 Livingston Avenue
Suite 201
Roseland, NJ 07068
Tel: 973-622-1800
Email: asodono@msbnj.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Mark Heston as president.
A full-text copy of the petition, which includes a list of the
Debtor's 20 largest unsecured creditors, is available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/XMDQLSQ/Colinear_Machine__Design_Holdings__njbke-25-10813__0001.0.pdf?mcid=tGE4TAMA
CONCENTRA GROUP: S&P Affirms 'BB-' ICR, Outlook Stable
------------------------------------------------------
S&P Global Ratings affirmed all of its ratings on occupational
health and employer services provider Concentra Group Holdings
Parent Inc., including its 'BB-' issuer credit rating, its 'BB'
issue-level rating and '2' recovery rating on its senior secured
term loan, and its 'B' issue-level rating and '6' recovery rating
on its unsecured notes.
S&P said, "The stable outlook reflects Concentra's position as a
leading provider of occupational health services in the U.S., as
well as our expectation for moderate business development and
limited reimbursement risk. We expect the company's leverage will
return below 4x in 2025 and generally remain 3x-4x."
Occupational health and employer services provider Concentra Group
Holdings Parent Inc. is acquiring Nova Medical Centers for $265
million.
"We believe Concentra will prioritize its public leverage targets
and that S&P Global Ratings-adjusted leverage will decline below 4x
in 2025 and generally remain below 4x. Spending on this acquisition
exceeded our expectations for mergers and acquisitions (M&A),
particularly within about six months of the company's separation
from Select Medical and IPO. Pro forma for this transaction,
leverage will temporarily rise to about 4.3x, which is above our
threshold of the 'BB-' rating.
"However, we expect management will prioritize deleveraging for the
remainder of 2025, given its stated target of 3x net leverage
(which equates to S&P Global Ratings-adjusted debt to EBITDA below
3.5x). We have increased our assumption around M&A spend going
forward, but still expect leverage to generally remain below 4x.
"Based on the company's preliminary 2024 financial results, which
were largely in line with our previous forecast, we believe its S&P
Global Ratings-adjusted leverage will increase from about 3.7x at
the end of 2024 to about 4.3x pro forma for the acquisition. We
expect leverage to return to about 3.8x in 2025 and generally
remain 3x-4x. While we expect the company will continue to pursue
tuck-in acquisitions to expand its geographic footprint, additional
sizable acquisitions that keep leverage sustained above 4x could
lower the rating."
Nova is a strategic acquisition that will expand the company's
scale and market share. It represents Concentra's single largest
competitor in its occupational health business, with 67
occupational centers and annual revenues of about $130 million. The
acquisition target has nearly identical service offerings across
workers compensation and employer services, operates in five states
that Concentra already operates in, and has a similar provider
compensation structure as Concentra.
Despite the geographic similarities, very few of Nova's 67 centers'
footprints directly overlap or compete with nearby Concentra
centers. Thus, this acquisition should allow Concentra to
immediately expand its footprint and strengthen its market
position. S&P expects Concentra's operating efficiency and strong
employer relationships to yield immediate benefits to the acquired
sites.
The acquisition increases Concentra's geographic concentration in
Texas from about 10% of its centers to about 16%, joining
California (16% pro forma) as the only states with more than 10% of
centers. Of the remaining states, only Florida (5%) and
Pennsylvania (5%) represent at least 5% of revenue. The acquisition
reduces Concentra's exposure to onsite care centers from about 22%
of its locations to about 20%.
Although the ongoing separation from Select Medical faces some
operational risk, compounded by the plan to simultaneously
integrate a business of Nova's scale, S&P expects Concentra's
experience in both large and small acquisitions, as well as its
progress-to-date in separating from Select will help mitigate these
risks.
S&P sees some risks that labor force trends could weaken over the
next few years. Concentra's revenue growth depends largely on the
expansion and health of the U.S. labor force, including employment
levels, hiring levels, and injury and illness rates. Despite visits
per day declining 2% in 2024, workers' compensation visit volumes
rose in 2024, and overall revenue per visit rose 4.5%, more than
offsetting the declining visits.
Adverse labor trends in the U.S. pose some risk, given immigration
initiatives under the new administration, automation, and advances
in AI that could weigh on workers' compensation cases and patient
volumes. Conversely, this could be offset by tariff initiatives
that encourage onshoring of manufacturing. Given uncertainty around
these trends, S&P is not explicitly incorporating major changes to
employment trends in its base case.
The stable outlook reflects Concentra's position as a leading
provider of occupational health services in the U.S., as well as
S&P's expectation for modest business development and limited
reimbursement risk. S&P expects the company's leverage will return
below 4x in 2025 and generally remain 3x-4x.
S&P could lower its rating on Concentra if it expects it will
sustain leverage of more than 4x. This could occur because of a
more-aggressive spending on M&A or a degradation in its business
prospects due to intensifying competition, reduced workplace injury
and illness rates, an extended period of economic weakness, or
unexpected rate cuts from key states.
S&P could raise its rating on Concentra if:
-- Leverage declines below 3.5x; and
-- S&P expects the company will generally sustain a more
conservative financial policy.
CORAL-US CO-BORROWER: Fitch Gives 'BB-' Rating on $1.5BB Term Loan
------------------------------------------------------------------
Fitch Ratings has assigned Coral-US Co-Borrower LLC's proposed
USD1,530 million secured Term-Loan B-7 due 2032 a rating of 'BB-'
with a Recovery Rating of 'RR4'. The term-loan will be issued out
of Coral-US Co-Borrower LLC, an indirect subsidiary of Cable &
Wireless Communications Limited (CWC). The term-loan will be
guaranteed by C&W Senior Secured Parent Limited as well as other
guarantors in the Cable & Wireless (C&W) corporate structure. The
proceeds from the term-loan will be used to refinance Coral-US
Co-Borrower LLC's USD1,510 million secured term-loan due 2028 and
pay transaction-related fees and expenses.
The ratings reflect the company's leading market positions across
well-diversified operating geographies and service offerings. These
positions are underpinned by solid network competitiveness and
leading business-to-consumer (B2C) and business-to-business (B2B)
offerings.
Key Rating Drivers
Steady Net Leverage: Fitch forecasts that C&W will maintain net
leverage in the 4.0x-4.5x range over the medium term. Moderate
EBITDA margin expansion and growth in broadband and B2B services
should help the company delever organically at a gradual pace over
the rating horizon. Liberty Latin America (LLA) targets net
leverage of around 3.5x at the group level; however, investments or
operating weakness in core markets could temporarily push leverage
metrics higher at the subsidiary level. Fitch expects capital
intensity to be around 10%-14% of sales, mainly due to network
upgrades and, to a lesser extent, network expansion.
Moderately Improving Operating Prospects: Fitch forecasts C&W's
EBITDA to rise above USD1.1 billion by 2025, up from USD974 million
in 2023, driven by modest top-line growth, synergies from the
Panama acquisition and cost cutting efforts in C&W Caribbean. The
subsea cable business should grow in low-to-mid-single digits as
data demand increases. Near-term mobile average revenue per user
(ARPU) pressures are expected to be offset by growth in postpaid
subscribers, while residential fixed revenues should steadily grow
due to increased fixed broadband penetration opportunities.
Diversified Operator: The group's business diversification model
illustrates its revenue resilience compared to other regional
speculative-grade issuers, which generally have higher dependence
on mobile revenues that are less sticky than subscription
fixed-line and B2B service revenues. In FY23, mobile service
comprised 23% of C&W's revenue, fixed service 24%, and B2B 47%.
During this period, businesses in the Caribbean and in Panama
generated about 55% and 20% of EBITDA, respectively, through B2C
and B2B services. The subsea cable business and B2B offerings in
Colombia and other Latin America countries contributed the
remaining roughly 25% of consolidated EBITDA.
Strong Market Position: C&W's strong market share in duopoly
markets reduces new entrant risks and helps maintain relatively
stable ARPUs. It holds the No. 1 or 2 position in its major
markets, often sharing duopolies with Digicel in the Caribbean and
Millicom (Tigo) in Panama. The risk of new entrants in any given
market is low given their relatively small size. Panama, C&W's
largest mobile market, consolidated to two players after Digicel's
exit. Despite legislation requiring three operators, the economic
viability of a new entrant is uncertain, keeping competition
relatively stable.
LLA Linkage: Fitch analyzes C&W on a standalone basis and monitors
the parent's credit quality. The credit pools are legally separate,
but LLA has a history of moving cash around the group for
investments and acquisitions. LLA depends on upstream cash from
subsidiaries to service its debt. Deterioration of the financial
profile of one of the credit pools, or the group more broadly,
could potentially place more financial burdens on C&W.
Derivation Summary
Compared to its sister entity, Liberty Communications of Puerto
Rico LLC (LCPR; BB-/Negative), C&W's scale is larger and has better
geographical diversification. However, C&W also operates in weaker
operating environments. LCPR's Rating Outlook is Negative due to
high leverage and intense competitive environment.
C&W operates in slightly more balanced markets compared to Millicom
International Cellular S.A.'s (BB+/Stable) subsidiaries CT Trust
(Comcel; BB+/Stable) and Telefonica Celular del Paraguay S.A.E.
(Telecel; BB+/Stable), which have more dominant market positions
and significantly lower net leverage.
Comcel's and Telecel's ratings reflect strong linkages with their
parent Millicom heavily relies on these wholly owned subsidiaries'
dividend upstreams to service its debt. Millicom's subsidiary in
Panama and key competitor to C&W, Telecomunicaciones Digitales,
S.A. (BB+/Stable), has somewhat weaker scale and diversification
than C&W but benefits from a stronger financial profile and its
ratings reflect strong linkages with Millicom, similar to its
sister companies.
Key Assumptions
- B2B revenues growing low-to-mid-single digits;
- Net fixed customer additions of approximately 25,000 per year;
- Fixed-line customer ARPUs of around USD47/month;
- Mobile subscribers recovering modestly in 2024 as continued
strong growth in postpaid offsets slowing growth in prepaid;
- Mobile service ARPUs of around USD13/month;
- Fitch-defined EBITDA margins expanding to around 43% by 2026 from
38% in 2023, driven by the benefit of synergies, cost-savings
initiatives, and modest operating leverage;
- Capital intensity of around 13%-14% over the medium term;
- Excess cash flow returned to shareholders or kept for
acquisitions or investments.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- Total debt/EBITDA and net debt/EBITDA at C&W sustained above
5.25x and 5.00x, respectively, due to organic cash flow
deterioration or M&A;
- While the three credit pools are legally separate, LLA net
debt/EBITDA sustained above 5.0x could result in negative rating
actions for one or more rated entities in the group.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Fitch does not anticipate an upgrade in the near term given C&W's
and LLA's leverage profiles;
- Longer-term positive actions are possible if debt/EBITDA and net
debt/EBITDA are sustained below 4.25x and 4.0x, respectively, for
C&W and LLA;
- (CFO-Capex)/Debt ratio trending towards 7.5%.
Liquidity and Debt Structure
Sound Liquidity: Liquidity is sound due to projected positive
pre-dividend FCF. As of Sept. 30, 2024, C&W had USD454 million
availability under the C&W revolver and USD80 million under
regional facilities that are committed and undrawn.
Issuer Profile
Cable & Wireless Communications Limited is a U.K.-domiciled
telecommunications provider owned by Bermuda-based LLA. The company
offers B2C mobile, B2C fixed and B2B services mainly in the
Caribbean and Panama. It operates a subsea and terrestrial fiber
optic cable network that connects approximately 40 markets in the
region.
Date of Relevant Committee
02-May-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
----------- ------ --------
Coral-US Co-Borrower LLC
senior secured LT BB- New Rating RR4
COZY NEST: Seeks Bankruptcy Protection in New York
--------------------------------------------------
On January 24, 2025, Cozy Nest Homes 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 $500,000
and $1 million in debt owed to 1 and 49 creditors. The petition
states funds will be available to unsecured creditors.
About Cozy Nest Homes LLC
Cozy Nest Homes LLC a real estate company based in Long Beach, New
York.
Cozy Nest Homes LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D.N.Y. Case No. 25-70314) on January 24,
2025. In its petition, the Debtor reports estimated assets up to
$50,000 and estimated liabilities between $500,000 and $1 million.
Honorable Bankruptcy Judge Robert E. Grossman handles the case.
CROSSROADS CHARTER ACADEMY: S&P Lowers Bond LT Rating to 'B-'
-------------------------------------------------------------
S&P Global Ratings lowered its long-term rating on Crossroads
Charter Academy, Mich.'s series 2007 and 2012 bonds to 'B-' from
'B'. The outlook is negative.
"The downgrade reflects our view of the school's six consecutive
enrollment declines and a considerably limited enrollment of just
over 200, which has also led to materially pressured financial
operations," said S&P Global Ratings credit analyst Alexander
Enriquez.
"The negative outlook reflects our view of Crossroads' consecutive
operating deficits stemming from pressured operations due to a
declining revenue base, which has, in turn, led to weak
lease-adjusted maximum annual debt service (MADS) coverage that we
expect to continue over the outlook period," added Mr. Enriquez.
Additionally, the school has experienced consistent management
turnover and significant enrollment declines, which, coupled with
its operational pressures, could lead to elevated near-term charter
renewal risk, in our view.
S&P said, "The downgrade and negative outlook reflect our view of
elevated social capital risk due to the effects of demographic
factors on the school's enrollment trends. We believe the school is
affected by years of Mecosta County's declining school-aged
population causing an increasingly competitive landscape for
students in Crossroads' market. We believe this credit risk has
resulted in continued enrollment challenges that have begun to
materially affect financial operations."
At the end of fiscal 2024, Crossroads had approximately $5.2
million in total debt outstanding, consisting solely of its series
2007 and 2012 bonds. A pledge of the school's state aid revenue
that is intercepted and sent directly to the trustee secures the
bonds. S&P notes that the calculation for debt service coverage,
per the bond documents, varies from our calculation, basing
coverage on 20% of gross state aid against MADS instead of total
net revenue against MADS. For fiscal 2024, the annual debt service
payment was about 18% of state aid, and the school is in compliance
with its bond covenants. Management believes it will remain
compliant in fiscal 2025.
Environmental, social, and governance (ESG) credit factors for this
change in credit rating/outlook and/or CreditWatch status:
-- Social capital risk
DARIOHEALTH CORP: Closes $25.6M Private Offering of Preferred Share
-------------------------------------------------------------------
DarioHealth Corp. announced on Jan. 21, 2025, the successful
closing of a $25.6 million private placement of convertible
preferred stock, priced in accordance with Nasdaq market rules.
The majority of the funds were secured from existing shareholders,
with the remainder contributed by a network of leading accredited
healthcare investors and executives from the healthcare sector.
The result of this offering is expected to extend Dario's cash
runway and bolster its financial position enabling the Company to
continue executing its current strategic plan which includes
achieving an operational cash flow positive run rate by the end of
2025 while continuing to build high-margin, scalable recurring
revenues across B2B and pharma channels. As a result, the
Company's proforma cash balance, inclusive of the proceeds from the
private placement, is $40.6 million as of the end of the third
quarter of 2024. The private placement closed on Dec. 18, 2024,
and
Jan. 14, 2025.
"Through the end of 2024, we demonstrated the strong execution of
our multi-year strategic plan to become a profitable provider of
comprehensive chronic care management solutions. Today, we are
happy to announce the completion of a major milestone in this
strategic plan that we believe can secure our projected operational
cash flow positive run rate by the end of 2025. I believe that the
ongoing cost optimization efforts following the Twill merger,
coupled with steady revenue growth across multiple channels, have
set us on a path to success. We are particularly pleased that more
than half of the newly issued convertible preferred shares were
purchased by our existing shareholders, which we believe is a
strong vote of confidence in our strategy and performance. The
remaining funds came from prominent accredited healthcare investors
that we are thrilled to have onboard as shareholders as well,"
commented Erez Raphael, chief executive officer of Dario.
"I believe that this financing will empower us to execute on our
long-term growth strategy, which is centered on high-margin,
scalable recurring revenues across our B2B and pharma channels. I
believe that these steps will enable us to maintain our growth
trajectory and strengthen our position in the digital health
market," commented Steven Nelson, chief commercial officer of
Dario.
Transaction Details
Pursuant to the equity offering, the Company issued shares of newly
designated convertible preferred stock. 18,805 shares of Preferred
Stock were sold at $1,000 per share, with a conversion price of
$0.73 and 6,800 shares of Preferred Stock were sold at $1,000 per
share, with a conversion price of $0.83.
The Preferred Stock provides that upon conversion to common stock,
holders will be entitled to receive a 10% dividend payable in
common stock each quarter for the first four quarters, for an
aggregate stock dividend of up to 40%. Each share of Preferred
Stock will automatically convert into shares of the Company's
common stock at the applicable conversion price upon the 12-month
anniversary of the respective closings. The conversion of the
Preferred Stock is subject to stockholder approval.
In addition, the Company and certain purchasers in the offering
that are holders of the Company's Series B Preferred Stock and
Series C Preferred Stock, executed lock up agreements, pursuant to
which the Company agreed to issue, subject to stockholder approval,
up to 40% of the shares of Common Stock underlying the Series B
Preferred Stock and the Series C Preferred Stock held by such
purchaser, including dividend shares of Common Stock due upon
conversion of these shares into shares of Common Stock, over the
course of 12 months (the "Additional Shares"). Each holder shall
be entitled to receive 10% of the Additional Shares for each three
month period each holder agrees not to transfer or otherwise sell
(subject to certain limitations) the shares of Common Stock
issuable upon conversion of the Series B Preferred Stock and Series
C Preferred Stock and the dividend shares of Common Stock due upon
conversion.
The securities described above have not been registered under the
Securities Act of 1933, as amended, and may not be sold in the
United States absent registration or an applicable exemption from
the registration requirements.
About DarioHealth Corp.
DarioHealth Corp. (Nasdaq: DRIO) -- http://dariohealth.com-- is a
digital health company revolutionizing how people with chronic
conditions manage their health through a user-centric,
multi-chronic condition digital therapeutics platform. Dario's
platform and suite of solutions deliver personalized and dynamic
interventions driven by data analytics and one-on-one coaching for
diabetes, hypertension, weight management, musculoskeletal pain and
behavioral health. Dario's user-centric platform offers people
continuous and customized care for their health, disrupting the
traditional episodic approach to healthcare. This approach
empowers people to holistically adapt their lifestyles for
sustainable behavior change, driving exceptional user satisfaction,
retention and results and making the right thing to do the easy
thing to do. Dario provides its highly user-rated solutions
globally to health plans and other payers, self-insured employers,
providers of care and consumers.
The Company has incurred net losses since its inception. As of
Dec. 31, 2023, the Company had an accumulated deficit of $349.36
million. For the year ended Dec. 31, 2023, the Company incurred a
net loss of $59.43 million, compared to a net loss of $62.19
million for the year ended Dec. 31, 2022.
In its Quarterly Report for the period ended Sept. 30, 2024,
DarioHealth said, "We believe that our current cash on hand will
not be sufficient to fund our projected operating requirements for
a period of one year from the issuance of our interim financial
statements. This raises substantial doubt about our ability to
continue as a going concern and could materially limit our ability
to raise additional funds through the issuance of equity or debt
securities or otherwise. Further reports on our financial
statements may include an explanatory paragraph with respect to our
ability to continue as a going concern. If we cannot continue as a
going concern, our investors may lose their entire investment in
our securities. Until we can generate significant revenues, if
ever, we expect to satisfy our future cash needs through debt or
equity financing. We cannot be certain that additional funding
will be available to us on acceptable terms, if at all. If funds
are not available, we may be required to delay, reduce the scope
of, or eliminate research or development plans for, or
commercialization efforts with respect to our products."
DONALD PATZ WINE: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Donald Patz Wine Group, LLC
DBA Maritana Vineyards
DBA Secret Door Winery
DBA Terminim Wines
2476 W. Park Ave.
Napa, CA 94558
Case No.: 25-10038
Business Description: The Donald Patz Wine Group, formed in 2017,
is a partnership between Donald Patz and his
wife, Jung Min Lee, focused on crafting
distinctive wines from various regions. The
Company oversees three separate wine
projects, each with unique vineyard sources
and winemaking styles: Maritana Vineyards
for Russian River Valley Chardonnay and
Pinot Noir, Secret Door Winery for Napa
Valley Cabernet Sauvignon, and Terminim for
Mendocino County Marsanne/Roussanne and
Syrah. Drawing on Donald's extensive
experience in the wine industry, the Group
produces wines that reflect his deep
understanding of both vineyard practices and
winemaking techniques.
Chapter 11 Petition Date: January 27, 2025
Court: United States Bankruptcy Court
Northern District of California
Judge: Hon. Charles Novack
Debtor's Counsel: Merle C. Meyers, Esq.
MEYERS LAW GROUP, P.C.
100 Shoreline Highway
Ste. B-160
Mill Valley, CA 94941
Tel: (415) 362-7500
Fax: (415) 362-7515
Email: mmeyers@meyerslawgroup.com
Total Assets: $3,705,425
Total Liabilities: $1,778,833
The petition was signed by Donald Patz 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/5A3D5RI/Donald_Patz_Wine_Group_LLC__canbke-25-10038__0001.0.pdf?mcid=tGE4TAMA
DRTMG LLC: Unsecured Creditors Will Get 100% of Claims in Plan
--------------------------------------------------------------
DRTMG, LLC submitted an Amended Plan of Reorganization for Small
Business dated January 19, 2025.
This Plan of Reorganization proposes to pay creditors of the Debtor
from rental income derived from the property located at 2544-2550
Adams Avenue, Columbus, Ohio.
Further plan funding shall come from the sale of the properties
located at 974 Timberbank Drive, Westerville, Ohio, 1465 Lockbourne
Road, Columbus, Ohio, 7138 Cypress Drive, Westerville, Ohio, 98
South James Road, Columbus, Ohio, 5791 Houchard Road, Dublin, Ohio
and 296 Chase Road, Columbus, Ohio.
Non-priority unsecured creditors holding allowed claims will
receive distributions, which the proponent of this Plan has valued
at approximately 100.00 cents on the dollar. This Plan also
provides for the payment of administrative and priority claims.
Class 2 consists of Secured claim. The claim of 2 secured by
2544-2550 Admas Ave., Columbus, Ohio 43202, Claim 3 secured by 974
Timberbank Drive, Westerville, Ohio 43081, Claim 4 secured by 1465
Lockbourne Road, Columbus, Ohio 43206, Claim 5 secured by 98 South
James Road, Columbus, Ohio 43213 and 7138 Cypress Drive,
Westerville, Ohio 43082, to the extent allowed as a secured claim
under Section 506 of the Code. All secure claims, including the
arrearages, in this class shall be paid in full, pursuant t o the
terms of the note.
Class 3 consists of Non-priority unsecured creditors. All unsecured
claims shall be paid at 100% based on a pro rata basis.
The Debtor shall fund the Plan from rental income derived from the
properties located at 2544-2550 Adams Avenue, Columbus, Ohio and
5791 Houchard Road, Dublin, Ohio.
Further plan funding shall come from the sale of the properties
located at 974 Timberbank Drive, Westerville, Ohio, 1465 Lockbourne
Road, Columbus, Ohio, 7138 Cypress Drive, Westerville, Ohio, 98
South James Road, Columbus, Ohio and 296 Chase Road, Columbus,
Ohio. All secured creditors should be paid 100% pursuant to the
given note, including arrearages. Unsecured creditors, including
City of Columbus Department of Public Utilities, shall be paid at
100%.
A full-text copy of the Amended Plan dated January 19, 2025 is
available at https://urlcurt.com/u?l=gZtbDS from PacerMonitor.com
at no charge.
Attorney for the Debtor:
Kenneth L. Sheppard, Jr., Esq.
Sheppard Law Offices Co., LPA
8351 North High Street, Suite 101
Columbus, OH 43235
Telephone: (614) 523-3106
Facsimile: (614) 882-6750
Email: ken@sheppardlawoffices.com
About DRTMG LLC
DRTMG LLC is primarily engaged in renting and leasing real estate
properties. The Debtor owns four single family dwellings and one
multi-family home, all are located in Westerville and Columbus,
Ohio having a total current value of $1,789,400.
DRTMG LLC sought protection under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. S.D. Ohio Case No. 24-51398) on April 12, 2024. In the
petition signed by Nathanael Thompson, president/sole member, the
Debtor disclosed $1,789,400 in assets and $1,395,374 in
liabilities.
Judge Mina Nami Khorrami oversees the case.
Kenneth L. Sheppard, Jr., Esq., at Sheppard Law Offices Co., LPA,
serves as the Debtor's counsel.
ECO ROOF: Seeks to Extend Plan Exclusivity to April 21
------------------------------------------------------
ECO Roof and Solar Inc. asked the U.S. Bankruptcy Court for the
District of Colorado to extend its exclusivity periods to file a
plan of reorganization and obtain acceptance thereof to April 21
and June 20, 2025, respectively.
Here, several factors favor granting the requested extension.
First, the Debtor's case is large and complex. As reflected in the
Debtor's schedules, the Debtor has six secured creditors, with La
Plata Capital holding the overwhelming majority of the secured debt
and 149 unsecured creditors. The Debtor is also party to a number
of lawsuits in various jurisdictions across five states and has a
large number of assets, located in various states.
Second, good faith progress has been made towards reorganization
and/or liquidation and the Debtor has made progress in negotiating
an asset purchase agreement which would, if executed and approved
by the Bankruptcy Court, result in the Debtor ultimately pursuing a
liquidating plan instead of a traditional plan of reorganization.
Third, the Debtor is generally paying its operating expenses as
they come due and timely filing its monthly operating reports.
Fourth, this is the first extension request. Fifth, the Debtor is
not seeking an extension to pressure creditors.
ECO Roof and Solar Inc. is represented by:
Aaron J. Conrardy, Esq.
David V. Wadsworth, Esq.
Lindsay S. Riley, Esq.
Wadsworth Garber Warner Conrardy, P.C.
2580 W. Main St., Ste. 200
Littleton, CO 80120
Telephone: (303) 296-1999
Email: dwadsworth@wgwc-law.com
aconrardy@wgwc-law.com
lriley@wgwc-law.com
About ECO Roof and Solar
Eco Roof and Solar Inc. specializes in renewable energy solutions,
particularly focused on solar energy systems and sustainable
roofing options. The Company aims to provide environmentally
friendly alternatives for residential and commercial properties,
emphasizing energy efficiency and reduced carbon footprints.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Colo. Case No. 24-15628), listing
between $1 million and $10 million in estimated assets and between
$10 million and $50 million in estimated liabilities. The petition
was signed by Dylan Lucas as president.
The Hon. Joseph G. Rosania Jr. presides over the case.
The Debtor tapped David V. Wadsworth, Esq., at Wadsworth Garber
Warner Conrardy, P.C. as bankruptcy counsel and Hilary Morgan,
Esq., at Sherman & Howard LLC as special counsel.
On November 5, 2024, the Office of the United States Trustee
appointed an official committee of unsecured creditors in this
Chapter 11 case. The committee tapped Steptoe & Johnson PLLC as
counsel.
EPR INVESTMENTS: Water49 Files Competing Plan
---------------------------------------------
Water49, LLC filed with the U.S. Bankruptcy Court for the Middle
District of Florida a Disclosure Statement in connection with
Chapter 11 Plan for EPR Investments, L.C. dated January 21, 2025.
The Debtor is a Florida limited liability company, formed on or
around April 30, 1999, by Elliot Rubinson, along with his wife
Pamela Keris-Rubinson. In or around the year 2004, the Debtor
acquired the Property.
The Debtor's sole source of revenue is from payments made by
Armadillo toward the Secured Claim of Water49. Armadillo also pays
for maintenance on the Property, Property insurance, and tangible
personal property taxes. Prior to 2023, Pam paid the ad valorem
property taxes for the Property.
As of the Petition Date, EPR's liabilities totaled approximately
$6,740,000.00, consisting of $6,680,000.00 in secured claims and
$52,000.00 in insider unsecured claims. Evan filed a proof of claim
for "unpaid member distributions," alleged to be in an "unknown"
amount. This claim is calculated at $0.00 as it is a claim against
Pam directly and not the Debtor. To the extent Evan is entitled to
a distribution in this case, it will be under Class 5 as a Holder
of an Equity Interest in the Debtor.
Water49 filed the Water49 Plan as an alternative to the Debtor
Plan. Water49 has proposed a liquidation of the Debtor's assets
which will allow for the payment in full of all claims and a likely
distribution to holders of equity interests in the Debtor.
The primary asset of the Debtor is certain real property located at
4904 W. Waters Avenue, Tampa, Florida 33634 (the "Property"). The
Water49 Plan contemplates the following: (i) the immediate sale and
liquidation of the Property; (ii) distribution by the Disbursing
Agent of proceeds collected from the sale of the Property in
satisfaction of Allowed Claims; and (iii) distribution of any
remainder to the Members of the Debtor.
The Plan contemplates that a Liquidation Agent will be retained to
act on behalf of the Debtor to cause the liquidation of the
Property and to otherwise fulfill the terms of the Water49 Plan.
Pending the sale of the Property, the Debtor shall continue to
operate in the ordinary course of business.
The Plan provides for all Allowed Claims to be paid in full as soon
as practical after the Effective Date, with interest as applicable.
The payment of Allowed Claims will be funded from the sale of the
Property.
Class 3 consists of General Unsecured Claims. On, or as soon as
reasonably practicable after, the later of (i) the Sale Date or
(ii) the date a General Unsecured Claim becomes an Allowed Claim,
the Holder of an Allowed General Unsecured Claim shall receive in
full satisfaction, settlement, release, and discharge of an Allowed
General Unsecured Claim, Cash equal to the unpaid amount of such
Allowed General Unsecured Claim.
Class 5 consists of Equity Interests. Holders of Equity Interests
in the Debtor shall retain their equity interests. On, or as soon
as reasonably practicable after the Sale Date, Class 5 shall
receive any remainder from the sale of the Property after all
Allowed Claims have been paid in full.
The Property shall be sold and the proceeds from the sale shall be
paid and distributed in accordance with the Plan. Specifically,
following the entry of the Confirmation Order and appointment of
the Liquidation Agent, the Debtor shall be authorized to sell the
Property and the Liquidation Agent shall be authorized to take all
actions necessary or appropriate to sell the Property free and
clear of all liens, claims, and encumbrances.
A full-text copy of the Disclosure Statement dated January 21, 2025
is available at https://urlcurt.com/u?l=72i9r9 from
PacerMonitor.com at no charge.
Counsel for Water49, LLC:
Patrick M. Mosley, Esq.
Hill, Ward & Henderson, PA
101 E. Kennedy Blvd., Suite 3700
Tampa, Florida 33602
Telephone: (813) 221-3900
Facsimile: (813) 221-2900
Emails: patrick.mosley@hwhlaw.com
tricia.elam@hwhlaw.com
About EPR Investments
EPR Investments, L.C., is a Single Asset Real Estate as defined in
11 U.S.C. Section 101(51B). The Debtor is the owner of a real
property located at 4904 W. Waters Avenue, Tampa, Fla., valued at
$17.2 million.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-01969) on April 10,
2024, with $17,200,000 in assets and $6,506,127 in liabilities.
Pamela Keris-Rubinson, managing member, signed the petition.
Judge Catherine Peek McEwen presides over the case.
Robert Elgidely, Esq., at Fox Rothschild, LLP, is the Debtor's
legal counsel.
FAMILY OF CARE: Claims to be Paid From Property Sale Proceeds
-------------------------------------------------------------
Family of Care Real Estate Holding Co. filed with the U.S.
Bankruptcy Court for the District of Maryland a Disclosure
Statement for Chapter 11 Plan of Reorganization dated January 21,
2025.
Family of Care Real Estate and Charles County Nursing and
Rehabilitation Center, Inc., were first established under only the
Charles County Nursing and Rehabilitation Center, Inc. ("CCNRC")
name in 1976, and organized under the laws of the State of Maryland
and headquartered in La Plata, Maryland (Charles County).
Together, the Debtors own and/or operate three separate businesses
and own a sixteen- acre campus located at 10200 La Plata Road, La
Plata, Maryland (the "Campus"), among other properties. The
businesses are: (i) the lease to another licensed provider of a
skilled nursing facility (the "SNF"), which is located on the
Campus, as well as the lease of a building on the Campus to a
dialysis provider; (ii) an assisted living facility located on a
property separate from the Campus and also owned by FOCRE, and an
assisted living facility known as "memory care" facility that is
located on the Campus (together, the "ALFs" and each an "ALF"); and
(iii) an adult day care facility (the "ADC").
On October 23, 2024, the Debtors filed a Motion to sell the SNF
property to the Purchaser (the "Motion to Sell"). As explained more
fully therein, the Debtors seek an order from the Court authorizing
the sale free and clear of all liens, claims, and encumbrances to
the Purchaser. If the Motion to Sell is granted, the Debtors will
close on the proposed sale to the Purchaser within ninety days of
the order granting the sale, which will produce total net sale
proceeds sufficient to pay all creditors in full, with excess net
proceeds after payment of all creditors of at least $9,000,000.00.
The Court held an evidentiary hearing on the Motion to Sell on
December 17, 2024, and issued an oral ruling on January 17, 2025,
approving the proposed Sale of the Property to Purchaser. The Court
is reviewing the proposed form of order granting the Sale and is
anticipated to enter the Order promptly.
The Debtor has not only timely paid its postpetition obligations,
but it has also set aside all funds that would have otherwise been
paid to its Lender in the aggregate amount of otherwise regular
monthly payments, because the Lender stopped accepting payments
from the Debtor in July 2024 with respect to the Bonds and October
2024 with respect to the Commercial Loan. The Debtor, despite
incurring additional losses, has also maintained a sufficient cash
reserve to prudently manage its cash needs.
The Debtor seeks to continue its success under a confirmed plan in
this case. To that end, it has proposed a plan that will pay
creditors 100% of their allowed claims. Plans proposing to pay 100%
to creditors are rare, and the Debtor takes pride in its success
thus far in the case. The Debtor is committed to swiftly exiting
bankruptcy and paying all of its Allowed Claims in full.
Based on the Debtor's Schedules, the estimated General Unsecured
Claims total approximately $63,680.64, exclusive of the Defaulting
Purchaser's unliquidated claim.
Class 3 consists of Allowed General Unsecured Claims: After payment
of Class 1 and Class 2, and of any administrative priority claims
and Priority Tax Claims, and in full and complete satisfaction,
discharge and release of the Class 3 Claim(s), the Debtor shall pay
the Holders of Allowed Class 3 Claims without interest on the later
of (i) the date of the Closing to the Purchaser, as that term is
defined in Section 5(C) of the Plan; (ii) the Effective Date of the
Plan; or (iii) fourteen calendar days after a Class 2 Claim becomes
Allowed.
For the avoidance of doubt, if a Class 3 Claim is not allowed as of
either the Closing to the Purchaser or the Effective Date but
becomes Allowed thereafter, the Claim 3 Holder will be paid on the
fourteenth calendar day following entry of an Order allowing the
Class 3 Claim. Class 3 is unimpaired and therefore a Holder of a
Class 3 Claim is not entitled to vote to accept or reject the
Plan.
Class 4 consists of Allowed Interests. On the Effective Date, the
legal, equitable and contractual rights of the Holders of the
Interests in the Debtor shall be retained unaltered. Class 3 is
Unimpaired. As a result, pursuant to Section 1126(f) of the
Bankruptcy Code, each Holder of an Interest is conclusively deemed
to have accepted the Plan and, therefore, is not entitled to vote
to accept or reject the Plan.
The Plan will be funded from the net sale proceeds of the sale of
the SNF to the Purchaser. The closing of the proposed sale of the
SNF to the Purchaser (the "Closing") is anticipated to occur within
ninety days of a non-appealable and issued an oral ruling on
January 17, 2025, approving the proposed Sale of the Property to
Purchaser. The Court is reviewing the proposed form of order
granting the Sale and is anticipated to enter the Order promptly.
Thus, the Debtors anticipate that the Closing will occur no later
than approximately April 30, 2025 if the sale is approved and not
appealed; or within ninety days of a final order resolving an
appeal of this decision, if an appeal is taken of the Bankruptcy
Court's ruling on January 17, 2025.
A full-text copy of the Disclosure Statement dated January 21, 2025
is available at https://urlcurt.com/u?l=3GwzN5 from
PacerMonitor.com at no charge.
Counsel for the Debtors:
Catherine Keller Hopkin, Esq.
Jonathan A. Grasso, Esq.
Corinne Donohue Adams, Esq.
YVS LAW, LLC
185 Admiral Cochrane Drive, Suite 130
Annapolis, MD 21401
Tel: (443) 569-0788
Fax: (410) 571-2798
E-mail: chopkin@yvslaw.com
About Family of Care Real Estate Holding Co.
Family of Care Real Estate Holding Co. is a community-focused
nonprofit company that offers care and advice to seniors and their
families.
Family of Care Real Estate Holding Co. sought relief under Chapter
11 of the U.S. Bankruptcy Code (Bankr. D. Md. Case No. 24-18782) on
October 18, 2024. In the petition filed by Terry Weaver, as chief
financial officer, the Debtor reports estimated assets and
liabilities between $10 million and $50 million each.
The Debtor is represented by Catherine Keller Hopkin, Esq. at YVS
LAW, LLC.
FORM TECHNOLOGIES: S&P Raises ICR to 'B-', Outlook Stable
---------------------------------------------------------
S&P Global Ratings removed its CreditWatch placement on Form
Technologies LLC's existing ratings, where they were placed with
positive implications on Oct. 16, 2024, and raised its issuer
credit rating on the company to 'B-' from 'CCC'.
S&P said, "At the same time, we assigned our 'B-' issue-level
rating on Form's new $105 million revolving credit facility due
2030 and $665 million first-lien term loan due 2030. The recovery
rating is '3', indicating our expectation for meaningful (50%-70%;
rounded estimate: 55%) recovery for lenders in the event of a
payment default.
"The stable outlook reflects our forecast for S&P Global
Ratings-adjusted leverage in the low-6x area in 2025, pro forma for
the refinancing transaction, improving to the high-5x area in 2026
as lower fixed costs and execution of its growth strategy modestly
improves EBITDA. It also incorporates our expectation of negative
free operating cash flows through 2025 as the company invests to
support growth."
Form, a manufacturer of small precision engineered components,
completed its refinancing transaction on Jan. 21, 2025, addressing
maturity risk, reducing total debt and cash interest expense, and
improving near-term liquidity.
New debt financing consists of a $105 million revolving credit
facility due 2030 ($15 million drawn at close) and a $665 million
first-lien term loan due 2030. New capital also includes about $154
million of common equity and $150 million of pay-in-kind (PIK)
preferred equity. Form used the transaction proceeds to fully repay
its existing debt and pay transaction fees and expenses.
The upgrade reflects Form's improved liquidity and deleveraging
from the refinancing transaction. Form's refinancing addressed its
near-term maturities as the entire capital structure was coming due
in 2025. The refinancing also ensures the company has adequate
liquidity to fund operations and investments for growth. Form has
about $43 million of cash on hand and $90 million of availability
on its new revolver as of transaction close.
The refinancing lowers Form's total debt balances in part because
of decreased total term loan and revolver debt in the new capital
structure, and because preferred equity balances are now
significantly reduced. S&P said, "We forecast the company will have
$902 million of S&P Global Ratings-adjusted debt at the end of
2025, primarily consisting of the $665 million first-lien term loan
and $150 million of new PIK preferred equity (which we include as
debt in our adjusted credit measures)." This level of debt compares
to $1.5 billion as of Sept. 30, 2024, which included $503 million
of preferred equity. The refinancing transaction resulted in a
change of control, with funds controlled by Ares Management
acquiring a majority of the company's common equity from previous
owners Partners Group AG, Kenner & Co., and American Industrial
Partners. Common and preferred equity holders also include the D.
E. Shaw Group, Onex Credit, and Ripple Industries.
S&P said, "While we forecast the company's pro forma S&P Global
Ratings-adjusted leverage will remain high in the low-6x area in
2025, improving to the high-5x area in 2026, lower fixed charges
will likely allow the company to preserve liquidity and redirect
operating cash flow back into investments that support its future
growth. We expect annual cash interest expense to decrease to about
$64 million, a significant saving from about $89 million expected
in 2024 (including the favorable impact of interest rate swaps that
rolled off after the first half of 2024). Nevertheless, we project
its free operating cash flow (FOCF) will be moderately negative
through 2025 because we assume increased working capital will
support growth and growth capital expenditures (capex) will support
new plant openings and operational efficiency initiatives.
"We expect revenue growth in the 4%-6% area and operational
initiatives will modestly increase Form's EBITDA in 2025. Our 2025
forecast for revenue is supported by new program launches from
business won in 2023 and 2024. We also expect higher
content-per-vehicle in automotive end markets and higher enterprise
technology volumes (especially to data center end markets for
artificial intelligence, cloud, and gaming use cases) and new
production capabilities (for example, in aluminum and titanium
casting) and capacity expansions (namely, a Vietnamese plant
expected to begin operations in early 2025). This compares with our
forecast for flat year-over-year revenue in 2024 due to lower
volumes from weak automotive and consumer electronics end markets
fully offsetting higher enterprise technology volumes.
"We forecast Form's S&P Global Ratings-adjusted EBITDA margin will
remain in the 15%-16% area but grow moderately through 2025 on the
benefits of higher margin revenue, lower restructuring costs, a
continued ability to pass through cost inflation, and the benefits
from investments in automation and other cost-out initiatives.
"The stable outlook reflects our forecast for S&P Global
Ratings-adjusted leverage in the low-6x in 2025, pro forma for the
refinancing transaction, improving to the high-5x area in 2026 as
lower fixed costs and execution of Form's growth strategy modestly
improves EBITDA. It also incorporates our expectation of negative
free operating cash flows through 2025 as the company invests to
support growth."
S&P could lower its ratings on Form if it comes to view the capital
structure as unsustainable. This could occur if:
-- Operating performance is worse than we expected;
-- The company adopts a more aggressive financial policy; or
-- Negative FOCF constrains liquidity.
S&P could raise its ratings if:
-- S&P Global Ratings-adjusted debt to EBITDA remains below 6.5x
on a sustained basis, including potential future acquisitions and
shareholder rewards; and
-- The company generates consistently positive FOCF.
FRISCO CHIC: Unsecureds to Get $780 per Month for 60 Months
-----------------------------------------------------------
Frisco Chic Nails and Spa Corp. filed with the U.S. Bankruptcy
Court for the Eastern District of Texas a Plan of Reorganization
dated January 19, 2025.
Founded in 2022, the Debtor is a family owned and operated nail
salon. The Debtor currently operates out of its leased location at
10710 Eldorado Pkwy., Ste. 120, Frisco, Texas 75035.
The Debtor is currently owned fifty-one percent by Sophia Meas and
forty-nine percent by Jasmin Diaz Bautista. After confirmation, Ms.
Meas and Ms. Bautista will remain the owners of the Debtor.
Due to cash flow issues resulting from a drop in revenue in the
year 2023, the Debtor was unable meet its monthly debt obligations.
Making matters worse, the Debtor was unable to secure additional
capital to fund operations. The net effect was that the Debtor did
not have sufficient liquidity to continue its business outside the
protection of the Bankruptcy Court and was forced to seek relief
pursuant to Chapter 11 of the Bankruptcy Code.
Class 3 consists of Allowed General Unsecured Claims. The Debtor
shall make sixty consecutive monthly payments commencing thirty
days after the Effective Date in the amount of $780.00, which
constitutes the Debtor's Disposable Income identified on the
Debtor's Projections. The Holders of Allowed Unsecured Claims shall
receive their pro rata share of the monthly payment.
In the event the Plan is a nonconsensual plan under Section
1191(b), the Debtor shall make sixty consecutive monthly payments
commencing thirty days after the Effective Date in the amount of
the Monthly Payment, which amount equals the Debtor's Disposable
Income identified on the Debtor's Projections. The Holders of
Allowed Unsecured Claims shall receive their pro rata share of the
Monthly Payment. The Class 3 Claimants are impaired and entitled to
vote on the Plan.
Class 4 consists of Allowed Equity Interests in the Debtor. The
current owners, Sophia Meas and Jasmin Diaz Bautista, will receive
no payments under the Plan; however, Ms. Meas and Ms. Bautista will
be allowed to retain their ownership in the Debtor.
From and after the Effective Date, the Debtor will continue to
exist as a Reorganized Debtor. By reducing the Debtor's monthly
obligations to creditors to the Reorganized Debtor's Disposable
Income, the Reorganized Debtor will have sufficient cash to
maintain operations and will allow the Reorganized Debtor to
successfully operate following the Effective Date of the Plan.
During the period from the Confirmation Date through and until the
Effective Date, the Debtor shall continue to operate its business
as a debtor-in-possession, subject to the oversight of the
Bankruptcy Court as provided in the Bankruptcy Code, the Bankruptcy
Rules, and all orders of the Bankruptcy Court that are then in full
force and effect. In addition, the Debtor may take all actions as
may be necessary or appropriate to implement the terms and
conditions of the Plan. Upon Confirmation of the Plan, all actions
required of the Debtor to effectuate the Plan shall be deemed
authorized and approved in all respects.
A full-text copy of the Plan of Reorganization dated January 19,
2025 is available at https://urlcurt.com/u?l=mUZ1dE from
PacerMonitor.com at no charge.
Counsel to the Debtor:
Brandon J. Tittle, Esq.
Tittle Law Group, PLLC
5465 Legacy Dr., Ste. 650
Telephone: (972) 731-2590
Email: btittle@tittlelawgroup.com
About Frisco Chic Nails and Spa Corp.
Frisco Chic Nails and Spa Corp. is a family owned and operated nail
salon.
The Debtor sought protection for relief under Chapter 11 of the
Bankruptcy Code (Bankr. E.D. Tex. Case No. 24-42506) on Oct. 23,
2024, listing up to $50,000 in assets and $100,001 to $500,000 in
liabilities.
Judge Brenda T Rhoades presides over the case.
Brandon John Tittle, at Tittle Law Group, PLLC, is the Debtor's
counsel.
GABHALTAIS TEAGHLAIGH: Reaches Agreement with Unsecured Claimants
-----------------------------------------------------------------
Gabhaltais Teaghlaigh LLC submitted a Third Amended Disclosure
Statement describing Third Amended Chapter 11 Plan dated January
21, 2025.
The debtor intends to pay all creditors in accordance with the
requirements of the Bankruptcy Code, and chapter 11 in particular.
Said payments will be made by the liquidation of some, or perhaps
all, of the properties the Debtor currently owns, in addition to
cash on hand.
The Torrington, CT, property has already been sold, and the surplus
proceeds are being held in a separate Debtor-in-Possession bank
account. The surplus proceeds will be used to pay any deficiencies
on secured claims first, then to unsecured general claimants.
In addition, Enterprise and GabTeag have agreed on a path forward
which includes the sale of the Lowell property which will pay
Enterprise in full. A sale has been approved by the bankruptcy
court and closing is scheduled for June15, 2025, after the
purchaser has conducted due diligence regarding its plans for the
property. The sale terms require the closing of the sale be no
later than Nov 2025 but could close as early as March of 2025,
depending on the results of the due diligence. This timeline meets
the timeline of this plan and is within 12 months.
GabTeag has come to an agreement with the general unsecured
claimants for a 50% reduction of monies owed which will be
disbursed along with a release of claim 30 days after approval of
the Plan of Reorganization by the Court. These monies will be taken
from the Torrington Bank Account which currently has a balance of
$84,446.01. The sum total of the settlement amount to the general
unsecured claimants is $30,893.
The Implementation of the Plan does not rely solely on the outcome
of GabTeag's adversary proceeding against Synergy and/or OHP, LLC,
or the sale of the Lowell property. GabTeag has been successful in
its legal claims against Synergy and OHP, LLC, hus far. Should
GabTeag not prevail in the pending appeal, this plan will be
further amended, whether pre-confirmation or post-confirmation.
Once the Lowell property is sold, the only creditor(s) to deal with
are the "Synergy" claimants, and it is not clear at this time who
that it. However, there is no intention of having the plan last
longer than 12 months after confirmation, with all claimant issues
being settled, Enterprise being paid in full, and the outcome of
the Synergy/OHP, LLC, litigation settled.
The balances are from payoff statements given to the debtor from
the two mortgage holders at the time of the foreclosure (June 15,
2022). The debtor's manager has calculated Synergy's payoff and
believes the payoff owed to Synergy is even lower.
Payment of all funds owed to unsecured general claimants will be
used from the Torrington escrow account to the extent possible.
Payment to Enterprise Bank will come from the sale of the Lowell
property. If necessary, funds from rents collected from the Lowell
property will also be used to pay unsecured claims, but only after
expenses relating to the Lowell property are paid.
A full-text copy of the Third Amended Disclosure Statement dated
January 21, 2025 is available at https://urlcurt.com/u?l=vA7mQE
from PacerMonitor.com at no charge.
Attorney for the Debtor:
David G. Baker, Esq.
236 Huntington Avenue Room 317
Boston, MA 02115
Email: david@bostonbankruptcy.org
Telephone: (617) 367-4260
About Gabhaltais Teaghlaigh
Gabhaltais Teaghlaigh, LLC, is a real estate rental company that
immediately prior to the petition date, owned 6 residential or
commercial properties.
Gabhaltais Teaghlaigh sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. D. Mass. Case No. 22-10839) on June
15, 2022. In the petition filed by Virginia Hung, as member,
Gabaltais Teaghlaigh LLC listed under $50,000 in both assets and
liabilities.
The case is assigned to Judge Christopher J. Panos.
David G. Baker, at Baker Law Offices, is the Debtor's counsel.
GRAND VALLEY: Court Extends Use of Cash Collateral Until Jan. 31
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of North
Carolina extended Grand Valley MHP, LLC's authority to use cash
collateral until Jan. 31.
The interim order authorized the company to pay its expenses from
the cash collateral in accordance with its projected budget,
subject to a 10% variance.
The order granted secured creditors replacement liens on the
company's assets except causes of action, with the same priority as
their pre-bankruptcy liens.
The next hearing is scheduled for Feb. 6.
About Grand Valley MHP
Grand Valley MHP, LLC operates in the mobile home park industry,
managing and providing residential spaces for mobile homeowners.
The company primarily focuses on leasing land and facilities to
individuals or families who own mobile homes, offering essential
services such as land maintenance, utility connections, and
sometimes community amenities.
Grand Valley MHP sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. N.C. Case No. 24-03431 with $10
million to $50 million in both assets and liabilities. The petition
was signed by Neil Carmichael Bender, II as manager.
Judge Pamela W Mcafee oversees the case.
The Debtor is represented by:
Bradley S. Shraiberg, Esq.
Shraiberg Page, PA
2385 NW Executive Center Dr, Suite 300
Boca Raton, FL 33431
Tel: 561-443-0800
Email: bss@slp.law
H-FOOD HOLDINGS: S&P Assigns 'BB' Rating on $150MM DIP Term Loan
----------------------------------------------------------------
S&P Global Ratings assigned a point-in-time 'BB' issue-level rating
to the U.S.-based H-Food Holdings LLC's $150 million
debtor-in-possession (DIP) delayed-draw, new money term loan
facility. The rating is based on its debtor credit profile (DCP)
assessment of Hearthside and reflects S&P's view of the credit risk
borne by DIP term loan lenders.
H-Food Holdings, doing business as Hearthside, is operating under
the protection of Chapter 11 of the U.S. Bankruptcy Code following
a pre-negotiated filing on Nov. 22, 2024.
S&P's 'BB' DIP issue-level rating on Hearthside's DIP term loan
reflects the credit risk borne by the DIP lenders. It assessed the
credit risk attributable to the company's DIP term loan facility as
follows:
-- Hearthside's ability to meet its financial commitments during
bankruptcy through S&P's DCP assessment;
-- Prospects for full repayment through reorganization and
emergence from Chapter 11 via S&P's capacity for repayment at
emergence (CRE) assessment; and
-- Potential for full repayment in a liquidation scenario via
S&P's additional protection in an additional protection in a
liquidation scenario (APLS).
S&P said, "Our 'b+' DCP assessment reflects our view of
Hearthside's weak business risk profile and aggressive financial
risk profile. Our business risk assessment of weak reflects
Hearthside's declining operating efficiency resulting from lower
volumes and a substantial fixed-cost base, its dependence on the
business decisions of its customers, and its geographic
concentration. These factors are partially offset by the company's
greater scale and product focus than smaller peers and good market
position in the categories in which it competes. From a financial
risk perspective, our DCP assessment on Hearthside reflects a
substantially reduced debt burden in bankruptcy (approximately $2.7
billion at the time of filing) and the relatively modest amount of
funded DIP debt ($150 million). We exclude Hearthside's prepetition
debt in our calculation of key credit metrics because the DIP term
loan is senior on a lien and priority basis and the prepetition
debt is subject to an automatic stay on collection and enforcement
actions as part of the reorganization process. Still, the company
has about $375 million of operating and capital leases that we
expect will not be rejected, which we include in our debt
calculation. Our adjusted debt also includes about $113 million of
working capital benefits attributable to Hearthside's participation
in its customers' supply chain finance programs, which we treat as
a debt-like obligation, in line with their value as of Dec. 31,
2023. Based on an S&P Global Ratings-adjusted EBITDA of $165
million for the annualized December 2024-March 2025 period, we
calculate leverage of about 3.8x through the bankruptcy,
representing a significant decline from prepetition levels of well
above 24x. Our DCP assessment is, however, constrained by our
expectation of negative free operating cash flow (FOCF), due to a
contraction in the company's operating margins stemming from lower
volumes due to sharp inflation, volatile end-market demand,
customers' focus on maximizing internal capacity utilization, and
higher labor expenses. We expect the company's cash flow will
remain negative throughout the bankruptcy due to these factors,
coupled with working capital investments, capital expenditures
(capex), and ongoing lease payments. This leads to what we consider
an aggressive financial risk profile.
"Our CRE assessment of strong coverage of the DIP term loan in an
emergence scenario indicates coverage greater than 250%. Our CRE
assessment contemplates a reorganization and addresses whether the
company's exit capital structure will be sustainable
post-bankruptcy. Our CRE assessment of strong coverage of the term
loan (over 6.0x) provides an uplift of two notches over the DCP,
resulting in a 'BB' DIP issue-level rating. We assess repayment
prospects for purposes of the CRE assessment on the basis that all
the DIP facilities are required to be repaid in cash in full upon
emergence, consistent with super-priority status under the U.S.
Bankruptcy Code.
"Our assessment of Hearthside's APLS suggests full repayment of the
DIP loan, even if the company is unable to reorganize, resulting in
an additional one-notch uplift. Our DIP methodology considers
Hearthside's ability to fully repay DIP debt, even in a scenario
where it cannot reorganize under bankruptcy protection and is
forced to either liquidate its assets or enter into a forced sale
as a going concern under distressed conditions. Using a distressed
valuation of the business as a going concern under a forced sale
scenario, we estimate coverage at about 281%, above the 125%
threshold to achieve an additional notch enhancement. It indicates
Hearthside's ability to repay the DIP debt in a liquidation
scenario and results in a one-notch uplift from the DCP.
"The potential for conversion of the DIP debt into equity at
emergence constrains our issue rating. If the restructuring is
completed as expected under the restructuring support agreement,
the DIP lenders will have an option to contribute their claims, in
lieu of cash funding, in a $200 million equity rights offering,
which would have junior payment status to the planned exit credit
facilities including a $375 million asset-based lending revolving
credit facility and a $725 million term loan. We believe these
terms reflect substantial ranking risk and reflect this in our
analysis by adjusting our final DIP issue rating down by one notch
to 'BB'."
IFR FOUNDATION: Gets OK to Use Cash Collateral Until Feb. 10
------------------------------------------------------------
IFR Foundation Repair Inc. received interim approval from the U.S.
Bankruptcy Court for the Northern District of Texas, Fort Worth
Division, to use cash collateral from Jan. 27 to Feb. 10.
The company requires the use of cash collateral to maintain
operations, pay employees, meet vendor obligations, and ensure the
viability of the business as it reorganizes.
The Pinnacle Bank, a secured creditor, will be granted a
replacement lien on all post-petition accounts receivable and their
proceeds to the extent of any diminution in value of
its collateral.
As of Nov. 30, 2024, IFR estimates its accounts receivable to be
approximately $209,411 (for periods under 90 days) and its annual
income for 2024 to be approximately $2.5 million.
IFR projects monthly income of $215,786, and net monthly surplus of
$9,608, ensuring the preservation of the value of the collateral.
The final hearing is set for Feb. 20. Objections are due by Feb.
18.
About IFR Foundation Repair Inc.
IFR Foundation Repair Inc. engages in the business of concrete slab
stabilization, pier and beam repair and adjustment, drainage
correction, and retaining wall repair in the DFW area. It was
founded in 2007 and has been continually operated by its president
and chief executive officer Jeff Marshall.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Tex. Case No. 25-40111-elm11) on
January 10, 2025. In the petition signed by Marshall, the Debtor
disclosed up to $500,000 in both assets and liabilities.
Judge Edward L. Morris oversees the case.
Clayton L. Everett, Esq., at Norred Law, PLLC, represents the
Debtor as bankruptcy counsel.
IM3NY LLC: Case Summary & 17 Unsecured Creditors
------------------------------------------------
Two affiliates that simultaneously filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
iM3NY LLC (Lead Case) 25-10131
1093 Clark Street
Endicott, NY 13760
Imperium3 New York, Inc. 25-10132
1093 Clark Street
Endicott, NY 13760
Business Description: iM3NY LLC, through its subsidiary Imperium3
New York, Inc., is a New York-based
manufacturer of lithium-ion batteries,
founded in 2017 by a consortium of companies
including Charge CCCV LLC ("C4V"), Magnis
Energy Technologies Ltd, Boston Energy and
Innovation, Primet Precision Materials, and
C&D Assembly. The Company was established
to promote domestic manufacturing in the
U.S. and to leverage C4V's exclusive U.S.
manufacturing license for prismatic cell
design, supply chain, and production
processes. Operating from its state-of-the-
art facility in Endicott, New York, iM3NY
aims to be the first U.S. company to achieve
large-scale ("Giga-scale") lithium-ion
battery production.
Chapter 11 Petition Date: January 27, 2025
Court: United States Bankruptcy Court
District of Delaware
Judge: Hon. Brendan Linehan Shannon
Debtors'
General
Bankruptcy
Counsel: William E. Chipman, Jr., Esq.
CHIPMAN BROWN CICERO & COLE, LLP
Hercules Plaza
1313 North Market Street, Suite 5400
Wilmington, DE 19801
Tel: (302) 295-0191
Email: chipman@chipmanbrown.com
Debtor's
Financial
Advisor: NOVO ADVISORS
Debtors'
Investment
Banker: HILCO CORPORATE FINANCE
Debtors'
Noticing
Claims Management
and Reconciliation
Consultant: STRETTO, INC.
Lead Debtor's
Estimated Assets: $50 million to $100 million
Lead Debtor's
Estimated Liabilities: $100 million to $500 million
The petitions were signed by Lukasz P. Cianciara as chief executive
officer.
Full-text copies of the petitions are available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/CN22SQY/iM3NY_LLC__debke-25-10131__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/CLKYBLY/Imperium3_New_York_Inc__debke-25-10132__0001.0.pdf?mcid=tGE4TAMA
Consolidated List of Debtors' 17 Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. Ramboll Americas Integrated Trade Claim $4,221,029
Solutions, Inc.
500 First Ave
Pittsburgh, PA 15219
Tel: 315-956-6100
2. mPLUS Trade Claim $3,885,975
27 Oksansandan-ro
Cheongju-si, Chungcheongbuk-do
South Korea
Attn: John Kang
Tel: 82-10-2907-6340
Email: support@mplusonline.com
3. Phoenix Endicott Industrial Trade Claim $2,655,764
401 E Kilbourn Ave
Suite 201
Milwaukee, WI 53202
Attn: Max Sampson
Tel: 414-283-2600
4. Hana Technologies Trade Claim $1,990,099
56-7 Jeonnamugol-gil 3
Veon-gil Namsa-myeon
Cheon-gu Yongin-si, Gyeonggi-do
South Korea
Tel: +82 31 8053 4059
Email: info@hana.family
5. Latham & Watkins LLP Trade Claim $781,398
555 West Fifth St
Suite 300
Los Angeles, CA 90013-1020
Tel: 213-891-1200
Email: jeff.bjork@lw.com;
ana.obrien@lw.com
6. Dongguan Gelon LIB Co., LTD Trade Claim $313,977
Building C1, Guangda We Vally
Keji No 4 Rd, Songshan Lake
Dongguan, Guangdong 523808
China
Attn: Jessy Chen
Tel: 86 13925517693
Fax: 33 2 40 38 40 00
7. San Felipe Operating LLC Trade Claim $99,145
777 Post Oak Blvd
Suite 430
Houston, TX 77056
Attn: Matthew Laterza
Tel: 713-859-9770
8. Armor Battery Films Trade Claim $98,998
20, rue Chevreul
Nantes, CS 90508
France
Attn: Brandon Zembrodt
Tel: 513 609 3163
9. Norton Rose Fulbright Trade Claim $80,742
2200 Ross Ave
Suite 3600
Dallas, TX 75201
Attn: Tony L Gilbert
Tel: 214-855-7171
Email: dan.mckenna@nortonrosefulbright.com
10. Bloomberg Finance LP Trade Claim $21,529
731 Lexington Ave
New York, NY 10022
Tel: 212-318-2000
11. Matco Electric Corporation Trade Claim $19,450
3913 Gates Rd
Vestal, NY 13850
Tel: 607-729-4921
Email: kelliott@matcoelectric.com;
info@matcoelectric.com
12. ColumbiaSoft Corporation Trade Claim $9,960
15495 SW Sequoia Parkway
Suite 190
Portland, OR 97224
Attn: Linda Wilmes-Smith
Tel: 503-608-3260
Fax: 503-274-0508
13. Evan's Mechanical Inc. Trade Claim $8,128
314 Maple St
Endicott, NY 13760
Attn: Josh Barnes
Tel: 607-343-5396
Fax: 607-754-9246
14. Apex Logistics Trade Claim $3,689
International (NY) Inc.
145-68 228th St,
Unit 3-4
Springfield Gardens, NY 11413
Attn: Tim Joyce
Tel: 310-735-8203
Email: info@apexglobe.com
15. Airgas Inc. Trade Claim $2,184
PO Box 734445
Chicago, IL 60673
Attn: SMB Team
Tel: 216-642-2800
Email: noc.br.462.chicago@airgas.com
16. LION Smart GmbH Trade Claim $1,962
Parkring 11-13
Garching, 85748
Germany
Attn: Patrick Schubert
Tel: +49 89 360363200
Email: info@lionsmart.com
17. Hanover Insurance Group Trade Claim $1,311
PO Box 580045
Charlotte, NC 28258
Tel: 800-922-8427
INDEPENDENCE CONTRACT: To Cease SEC Filings After Bankruptcy Exit
-----------------------------------------------------------------
Independent Contract Drilling, Inc. disclosed in a Form 8-K Report
filed with the U.S. Securities and Exchange Commission that on
January 9, 2025, the U.S. Bankruptcy Court for the Southern
District of Texas entered Order:
(i) Approving the Disclosure Statement of the Company and its
debtor-affiliate, Sidewinder Drilling LLC, on a Final Basis and
(ii) Confirming the First Amended Joint Prepackaged Plan of
Reorganization Pursuant to Chapter 11 of the Bankruptcy Code.
As previously disclosed, on December 2, 2024, the Company and
Sidewinder Drilling filed a petition 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. ICD will continue
to operate its business as a debtor-in-possession under the
jurisdiction of the Bankruptcy Court and in accordance with the
applicable provisions of the Bankruptcy Code and the orders of the
Bankruptcy Court.
Summary of the Plan
The Plan contemplates, among other things, the following:
* Holders of allowed other secured claims (excluding holders
of claims under the Revolving ABL Credit Agreement), other priority
claims, and general unsecured claims are unimpaired under the
Plan.
* Noteholders under the Convertible Notes will receive their
Pro Rata share of the (a) 100% of the common stock of the
Reorganized ICD authorized to be issued and outstanding on or after
the Effective Date pursuant to the Plan, subject to dilution on
account of any equity issued pursuant to the Management Incentive
Plan and (b) on account of the Additional Notes, solely $7,500,000,
plus the amount of accrued and unpaid interest on the Additional
Notes, in principal amount of the Exit Facility Term Loans. An
aggregate of 1,000,000 shares of New Common Stock of Reorganized
ICD will be issued on the Effective Date to the Noteholders
pursuant to the same.
* The cancellation of the Company's common stock, the
conversion of substantially all of the claims arising under,
derived from, or based upon the Indenture into equity in the
Debtors, or any successor or assign thereto, by merger,
consolidation or otherwise, on and after the Effective Date, and
the payment in full of all Allowed General Unsecured Claims.
* A DIP Facility to be provided by the Noteholders to support
the Company's ongoing operations and obligations and repay
outstanding revolving credit obligations and vendors and
employees.
* On the Effective Date, the Reorganized Debtors shall enter
into the Exit ABL Facility and Exit Term Loan Facility, the terms
of which will be set forth in the Exit Facilities documents.
* The Plan contains certain releases and injunctions,
including releases between the Debtors and the Reorganized Debtors,
on one hand, and certain Released Parties on the other hand. The
"Released Parties" under the Plan include the Debtors, Reorganized
Debtors, DIP Lenders, the Noteholders, the Indenture Trustee, the
Revolving ABL Agent, the Revolving ABL Lenders, the Exit Facility
Agents, the lenders under the Exit Facilities, any statutory
committee appointed in the Chapter 11 Cases and its members, and
their representatives, advisors, Affiliates, and agents, including
the Debtors current and former directors and officers.
Capital Structure
There were 15,142,611 shares of the Company's common stock
outstanding as of January 9, 2025. On the Effective Date, the
Company's common stock will be cancelled, released, and
extinguished, and the holders thereof will not receive a
distribution or compensation on account of their equity interests.
Under the Plan, the Post-Effective Date Debtors' New Organizational
Documents will become effective on the Effective Date. The
Reorganized ICD Interests issued pursuant to the Plan will be
issued pursuant to the exemption from the registration requirements
of the Securities Act of 1933, as amended under Section 4(a)(2) of
the Securities Act or other available exemption from registration
under the Securities Act, as applicable.
As of the Effective Date, the Company expects to issue and have an
aggregate of approximately 1,000,000 shares of New Common Stock
issued and outstanding. The New Common Stock is not expected to be
listed on any national securities exchange.
Information regarding the assets and liabilities of the Company as
of the most recent practicable date is hereby incorporated by
reference to the Company's Quarterly Report on Form 10-Q for the
quarter ended September 30, 2024, filed with the SEC on November
19, 2024.
In connection with the completion of the Debtors' restructuring and
emergence from Chapter 11, ICD intends to file a Form 15 with the
SEC on the Effective Date for the purpose of terminating the
registration of ICD's Class A Common Stock under the Exchange Act.
Upon filing the Form 15 for the Class A Common Stock, ICD will
immediately cease filing any further periodic or current reports or
other filings with the SEC under the Exchange Act.
About Independence Contract Drilling Inc.
Independence Contract Drilling, Inc., and its affiliates provide
land-based contract drilling services for a broad array of oil and
natural gas producers in the United States. The Company utilizes
its specialized drilling rig fleet, including super-spec,
AC-powered rigs, to support exploration by targeting unconventional
oil and natural gas resources in geographic regions that can be
leveraged by the Debtors' primary Houston, Texas, Midland, Texas,
Odessa, Texas, and Coushatta, Louisiana facilities.
Independence Contract Drilling and its affiliates sought relief
under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Lead
Case No. 24-90612) on December 2, 2024. In the petition signed by
J. Anthony Gallegos, Jr., as president and chief executive officer,
Independence reported total assets of $356,854,000 and total debt
of $216,785,000 as of Sept. 30, 2024.
The Honorable Bankruptcy Judge Alfredo R. Perez handles the cases.
Sidley Austin LLP is the Company's restructuring counsel, Riveron
is the restructuring advisor, and Piper Sandler is the investment
banker. Kroll is the claims agent.
Latham & Watkins LLP is legal counsel for the Noteholders.
INNOVATIVE DESIGNS: Board Elects 2 Directors & Appoints 2 Officers
------------------------------------------------------------------
Innovative Designs, Inc., filed a Form 8-K with the Securities and
Exchange Commission, disclosing that on Jan. 10, 2025, the Board of
Directors of the Company held a special meeting for the purpose of
formally electing two new members of the Board of Directors and
appointing two new officers.
The Board unanimously elected Joseph Riccelli Jr. and John Spagnolo
as directors and appointed Mr. Riccelli as the permanent chief
executive officer. Additionally, Mr. Donald Garlotta was appointed
Secretary of the Board of Directors. These appointments are
effective immediately.
About Innovative Designs
Headquartered in Pittsburgh, Pennsylvania, Innovative Designs, Inc.
operates in two separate business segments: a house wrap for the
building construction industry and cold weather clothing. Both of
the Company's segment lines use products made from Insultex, which
is a low-density polyethylene semi-crystalline, closed cell foam in
which the cells are totally evacuated, with buoyancy, scent block,
and thermal resistant properties.
Kennett Square, Pa.-based RW Group, LLC, the Company's auditor
since 2021, issued a "going concern" qualification in its report
dated Feb. 22, 2024, citing that the Company had net losses and
negative cash flows from operations for the years ended Oct. 31,
2023, and 2022 and an accumulated deficit at Oct. 31, 2023, and
2022. These factors raise substantial doubt about the Company's
ability to continue as a going concern for one year from the
issuance date of these financial statements.
Innovative Designs reported a net loss of $301,378 for the year
ended Oct. 31, 2023, compared to a net loss of $225,489 for the
year ended Oct. 31, 2022. In addition, the Company has an
accumulated deficit of $10,636,957 at Oct. 31, 2023.
IQSTEL INC: Registers 15M Shares for Possible Resale
----------------------------------------------------
iQSTEL Inc. filed a preliminary prospectus on Form S-1 with the
U.S. Securities and Exchange Commission to cover the resale by the
Company's selling shareholder -- ADI Funding LLC -- of up to an
aggregate of 15,000,000 shares of common stock issuable upon
exercise of a common stock purchase option. The Company will
receive cash from the sale of the Option, if exercised, which it
intends to use as working capital.
The selling shareholder or its permitted transferees, pledgees,
assignees, distributees, donees or successors or others who later
hold any of the selling shareholder's interests in the shares of
common stock described in the prospectus may offer and sell the
shares of common stock described in this prospectus in a number of
different ways and at varying prices.
iQSTEL's common stock is quoted on OTCQX Market under the symbol
"IQST." The last reported sale price of its common stock on January
15, 2025, was $0.198 per share.
A full-text copy of the preliminary prospectus is available at:
https://tinyurl.com/2r85y6c8
About iQSTEL Inc.
Coral Gables, Fla.-based iQSTEL Inc. (OTCQX: IQST) is a technology
company with operations in 19 countries and a workforce of 70
employees. The company provides advanced services through its
Telecom Division, which offers VoIP, SMS, proprietary Internet of
Things (IoT) solutions, and international fiber-optic connectivity.
This division generates all of iQSTEL's revenues and operates
through subsidiaries including Etelix, SwissLink Carrier, Smartbiz
Telecom, Whisl Telecom, IoT Labs, and QGlobal SMS.
For the year ended December 31, 2023, iQSTEL reported a loss of
$219,436, a significant improvement from the loss of $5,865,761 in
the year ended December 31, 2022. As of June 30, 2024, iQSTEL had
$29,986,660 in total assets, $22,414,781 in total liabilities, and
$7,571,879 in total stockholders' equity.
Pittsburgh, Pa.-based Urish Popeck & Co., LLC, the company's
auditor since 2020, issued a "going concern" qualification in its
report dated April 1, 2024. The report cites recurring losses from
operations and insufficient revenue sources to cover operating
costs, raising substantial doubt about the company's ability to
continue as a going concern.
IYA FOODS: Gets Interim OK to Use Cash Collateral
-------------------------------------------------
Iya Foods Inc. received interim approval from the U.S. Bankruptcy
Court for the Northern District of Illinois to use cash collateral
until Feb. 1 to pay its operating expenses.
The company was authorized to use cash collateral to pay up to 110%
of the amount set forth in its budget, either by line item or in
the aggregate, measured on a weekly basis.
The project shows total expenses of $16,152.33 for the week ending
Jan. 19; $1,392.20 for the week ending Jan. 26; $28,012.08 for the
week ending Feb. 2; and $10,313.78 for the week ending Feb. 9.
The U.S. Small Business Administration and Village Bank and Trust,
N.A. were granted a post-petition security interest in and lien on
the same type or form of collateral that secured their
pre-bankruptcy claims as of the petition date.
Village Bank and Trust can be reached through its counsel:
Andrew H. Eres, Esq.
Dickinson Wright PLLC
55 W. Monroe, Suite 1200
Chicago, IL 60603
Phone; 312-377-7891
Email: aeres@dickinson-wright.com
About Iya Foods Inc.
Iya Foods Inc. is a company that specializes in producing and
offering African superfoods. Their products are plant-based,
gluten-free, non-GMO, kosher, and free from preservatives,
additives, or artificial ingredients. The company focuses on
creating nutritious and delicious ingredients that can be used in a
variety of recipes, making them accessible to people with dietary
preferences or restrictions, such as those following vegan or
gluten-free diets.
Iya Foods Inc. sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Ill. Case No.: 25-00341) on January
10, 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 Deborah L. Thorne handles the case.
The Debtor is represented by:
Justin R. Storer
Law Office Of William J. Factor
Tel: 312-373-7226
Email: jstorer@wfactorlaw.com
KC TRANSPORT: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: KC Transport, LLC
c/o Kenneth Cole Wirth
35212 County Road 127
Sidney, MT 59270
Chapter 11 Petition Date: January 24, 2025
Court: United States Bankruptcy Court
District of Montana
Case No.: 25-10010
Debtor's Counsel: James A. Patten, Esq.
PATTEN PETERMAN BEKKEDAHL & GREEN, PLLC
2817 Second Ave N Ste 300
Billings MT 59101
Email: APATTEN@PPBGLAW.COM
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Kenneth Cole Wirth as authorized
representative of the Debtor.
The Debtor failed to include a list of its 20 largest unsecured
creditors in the petition.
A full-text copy of the petition is available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/MY5ILFY/KC_Transport_LLC__mtbke-25-10010__0001.0.pdf?mcid=tGE4TAMA
KING'S MOVING: Court Extends Use of Cash Collateral Until March 13
------------------------------------------------------------------
King's Moving & Storage, Inc. received interim approval from the
U.S. Bankruptcy Court for the District of Kansas to use cash
collateral until March 13, marking the third extension since the
company's Chapter 11 filing.
The third interim order signed by Judge Mitchell Herren approved
the use of cash collateral for the period from the petition date to
March 13 in accordance with the company's projected budget.
As adequate protection, the company was ordered to make a monthly
payment of $6,697.56 to Equity Bank and $339 to the U.S. Small
Business Administration. Additionally, both creditors will receive
a replacement lien with the same priority as their pre-bankruptcy
liens.
A final hearing is set for March 13, with objections due by March
6.
Equity Bank can be reached through its counsel:
Karl R. Swartz, Esq.
Morris, Laing, Evans, Brock & Kennedy, Chtd.
300 N. Mead, Suite 200
Wichita, KS 67202
Phone: (316) 262-2671
Email: kswartz@morrislaing.com
About King's Moving & Storage
King's Moving & Storage, Inc. is primarily engaged in providing
local or long-distance specialized freight trucking. It conducts
business in Wichita, Kansas.
King's Moving & Storage filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. D. Kansas Case No.
24-10850) on August 30, 2024, listing up to $50,000 in assets and
$1 million to $10 million in liabilities. Britt D. King, president
of King's Moving & Storage, signed the petition.
Judge Mitchell L Herren presides over the case.
The Debtor is represented by:
Nicholas R Grillot, Esq.
Hinkle Law Firm, L.L.C.
Tel: 316-267-2000
Email: ngrillot@hinklaw.com
-- and --
Lora J. Smith, Esq.
Hinkle Law Firm, L.L.C.
Tel: 316-267-2000
Email: lsmith@hinklaw.com
KULR TECHNOLOGY: CEO Michael Mo Holds 8.99% Equity Stake
--------------------------------------------------------
Michael Mo disclosed in a Schedule 13D/A filed with the U.S.
Securities and Exchange Commission that as of January 16, 2025, he
may be deemed to beneficially own an aggregate of 24,941,340 shares
of Common Stock, representing 8.99% of the 73,554,067 shares of
Common Stock issued and outstanding and assumes the issuance of
3,786,230 shares underlying various restricted stock units granted
to Mr. Mo, even though they are not expected to settle or vest
within 60 days of January 17.
The beneficial amount owned includes:
(i) 19,755,110 shares held directly by Mr. Mo
(ii) 1,400,000 shares held jointly by Mr. Mo and his spouse,
Linda Mo, and
(iii) an aggregate of 3,786,230 shares underlying various
restricted stock unit grants, even though they are not expected to
settle or vest within 60 days of January 17, but excludes, shares
held by Mr. Mo's son Alexander Mo and shares held by Mr. Mo's son
Brandon Mo, over which shares Mr. Mo disclaims beneficial
ownership, as Mr. Mo has no control over the dispositive or voting
power over the shares and his sons no longer live in the same
household as Mr. Mo.
On January 16, 2025, the Board approved the issuance of 270,000
shares of Preferred Stock to Mr. Mo. He is the sole holder of all
issued and outstanding shares of Preferred Stock and after giving
effect to the voting rights of such Preferred Stock and the voting
rights of the Common Stock beneficially owned by Mr. Mo (assuming
the vesting and settlement of all RSUs held by Mr. Mo), the
aggregate voting power held by Mr. Mo would be 33.11% of all voting
rights of the Issuer's voting securities (based on 377,340,297
aggregate votes).
A full-text copy of Mr. Mo's SEC Report is available at:
https://tinyurl.com/3bke7yns
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.
As of September 30, 2024, KULR had $12,354,812 in total assets,
$7,180,785 in total liabilities, and $5,174,027 in total
stockholders' equity.
KULR TECHNOLOGY: Collaborates With Scripps on Carbon Electrode Tech
-------------------------------------------------------------------
KULR Technology Group, Inc., has announced an innovative
collaboration with the prestigious Scripps Research Institute's
Baran Lab. Together, the teams have developed a groundbreaking
pyrolytic carbon (PC) electrode material, poised to transform
synthetic organic electrochemistry.
The jointly developed electrode is a low-cost, robust, and
versatile alternative to traditional amorphous carbon materials
such as reticulated vitreous carbon (RVC) and glassy carbon (GC).
With unparalleled mechanical strength and reactivity comparable to
RVC and GC, this novel PC material overcomes the limitations of
cost and scalability that have historically constrained large-scale
synthetic organic applications.
Key Advancements:
* Affordable and Scalable: The pyrolytic carbon electrodes are
produced using a proprietary chemical vapor deposition (CVD)
process, significantly reducing manufacturing costs and making
large-scale synthesis feasible.
* Versatile Applications: The material performs exceptionally
well across a range of electrochemical reactions, including rapid
alternating polarity (rAP) Kolbe couplings, which are essential for
high-value chemical production.
* Durability and Recyclability: Unlike fragile RVC electrodes,
PC electrodes are mechanically robust, enabling simple cleaning and
reusability without degradation.
Why This Matters: Electrode innovation is critical for advancing
synthetic organic electrochemistry, a field integral to the
production of pharmaceuticals, polymers, and sustainable materials.
This novel PC electrode addresses longstanding challenges, offering
an economical, high-performance solution for batch and flow
chemistry applications. Its scalability and broad reactivity
promise to democratize access to advanced electrochemical
techniques, enabling researchers and industries worldwide to adopt
sustainable methodologies.
"KULR's expertise in carbon materials, combined with the innovative
vision of Scripps Research's Baran Lab, has resulted in a truly
transformative material for synthetic chemistry," said Michael Mo,
CEO of KULR Technology. "We are excited to bring this technology
to market, where it has the potential to redefine how we approach
large-scale chemical synthesis."
About KULR Technology Group
Headquartered in San Diego, California, 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: Issues 270K Series A Preferred Shares to CEO
-------------------------------------------------------------
KULR Technology Group Inc. disclosed in a Form 8-K Report filed
with the U.S. Securities and Exchange Commission that the Board
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.
As previously disclosed, 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.
Adjustments to Executive Cash Compensation
and RSU Grants
Following the recommendation of the Compensation Committee of the
Board, on January 16, 2025, the Board approved, certain adjustments
to the cash compensation and, grant of restricted stock units
(RSUs) to the executive officers of the Company. 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. 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.
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.
As of September 30, 2024, KULR had $12,354,812 in total assets,
$7,180,785 in total liabilities, and $5,174,027 in total
stockholders' equity.
LABRUZZO COMMERCIAL: Claims to be Paid from Debtor's Income
-----------------------------------------------------------
LaBruzzo Commercial Properties, LLC, filed with the U.S. Bankruptcy
Court for the Western District of Pennsylvania a Disclosure
Statement to accompany Chapter 11 Plan dated January 21, 2025.
The Debtor is a business entity formed and located in the
Commonwealth of Pennsylvania. The Debtor owns and manages multiple
residential and commercial properties.
The Debtor initiated this Chapter 11 case after becoming
financially distressed due to delinquent property taxes and paying
a loan for 996 South Main Street, which became vacant during the
COVID-10 pandemic due to closures of the daycare occupying the
building.
Class 6 General Unsecured Claim of United States of America o/b/o
Small Business Administration. The claim of United States of
America o/b/o Small Business Administration is to be paid outside
the plan by third parties Joe Labruzzo and Charlotte Labruzzo
according to terms being negotiated by the parties, with a revised
claim to be filed.
There is only one unsecured creditor, which is the Small Business
Administration, and its claim will be paid in full in accordance
with terms currently being negotiated.
Source of funds for plan payments will be derived from Debtor's
Income.
A full-text copy of the Disclosure Statement dated January 21, 2025
is available at https://urlcurt.com/u?l=vlq1YH from
PacerMonitor.com at no charge.
Attorney for the Debtor:
Brian C. Thompson, Esq.
THOMPSON LAW GROUP, P.C.
301 Smith Drive, Suite 6
Cranberry Township, PA 16066
Tel: (724) 799-8404
Fax: (724) 799-8409
E-mail: bthompson@thompsonattorney.com
About LaBruzzo Commerical Properties
Labruzzo Commerical Properties, LLC, owns and manages multiple
residential and commercial properties.
The Debtor filed a Chapter 11 petition (Bankr. W.D. Pa. Case No.
23-10388) on July 27, 2023, with up to $50,000 in assets and up to
$500,000 in liabilities. Joseph Labruzzo, president, signed the
petition.
Judge John C. Melaragno oversees the case.
Brian C. Thompson, Esq., at Thompson Law Group, P.C., is the
Debtor's bankruptcy counsel.
LIGADO NETWORKS: US Trustee Calls for $200MM Breakup Fee Changes
----------------------------------------------------------------
James Nani of Bloomberg Law reports that the Justice Department's
bankruptcy monitor has called for significant changes -- or
outright rejection -- of Ligado Networks LLC's proposed $200
million breakup fee tied to a satellite spectrum deal.
In an objection filed January 23, with the US Bankruptcy Court for
the District of Delaware, the US Trustee stated that the Reston,
Va.-based company should only pay the fee if it secures a higher
bid than the current offer from AST & Science LLC. Breakup fees are
commonly used in bankruptcy sales to compensate initial bidders who
are not ultimately chosen as the buyer.
About Ligado Networks
Ligado Networks, formerly LightSquared, provides mobile satellite
services. The Company's satellite and terrestrial solutions,
combined with powerful, lower mid-band spectrum, serve to
supplement and broaden mobile coverage across the United States and
Canada. On the Web: http://www.ligado.com/
On January 5, 2025, Ligado Networks LLC and certain of its
affiliates each filed a voluntary petition for relief under Chapter
11 of the United States Bankruptcy Code (Bankr. D. Del. Lead Case
No. 25-10006).
Perella Weinberg Partners LP is serving as investment banker to
Ligado, FTI Consulting, Inc. is serving as financial advisor,
Milbank LLP is serving as legal counsel, and Richards, Layton &
Finger P.A. is serving as co-counsel. Omni Agent Solutions LLC is
the claims agent.
An ad hoc group of first lien creditors is being advised by
Guggenheim Securities, LLC as financial advisor, and by Sidley
Austin LLP as counsel. An ad hoc group of crossholding creditors is
being advised by Kirkland & Ellis LLP.
LITTLE MINT: Lender Seeks to Prohibit Cash Collateral Access
------------------------------------------------------------
Johnson Breeders, Inc. asked the U.S. Bankruptcy Court for the
Eastern District of North Carolina, New Bern Division, to prohibit
The Little Mint, Inc. from using cash collateral.
The SBA filed a UCC-1 financing statement on February 23, 2022,
describing the collateral as all tangible and intangible personal
property of Dylan James Management, Inc.
The SBA also filed a UCC-1 financing statement on February 24,
2022, describing the collateral as all tangible and intangible
personal property of Moon Unit, Inc.
Dylan James Management, Inc. and Moon Unit, Inc. merged into the
Debtor on July 27, 2023.
In North Carolina, under the Uniform Commercial Code, a filed
financing statement may become ineffective if the Debtor's name
listed on it becomes seriously misleading.
The SBA did not file a UCC-1 financing statement against the Debtor
or amend its filed UCC-1 financing statements against Dylan James
Management, Inc. and Moon Unit, Inc. within four months after the
merger of the forgoing two entities into the Debtor on July 27,
2023, or at any time thereafter.
The forgoing claims of the SBA are not properly perfected as
against the Debtor or property of the Debtor's estate, and the SBA
has no interest in the Debtor's cash collateral which would require
adequate protection for the use thereof.
The Johnson Breeders filed a proof of claim (Claim No. 31)
asserting a secured claim in the amount of $4.2 million as of the
Petition Date, evidenced and secured by (i) promissory note in the
principal amount of $3.5 million, March 15, 2024, (ii) promissory
note dated June 15, 2024, in the principal amount of $350,000,
(iii) security agreement dated March 15, 2024, and (iv) UCC-1
financing statement on March 19, 2024. The promissory notes provide
for interest at the rate of 15% per annum, payable monthly in
arrears. Interest continues to accrue at the contract rate of
$48,125 per month.
Austin Business Finance, servicer for CBW Bank, filed a proof of
claim (Claim No. 26) asserting a secured claim in the amount of
$554,344.
Performance Food filed a UCC-1 financing statement against the
Debtor on July 9, 2024., and the outstanding indebtedness owed by
the Debtor is approximately $1.013 million.
Several creditors may have liens upon or security interests in
property of the Debtor. However, such creditors are not believed to
have an interest in interest in the Debtor's cash collateral which
would require adequate protection. These creditors are Institution
Food House, Inc., Navitas Credit Corp, North Mill Credit Trust,
Alliance Funding Group, Ally Bank, and Martin Leasing Corporation,
dba PEAC Solutions.
Johnson Breeders does not oppose the continued use of cash
collateral, provided certain additional protections are afforded.
Johnson Breeders therefore objects to the use of cash collateral
unless subsequent interim order authorizing the use of cash
collateral provide the following:
a. Except to the extent otherwise set forth below, the findings,
conclusions, terms and conditions set forth in the First Order are
incorporated by reference and remain in full force and effect.
b. Within 15 days following the end of each calendar month, the
Debtor will provide a separate accounting for proceeds derived from
(i) accounts, (ii) general intangibles, and (iii) inventory.
c. Within 15 days following the end of each calendar month, the
Debtor will provide an actual-to-budget comparison report for the
use of cash collateral.
d. Within 15 days following the end of each calendar month, the
Debtor will provide an end of month statement for (i) cash on
deposit, (ii) accounts receivable, (iii) inventory, (iv)
post-petition accounts payable.
e. The Debtor will provide Johnson Breeders with adequate
protection payments in amounts equal to its non-default interest
accruing on the Johnson Breeders Secured Claim, $48,125 per month
commencing March 1, 2025, pending further hearings.
f. To the extent that the protections described above fail to
adequately protect Johnson Breeder's interest in the Collateral,
providing Johnson Breeder an allowed priority claim under 11 U.S.C.
section 507(b) to the extent of any diminution in value of the
Collateral from and after the Petition Date.
Johnson Breeders, Inc., as lender, is represented by:
John A. Northen, Esq.
Vicki L. Parrott, Esq.
Northen Blue, LLP
1414 Raleigh Road, Suite 435
Chapel Hill, NC 27517
Telephone No. (919) 948-6823
Email: jan@nbfirm.com
vlp@nbfirm.com
About The Little Mint Inc.
The Little Mint Inc., doing business as Hwy 55 Burgers Shakes &
Fries, owns multiple Hwy 55 Burgers, Shakes & Fries restaurants.
The Little Mint Inc. sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D.N.C. Case No. 24-04510) on Dec. 31,
2024. In its petition, the Debtor estimated assets between $1
million and $10 million and estimated liabilities between $10
million and $50 million.
Judge Joseph N. Callaway presides over the case.
Rebecca F. Redwine, Esq., at Hendren, Redwine & Malone, PLLC, is
the Debtor's legal counsel.
LOOK CINEMAS: Gets Interim OK to Use Cash Collateral Until Feb. 28
------------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Texas,
Dallas Division, issued a third interim order extending Look
Cinemas II, LLC's authority to use cash collateral.
The order signed by Judge Michelle Larson authorized the company to
use cash collateral through Feb. 28, in accordance with its
budget.
The budget shows total operating disbursements of $2,205,211 for
the period from Jan. 9 to Feb. 26.
As adequate protection, lenders were granted replacement liens and
security interests in all property currently owned or to be
acquired by the company that are of the same kind or nature the
lenders had pre-petition.
Look Cinemas II was ordered to pay its landlord, Spirit Master
Funding X, LLC, at least $191,229.65 by Feb. 1 in order to continue
to occupy the premises from Feb. 1 to 28, 2025.
The company's right to use cash collateral terminates upon
conversion of its Chapter 11 case to one under Chapter 7;
appointment of a Chapter 11 trustee or receiver; and failure to
make rent payment.
A final hearing is set for Feb. 20.
About LOOK Cinemas II
LOOK Cinemas II, LLC operates in the motion picture and video
industries.
LOOK Cinemas II sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Texas Case No. 24-33696) on November
14, 2024, with $1 million to $10 million in both assets and
liabilities. Brian E. Schultz, chief executive officer of LOOK
Cinemas II, signed the petition.
Judge Michelle V. Larson handles the case.
The Debtor is represented by:
Frank Wright, Esq.
Law Offices of Frank J. Wright, PLLC
1800 Valley View Lane 250
Farmers Branch TX 75234
Tel: 214-238-4153
Email: frank@fjwright.law
LTC TRANSPORTATION: Gets Interim OK to Use Cash Collateral
----------------------------------------------------------
LTC Transportation, LLC received fourth interim approval from the
U.S. Bankruptcy Court for the Northern District of Ohio to use the
cash collateral of Channel Partners Capital and the U.S. Small
Business Administration to pay its expenses.
The fourth interim order approved the use of cash collateral from
the petition date until the occurrence of any of the following
events: (i) the confirmation, conversion or dismissal of the
Chapter 11 case; (ii) the company's unauthorized use of cash
collateral; (iii) the company ceasing operation of its business;
(iv) entry of a court order terminating or superseding the fourth
interim order for cause; (v) entry of an order granting the SBA or
Channel relief from the automatic stay; or (vi) the
time set by the court for a further hearing on the company's motion
to use cash collateral.
The court authorized LTC to exceed any budget line item by up to
20% or by more than 20% so long as the total of the amounts in
excess of all budget line items does not exceed 15% of the total
budget.
The order also granted adequate protection to the secured creditors
in the form of replacement liens on LTC's property to the same
extent and with the same priority as their pre-bankruptcy security
interests. In addition, SBA is entitled to a monthly payment of
$2,521.
The next hearing is scheduled for April 23.
About LTC Transportation
LTC Transportation, LLC operates in the general freight trucking
industry. The company is based in Saint Marys, Ohio.
The Debtor filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. N.D. Ohio Case No. 24-31391) on July 29,
2024, with $1,173,337 in assets and $1,381,244 in liabilities. Tod
Chiles, managing member, signed the petition.
Judge Mary Ann Whipple presides over the case.
The Debtor is represented by Eric R. Neuman, Esq.
MAWSON INFRASTRUCTURE: Appoints William Regan as CFO
----------------------------------------------------
Mawson Infrastructure Group Inc. announced that it has appointed
William C. Regan as the Company's Chief Financial Officer effective
January 17, 2025.
Rahul Mewawalla, CEO and President, said, "I am excited to have
Bill as our Chief Financial Officer and look forward to his future
accomplishments. We have also hired other leaders from companies
such as Amazon Web Services and Apple, as we continue to transform
the company and provide enterprise-class digital infrastructure
platforms and compute solutions. I thank Sandy for his many
contributions during his tenure. As a company, we have driven
robust year-on-year and monthly revenue growth across our digital
colocation business, acquired and signed several enterprise-grade
customers, built what has become one of the largest digital
colocation businesses amongst our publicly-traded peers, expanded
into new market offerings such as AI and high-performance
computing, enhanced our strategic, technological and operational
capabilities, and were featured in the Financial Times, Reuters,
Newsweek, Forbes, Fast Company amongst others for our strategic and
innovative approach to digital infrastructure."
Mr. Regan joined the Company in 2024 as Deputy Chief Financial
Officer. Mr. Regan has 40 years of finance and accounting
experience, including 25 years at public companies and 10 years at
technology companies. Mr. Regan has previously held multiple CFO
and senior finance positions, including at Everything Blockchain,
Inc., Rentech, Inc., National Golf Properties, Inc., Digital
Insight Corporation and DTS Digital Cinema. Mr. Regan holds a
Bachelor's degree in Business Administration -- Accounting from
California State Polytechnic University, Pomona and is a Certified
Public Accountant (inactive). William "Sandy" Harrison has stepped
down from his role as Chief Financial Officer to spend more time
with his family, and for a period of time Mr. Harrison will
continue to serve the Company as a Senior Advisor.
About Mawson Infrastructure Group
Mawson Infrastructure Group specializes in data centers for Bitcoin
miners and AI firms.
Mawson Infrastructure Group's creditors filed a Chapter 11
involuntary petition against the company (Bankr. D. Del. Case No.
24-12726) on December 4, 2024. The petitioning creditors include W
Capital Advisors Pty Ltd, Marshall Investments MIG Pty Ltd, and
Rayra Pty Ltd.
The petitioners' counsel is Robert J. Dehney, Esq., at Morris,
Nichols, Arsht & Tunnell.
Judge Mary F. Walrath handles the case.
MEMPHIS CARPET: Starts Subchapter V Bankruptcy Proceeding
---------------------------------------------------------
On January 24, 2025, Memphis Carpet Cleaning 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 $1 million
and $10 million in debt owed to 1 and 49 creditors. The petition
states funds will be available to unsecured creditors.
About Memphis Carpet Cleaning LLC
Memphis Carpet Cleaning LLC, doing business as Memphis Clean, is a
professional cleaning service provider based in Memphis, TN.
Memphis Carpet Cleaning LLC sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. W.D. Tenn. Case No.: 25-20401) 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 Denise E. Barnett handles the case.
The Debtor is represented by Toni Campbell Parker, Esq., at LAW
OFFICE OF TONI CAMPBELL PARKER, in Memphis, Tennessee.
MIRACARE NEURO: Hearing Today on Cash Collateral Access
-------------------------------------------------------
Miracare Neuro Behavioral Health, P.C. will ask the U.S. Bankruptcy
Court for the Northern District of Illinois at a hearing today to
extend its authority to use cash collateral.
The court on Jan. 17 issued its fourth interim order allowing
Miracare to use the cash collateral of First National Bank of
Ottawa until Jan. 29 only.
The fourth interim order granted First National Bank of Ottawa
replacement liens on Miracare's post-petition assets.
About Miracare Neuro Behavioral Health
Miracare Neuro Behavioral Health P.C. is a comprehensive behavioral
health services delivery system offering outpatient services at
various levels of care. It offers a comprehensive,
multi-interventional mental health treatment for children,
adolescents, adults and their families.
Miracare filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. N.D. Ill. Case No. 24-13266) on September
9, 2024, with $100,000 to $500,000 in assets and $1 million to $10
million in liabilities. Neema Varghese of NV Consulting Services
serves as Subchapter V trustee
Judge Donald R. Cassling handles the case.
The Debtor is represented by:
David R Herzog, Esq.
Law Offices of David R Herzog
Tel: 312-977-1600
Email: drh@dherzoglaw.com
MJM LANDSCAPE: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: MJM Landscape Associates, Inc.
7251 N Cortaro Road
Tucson, AZ 85743-8620
Case No.: 25-00663
Business Description: MJM is a family-owned landscape and masonry
company, established in 1976, specializing
in custom landscape design.
Chapter 11 Petition Date: January 27, 2025
Court: United States Bankruptcy Court
District of Arizona
Debtor's Counsel: Charles Richard Hyde, Esq.
THE LAW OFFICES OF C.R. HYDE, PLC
2810 N Swan Rd. #150
Tucson, AZ 85712
Tel: 520-270-1110
Estimated Assets: $500,000 to $1 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Sandy Murany 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/DONKI6A/MJM_LANDSCAPE_ASSOCIATES_INC__azbke-25-00663__0001.0.pdf?mcid=tGE4TAMA
MOBIVITY HOLDINGS: Dennis Becker Resigns as Director
----------------------------------------------------
Mobivity Holdings Corp. has received a letter of resignation from
Dennis Becker indicating Mr. Becker's intent to resign as a member
of the Board of Directors of the Company, effective Jan. 21, 2025.
Mr. Becker's decision was not the result of any dispute or
disagreement with the Company or the Board on any matter relating
to the operations, policies, or practices of the Company, the
Company disclosed in a Form 8-K filed with the Securities and
Exchange Commission.
Also on January 21, the Board elected David J. Simon to fill the
newly created vacancy on the Board, effective as of the same date,
and to serve as a member of the Board until the next annual meeting
of shareholders or until his successor shall have been elected and
qualified. There are no arrangements or understandings between Mr.
Simon and any other persons pursuant to which he was selected as a
director. Additionally, there are no transactions involving the
Company and Mr. Simon that the Company would be required to report
pursuant to Item 404(a) of Regulation S-K.
Mr. Simon's compensation as a director will be consistent with the
compensation policies applicable to the Company's other
non-employee directors, as disclosed in the definitive information
statement filed with the SEC on Oct. 23, 2023.
About Mobivity
Headquartered in Chandler, Arizona, Mobivity Holdings Corp. --
www.mobivity.com -- is in the business of developing and operating
proprietary platforms through which brands and enterprises can
conduct national and localized, data-driven marketing campaigns.
The company's core technology platform, RecurrencyTM, enables:
(1) transformation of messy point-of-sale (POS) data collected from
thousands of points of sale into usable intelligence, (2)
measurement, prediction, and ability to boost guest frequency and
spend by channel, (3) deployment and management of one-time use
offer codes and attribution of sales accurately across every
channel, promotion and media program, and (4) delivery of uniquely
attributable 1:1 offers that power incentivized actions in digital
environments like user acquisition, continued monetization, and
activities taken in a digital environment.
The Woodlands, Texas-based M&K CPAS, PLLC, the Company's auditor
since 2012, issued a "going concern" qualification in its report
dated April 16, 2024, citing that the Company has suffered net
losses from operations and has a net capital deficiency, which
raises substantial doubt about its ability to continue as a going
concern.
The Company had $532,450 of cash as of Sept. 30, 2024. The Company
had a net loss of $7,228,914 for the nine months ended Sept. 30,
2024, and it used $5,405,028 of cash in its operating activities
during that time. In the nine months ended Sept. 30, 2023, the
Company had a net loss of $8,528,529 and used $5,644,980 of cash in
our operating expenses. As of Sept. 30, 2024, the Company had
$2.07 million in total assets, $16.75 million in total liabilities,
and a total stockholders' deficit of $14.68 million.
"There is substantial doubt that our additional cash from our
warrant conversion along with our expected cash flow from
operations, will be sufficient to fund our 12-month plan of
operations, and there can be no assurance that we will not require
significant additional capital within 12 months," Mobivity said in
its Quarterly Report for the period ended Sept. 30, 2024.
MODEL TOBACCO: U.S. Trustee Unable to Appoint Committee
-------------------------------------------------------
The U.S. Trustee for Region 4 disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of Model Tobacco Development Group.
About Model Tobacco Development Group
Model Tobacco Development Group LLC is engaged in activities
related to real estate.
Model Tobacco Development Group sought relief under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. E.D. Va. Case No. 24-34863) on
December 31, 2024. In its petition, Model Tobacco Development Group
reported assets between $50 million and $100 million and
liabilities between $10 million and $50 million.
The Debtor is represented by Justin P. Fasano, Esq., at McNamee
Hosea, P.A.
NATIONWIDE EXPRESS: Gets Interim OK to Use Cash Collateral
----------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Georgia,
Rome Division, granted Nationwide Express, Inc. interim
authorization to use cash collateral.
The interim order provides adequate protection for lenders,
including a replacement lien on post-petition property.
Additionally, Nationwide Express must make $1,500 weekly payments
to RTS Financial Services, LLC.
In the event Nationwide Express fails to comply with any provision
of the interim order and fails to cure such noncompliance within
five business days of written notice, any of the lenders may file
an emergency motion seeking termination of the company's authority
to use cash collateral.
A final hearing is scheduled for Feb. 12.
About Nationwide Express Inc.
Nationwide Express Inc. operates in the general freight trucking
industry. The company is based in Ringgold, Ga.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Ga. Case No. 24-40995) on July 2,
2024, with up to $50,000 in assets and up to $10 million in
liabilities. Charlie Stinson, chief executive officer, signed the
petition.
Judge Paul W. Bonapfel oversees the case.
The Debtor is represented by:
William A. Rountree, Esq.
Rountree Leitman Klein & Geer, LLC
Tel: 404-584-1238
Email: wrountree@rlkglaw.com
NEWS DIRECT: Court OKs Interim Use of Cash Collateral Until Feb. 5
------------------------------------------------------------------
News Direct Corp. got the green light from the U.S. Bankruptcy
Court for the District of Connecticut, Bridgeport Division, to use
$103,075.90 in cash collateral to pay its operating expenses.
The order signed by Judge Julie Manning authorized the company to
use cash collateral for the period from Jan. 3 to Feb. 5 in
accordance with its budget, with a permitted line-item variance of
up to 10%
Old National Bank, a secured creditor, was granted a replacement
lien on the company's post-petition assets to protect the bank's
interests in the cash collateral.
As additional protection, the bank will receive the sum of $15,000,
payable in biweekly
installments on the 8th and 22nd of each month.
The next hearing is scheduled for Feb. 4.
Old National Bank can be reached through its counsel:
Kristin B. Mayhew, Esq.
Pullman & Comley, LLC
850 Main Street
P.O. Box 7006
Bridgeport, CT 06601-7006
Phone: 203-330-2000
Fax: 203-576-8888
kmayhew@pullcom.com
About News Direct Corp.
News Direct Corp. is a news and content distribution platform in
Norwalk, Conn.
News Direct sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. D. Conn. Case No. 25-50005) on January 3, 2025, with
up to $50,000 in assets and $1 million to $10 million in
liabilities.
Judge Julie A. Manning handles the case.
The Debtor is represented by:
Scott M. Charmoy, Esq.
Charmoy & Charmoy
Tel: 203-255-8100
Email: scottcharmoy@charmoy.com
OUTFRONT MEDIA: Files Articles of Amendment to Effect Stock Split
-----------------------------------------------------------------
OUTFRONT Media Inc. disclosed in a Form 8-K Report filed with the
U.S. Securities and Exchange Commission that it filed Articles of
Amendment to its charter, effective at 9:00 a.m. Eastern Time on
January 17, 2025, to effectuate the Company's previously announced
1-for-1.024549 reverse stock split on the Company's common stock,
$0.01 par value per share, such that every holder of Common Stock
will receive one share of Common Stock for every 1.024549 shares of
Common Stock held by such holder.
Cash will be paid in lieu of fractional shares, calculated using
the volume weighted average price of the Common Stock on the New
York Stock Exchange during the period beginning on January 14, 2025
and ending on January 16. The Company's authorized shares of Common
Stock and par value of each share of Common Stock remain unchanged.
Trading in the Company's Common Stock on a split-adjusted basis
commenced at the market open on January 17, 2025. The Company's
Common Stock will continue trading on the NYSE under the symbol
"OUT" but under a new CUSIP number 69007J-304.
About OUTFRONT Media Inc.
Headquartered in New York, OUTFRONT Media Inc. leases advertising
space on out-of-home advertising structures and sites.
OUTFRONT Media reported a net loss attributable to the Company of
$430.4 million for the year ended December 31, 2023, compared to a
net income of $147.9 million for the year ended December 31, 2022.
* * *
Egan-Jones Ratings Company, on September 10, 2024, maintained its
'CCC' foreign currency and local currency senior unsecured ratings
on debt issued by OUTFRONT Media Inc.
PACKERS HOLDINGS: S&P Upgrades ICR to 'CCC-' on Debt Restructuring
------------------------------------------------------------------
S&P Global Ratings raised its issuer credit rating on Packers
Holdings LLC to 'CCC-' from 'SD' (selective default) and placed it
on CreditWatch with positive implications.
The CreditWatch placement indicates that S&P may raise the rating
by up to two notches over the coming weeks after we receive more
information around the company's post-transaction business
strategy, earnings and cash flow prospects, and capital structure
plans
S&P said, "The improvements to Packers' debt maturity profile and
liquidity position following its debt restructuring lead us to view
a default scenario as unlikely in the next six months. Following
the transaction, the company's nearest debt maturity is its
revolving credit facility due March 2026 ($12 million currently
outstanding). The restructuring also improved Packers' liquidity,
namely by providing it with a new $40 million accounts receivable
(A/R) facility, which it used to repay the outstanding borrowings
under its previous A/R facility, add $10 million of cash to its
balance sheet (bringing its total cash on hand to $70 million), and
increase its available borrowing capacity."
The newly introduced first-lien term loans offer the option to pay
interest in-kind (PIK) rather than in cash. Although utilizing the
PIK option does not support the long-term sustainability of the
company's capital structure, it will provide it with additional
flexibility to fund the upfront investments it will need to
initiate new contracts to return to expansion and improve its debt
refinancing prospects. These factors all support S&P's view that a
default scenario is unlikely in the next six months.
S&P said, "We could raise all of our ratings on Packers by up to
two notches after we review its new credit profile and capital
structure. The CreditWatch positive placement indicates that we may
raise our ratings on the company following a more-comprehensive
analysis of its post-transaction business strategy, earnings and
cash flow prospects, and capital structure. We would also want to
review an updated recovery analysis that accounts for the larger
class of first-lien debt, as well as the new A/R facility, before
raising our ratings on Packers. While we will likely maintain our
view that its capital structure is unsustainable over the long
term, the modest improvement in the company's liquidity and reduced
maturity pressures following the transaction will likely support a
two-notch upgrade, assuming we do not envision a particular default
scenario occurring in the next 12 months. Alternatively, we could
raise our ratings on Packers by one notch if we still anticipate a
potential default scenario in the next 6-12 months.
"The CreditWatch with positive implications reflects the that we
will likely upgrade Packers in the next 90 days if we no longer
view a payment default, further below-par debt repurchases, or
other distressed actions as inevitable. We plan to gather more
information related to the company's future business strategy,
earnings and cash flow profile, and longer-term capital structure
plans, among other factors, to reassess our issuer credit rating as
soon as practical."
PADAGIS HOLDING: Fitch Lowers LongTerm IDR to B+, Outlook Stable
----------------------------------------------------------------
Fitch Ratings has downgraded the Long-term Issuer Default Ratings
(IDRs) of Padagis Holding Company LLC and Padagis, LLC to 'B+' from
'BB-'. Fitch has also downgraded the secured credit facility
ratings of Padagis, LLC to 'BB' with a Recovery Rating of 'RR2'
from 'BB+'/'RR1'. The Rating Outlooks are Stable.
This downgrade highlights the challenge Padagis faces in boosting
profitability to reduce EBITDA leverage to comfortably below 4.5x.
Additionally, generating sufficient FCF to decrease debt remains a
significant hurdle.
Key Rating Drivers
Uncertain Deleveraging Path: Fitch expects Padagis' EBITDA leverage
will exceed the negative sensitivity of 4.5x for at least a year,
mainly due to slow EBITDA growth and no debt reduction. Although
modest EBITDA growth constrains deleveraging, Fitch expects Padagis
to generate a FCF margin of 2%-3% over the forecast period. The
company will likely use FCF for working capital, R&D and capital
expenditures for several years to minimize reliance on external
liquidity. Fitch believes EBITDA growth will drive deleveraging
because the term loan will not decrease significantly before its
2028 maturity.
Working Capital Volatility: Working capital volatility contributes
to the uncertain deleveraging path due to potential changes tied to
accrued customer programs. Net product sales include estimates for
variable consideration, with accruals and allowances for
chargebacks, rebates, administrative fees, and other incentives.
The level of these accruals dropped significantly in 2024,
resulting in higher CFO, but the sustainability of this improvement
is uncertain. Working capital investment as a percentage of revenue
should remain around 4%.
Revenues and Gross Profit - A Mixed Story: Net revenues through the
nine months ended Sept. 30, 2024 fell less than 1% due to portfolio
optimization, a decline in market dynamics and competition,
partially offset by new business and products. Gross profit
increased by about 8% driven by the same new business and lower
production costs, despite the headwinds. Operating expenses
increased due to increased R&D and distribution costs but were
partially offset by reduced administrative costs. Overall,
operating income increased by about 7%, reflecting strategic new
business and product introductions.
Challenges with Earnings and Deleveraging: Earnings stabilization
and deleveraging depends on resolving supply chain issues and
offsetting price erosion of existing products. Despite moderating
pricing pressure, Fitch expects continued erosion of 4%-5%
annually. Padagis' ability to launch new products and enhance
manufacturing efficiencies will be critical in addressing these
challenges and driving growth. Fitch expects revenue growth of
2%-3% over the forecast period, but this could vary significantly
based on whether new product launches offset the price erosion of
established products.
Market Position and Niche Focus: Padagis is primarily focused on
smaller niche products in the extended topical space. This reduces
its exposure to earnings volatility in the competitive generic
pharmaceutical market but also produces slow EBITDA growth. The
company expanded its manufacturing capabilities in 2023 by
acquiring a facility in Israel and is leveraging its position as
one of the largest U.S. manufacturers of extended topicals. This
aligns with its focus on complex, higher-margin formulations to
mitigate pricing pressure.
New Generics: Padagis has also demonstrated its ability to develop,
manufacture and market complex generic drug formulations. Through
the nine months ended Sept. 30, 2024, it has launched five new
generic products.
R&D/New Products to Drive Growth: Fitch expects the company will
focus on complex formulations, first-to-file opportunities and
generic drugs that require clinical studies or have other active
pharmaceutical ingredient and/or regulatory hurdles. In the
continuum of generic prescription drugs, there are varying degrees
of complexity and difficulties in manufacturing processes that
offer barriers to entry, competitive advantages and relatively
higher margins.
Favorable Demographics: Fitch expects aging populations in
developed markets and increasing access to healthcare in emerging
markets will support volume growth for Padagis and its generic
pharmaceutical peers. Generic alternatives to branded drugs offer
less-costly options to patients and payers. In addition, continued
patent expirations on branded drugs will provide greenfield
opportunities for the industry. However, Fitch expects price
erosion to moderately offset this growth over the near term.
Derivation Summary
Padagis' (B+/Stable) closest rated peers are Teva Pharmaceutical
Industries Limited (BB/Positive) and Viatris Inc. (BBB/Stable) in
terms of manufacturing generic prescription pharmaceuticals and
similar U.S. customers. However, Teva and Viatris are significantly
larger in scale, breadth and depth of products. Padagis has weaker
access to capital than its larger peers, but Fitch expects it to
operate with about the same leverage as Teva over the near term.
Parent Subsidiary Linkage
Fitch takes the weak parent (Padagis Holding Company LLC)/strong
subsidiary (Padagis LLC) approach to the rating. Using its Parent
and Subsidiary Linkage Rating Criteria, Fitch concludes there is
open ring fencing and access & control. As such, Fitch rates the
parent and subsidiary at the consolidated level with no notching
between the two.
Key Assumptions
- Low- to mid-single-digit organic revenue growth during the
forecast period, driven primarily by new products, partly offset by
low- to mid-single-digit price declines;
- Stable margins of approximately 21% driven by a focus on costs
and an improving sales mix;
- Manageable annual capital expenditures of $35 million or 4% of
revenues;
- Annual FCF (cash flow from operations minus capital expenditures
minus dividends) of approximately $15 million-$25 million over the
forecast period;
- No cash dividends during the forecast period;
- Total EBITDA leverage generally remaining between 4.5x-5.0x,
trending down during the forecast period.
Recovery Analysis
The recovery analysis assumes that Padagis would be considered a
going concern in bankruptcy and that the company would be
reorganized rather than liquidated. Fitch estimates a going concern
enterprise value (EV) available for distribution of $753 million
after an allocation of $27 million related to an assumed level of
accounts receivable factoring. Fitch has also deducted an amount of
10% against this value for administrative claims resulting in total
EV available for distribution of $678 million.
The going concern EV is based upon estimates of post-reorganization
EBITDA and the assignment of an EBITDA multiple (see below). Fitch
estimates Padagis's going concern EBITDA at $130 million, which is
roughly 24% lower than the forecasted 2024 EBITDA.
The assumed going concern EBITDA reflects a scenario in which
Padagis experiences a decline in both cash flow and revenues caused
by loss of key customers, severe supply chain disruption and
competitive pricing pressure, which it is unable to offset with new
product launches. Internal liquidity is inadequate to fund
operations and the company is forced to fully draw on its revolving
credit facility, which leads to higher interest costs and negative
FCF.
Fitch applies a waterfall analysis to the going concern EV based on
the relative claims of the debt in the capital structure and
assumes that the company would fully draw the revolver in a
bankruptcy scenario and approximately 80% of the accounts
receivable factoring program. The senior secured credit facility,
including the term loans and revolver (aggregating $900 million)
have superior recovery prospects in a reorganization scenario and
are rated 'BB'/'RR2', two notches above the IDR.
Fitch assumes a recovery EV/EBITDA multiple of 6.0x for Padagis.
This is at the low end of the range of 6.0x-7.0x that Fitch
typically uses for generic pharmaceutical manufacturers. However,
Padagis is less diversified than many of its larger generic
manufacturing peers. Fitch observes the current average forward
public market trading multiple for generic companies predominantly
in the range of 7x-9x, with some trading higher at times.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- Material and lasting deterioration in operations and FCF margin,
possibly driven by lack of new product launches and increased
pricing pressure;
- EBITDA leverage persistently above 5.0x.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Improving operations including new product development that
support long-term positive revenue growth and stable operating
margins;
- Continued progress on expanding its product portfolio and
geographic reach;
- A commitment and ability to a cash deployment strategy that
maintains EBITDA leverage durably below 4.5x.
Liquidity and Debt Structure
Padagis has adequate liquidity, including $87 million available on
a $100 million revolving credit facility that matures in July 2026
as of Sept. 30, 2024. Liquidity should be supplemented by cash flow
from operations and accounts receivable factoring. At Sept. 30,
2024, Padagis had about $7 million in cash and cash equivalents.
Fitch expects liquidity to remain ample throughout the ratings
horizon as cash accumulates and the company's dependence on
external facilities decline.
Debt maturities are manageable but concentrated with the revolving
credit facility maturing in 2026 and a term loan of $800 million
maturing in 2028.
Issuer Profile
Padagis develops, manufactures, and markets a portfolio of generic
prescription drugs primarily for sale in the U.S. and roughly 13%
of its revenue was generated in Israel for the year ended Dec. 31,
2023.
Sources of Information
Fitch has adjusted historical EBITDA to add back certain
non-recurring or unusual charges related to impairments and
restructuring activities.
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
Padagis has an ESG Relevance Score of '4' for Exposure to Social
Impacts due to pressure to contain healthcare spending growth, a
highly sensitive political environment, exposure to price-fixing,
and social pressure to contain costs or restrict pricing that has a
negative impact on the credit profile and is relevant to the rating
in conjunction with other factors.
Padagis Holding Company LLC has an ESG Relevance Score of '4' for
Governance Structure due to the fact that it is private-equity
owned, 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
----------- ------ -------- -----
Padagis LLC LT IDR B+ Downgrade BB-
senior secured LT BB Downgrade RR2 BB+
Padagis Holding
Company LLC LT IDR B+ Downgrade BB-
PASKEY INC: Court OKs Sale of 10 Pickup Vehicles
------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Texas,
Houston Division, has permitted Paskey Inc., to sell 10 vehicles.
The Debtor originally sought to sell 11 vehicles. The Court
authorized the Debtor to sell 10 pickup trucks, with one vehicle
having been removed from the list.
The Debtor is ordered to first use the proceeds to satisfy the
perfected and statutory property tax liens of Harris County, Harris
County Flood Control District, Harris County Port of Houston
Authority, Harris County Hospital District, and Harris County
Department of Education in these Vehicles.
The Debtor may use the proceeds from the sale of a particular
Vehicle only to pay down the loan secured by a perfected lien in
that Vehicle. Any remaining sale proceeds may only be used as
permitted by the Court, may be held by the Debtor to fund a plan of
reorganization.
About Paskey Inc.
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.
PAVMED INC: Exchanges $22.3M Convertible Notes for Series C Stock
-----------------------------------------------------------------
PAVmed Inc. filed a Form 8-K with the Securities and Exchange
Commission, revealing that on January 17, it completed the exchange
of $22,347,543 in principal of its outstanding Senior Secured
Convertible Notes, issued under a Securities Purchase Agreement
dated March 31, 2022, along with accrued interest, for 22,347
shares of its Series C Convertible Preferred Stock (par value
$0.001 per share). The remaining outstanding Convertible Note
balance is approximately $6.6 million.
Immediately prior to consummation of the Exchange, the Company
filed a certificate of designations with the Secretary of State of
the State of Delaware, setting forth the resolution of the
Company's board of directors designating up to 25,000 shares of
Series C Preferred Stock and fixing the terms of the Series C
Preferred Stock, which acted as amendment to the Company's
certificate of incorporation. If all the shares of Series C
Preferred Stock issued pursuant to the Debt Exchange Agreement are
converted into the Company's common stock at the voluntary
conversion price of $1.068 per share, the Company estimates that it
would issue 20,924,157 shares upon conversion of the Series C
Preferred Stock. Upon the occurrence of certain events, the Series
C Preferred Stock also may be converted into shares of the
Company's common stock at a conversion price based on the
then-current market price, subject to a maximum price equal to the
voluntary conversion price and a floor price equal to $0.2136 per
share. If the Series C Preferred Stock was converted into shares
of common stock at the floor price, the Company estimates that it
would issue 104,620,787 shares upon conversion of the Series C
Preferred Stock.
The offer and sale of the Series C Preferred Stock pursuant to the
Debt Exchange Agreement, and the offer and sale of the Company's
common stock issuable under such Series C Preferred Stock, are
exempt from the registration requirements of the Securities Act of
1933, as amended, pursuant to Section 3(a)(9) of the Securities
Act, because they involve an exchange with the Company's existing
security holders exclusively where no commission or other
remuneration is paid or given directly or indirectly for soliciting
such exchange.
Nasdaq Compliance Uncertain Despite
Increase in Stockholders' Equity
On March 7, 2024, the Company received a notice from the Listing
Qualifications Department of The Nasdaq Stock Market LLC stating
that, for the prior 30 consecutive business days (through March 6,
2024), the market value of the Company's listed securities had been
below the minimum of $35 million required for continued inclusion
on the Nasdaq Capital Market under Nasdaq Listing Rule 5550(b)(2).
The Company was provided 180 calendar days, or until Sept. 3, 2024,
to regain compliance with the rule. The Company did not regain
compliance with the rule during the allotted time period.
Accordingly, on Sept. 10, 2024, the Company received a staff
determination letter from the Nasdaq Listing Qualifications
Department, stating that unless the Company timely requested a
hearing before a Nasdaq Hearings Panel to appeal the staff
determination, the Company's securities would be subject to
suspension and delisting. The Company timely requested such a
hearing, which took place on Oct. 29, 2024. On Nov. 8, 2024, the
Panel granted the Company an extension, until Jan. 31, 2025, to
regain compliance with the Nasdaq continued listing standards.
The Company stated it undertook the above Exchange to regain
compliance with Nasdaq Listing Rule 5550(b)(1), which requires at
least $2.5 million in stockholders' equity, in lieu of Nasdaq
Listing Rule 5550(b)(2). The Company maintained that even though
its stockholders' equity exceeded the required equity requirement
as a result of the Exchange, there is no guarantee that the Panel
will conclude the Company has met the Nasdaq continued listing
requirements.
About PAVmed
Headquartered in New York, NY, PAVmed is a multi-product life
sciences company organized to advance a pipeline of innovative
healthcare technologies. Led by a team of highly skilled personnel
with a track record of bringing innovative products to market,
PAVmed is focused on innovating, developing, acquiring, and
commercializing novel products that target unmet needs with large
addressable market opportunities. Leveraging its corporate
structure -- a parent company that will establish distinct
subsidiaries for each financed asset -- the Company has the
flexibility to raise capital at the PAVmed level to fund product
development, or to structure financing directly into each
subsidiary in a manner tailored to the applicable product, the
latter of which is its current strategy given prevailing market
conditions.
New York, NY-based Marcum LLP, the Company's auditor since 2019,
issued a "going concern" qualification in its report dated March
25, 2024. The report cites that the Company has a significant
working capital deficiency, has incurred significant losses and
needs to raise additional funds to meet its obligations and sustain
its operations. These conditions raise substantial doubt about the
Company's ability to continue as a going concern.
PRAIRIE KNOLLS: Gets OK to Use Cash Collateral Until Jan. 31
------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of North
Carolina, Fayetteville Division, granted Prairie Knolls MHP, LLC
interim authorization to use cash collateral until Jan. 31.
The interim order signed by Judge Pamela McAfee authorized the
company to use cash collateral to pay the expenses set forth in its
budget, subject to a 10% variance.
The order granted secured creditors a post-petition security
interest and lien on the company's assets except causes of action
to the same extent and with the same priority as their
pre-bankruptcy security interest and lien.
The next hearing is scheduled for Feb. 6.
About Prairie Knolls MHP
Prairie Knolls MHP, LLC is a company that owns and operates a
mobile home park. It provides residential spaces for mobile homes,
offering community living environments for individuals and
families.
Prairie Knolls MHP sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D.N.C. Case No. 24-03432) with $10
million to $50 million in both assets and liabilities. John C.
Bircher, III serves as interim Chapter 11 trustee.
Judge Pamela W. Mcafee oversees the case.
The Debtor is represented by:
Bradley S. Shraiberg, Esq.
Shraiberg Page, PA
2385 NW Executive Center Dr., Suite 300
Boca Raton, FL 33431
Tel: 561 443 0800
Email: bss@slp.law
PRECIPIO INC: Grants Stock Options to Four Executives
-----------------------------------------------------
Precipio, Inc., filed a Form 8-K with the Securities and Exchange
Commission, disclosing that on Jan. 14, 2025, the Compensation
Committee of the Board of Directors of the Company granted certain
options to officers of the Company as part of the Company's annual
long term incentive equity grants, including Ilan Danieli, Ayman
Mohamed, Ahmed Zaki Sabet and Matthew Gage. The Options were
granted pursuant to the Company's Amended & Restated Stock Option
and Inventive Plan, as amended and vest in their entirety when the
10-day volume-weighted average price of the Company's common stock
exceeds $30.30 per share, which is five times greater than the
option exercise price of $6.06, the closing price of the Company's
common stock on Jan. 14, 2025. If the aforementioned performance
is not met, the Options will not vest. The Options will expire on
Jan. 14, 2035.
The following sets fort the Options grants to the Company's named
executive officers:
Name Total Options
Ilan Danieli 8,000
Ayman Mohamed 6,000
Ahmed Zaki Sabet 6,000
Matthew Gage 4,000
About Precipio
Headquartered in New Haven, CT, Precipio -- www.precipiodx.com --
is a healthcare biotechnology company focused on cancer
diagnostics. The Company's mission is to address the pervasive
problem of cancer misdiagnoses by developing solutions in the form
of diagnostic products and services. The Company's products and
services deliver higher accuracy, improved laboratory workflow, and
ultimately better patient outcomes, which reduce healthcare
expenses. Precipio develops innovative technologies in its
laboratory where it designs, tests, validates, and uses these
products clinically, improving diagnostic outcomes. Precipio then
commercializes these technologies as proprietary products that
serve the global laboratory community and further scales Precipio's
reach to eradicate misdiagnosis.
New Haven, CT-based Marcum LLP, the Company's auditor since 2016,
issued a "going concern" qualification in its report dated March
29, 2024. The report highlights 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.
The Company has incurred substantial operating losses and has used
cash in its operating activities for the past several years. For
the year ended Dec. 31, 2023, the Company had a net loss of $5.8
million and net cash used in operating activities of $3.6 million.
As of December 31, 2023, the Company had an accumulated deficit of
$98.2 million and working capital of $0.5 million.
PREMIER DATACOM: Commences Subchapter V Bankruptcy Process
----------------------------------------------------------
On January 24, 2025, Premier Datacom Inc. filed Chapter 11
protection in the U.S. Bankruptcy Court for the Western 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 Premier Datacom Inc.
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.
Premier Datacom Inc. sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D. Tex. Case No.: 25-10097) on January
24, 2025. In its petition, the Debtor reports estimated assets and
liabilities between $1 million and $10 million each.
Honorable Bankruptcy Judge Shad Robinson handles the case.
The Debtor is represented by:
Jennifer F. Wertz, Esq.
JACKSON WALKER LLP
100 Congress Avenue, Suite 1100
Austin, TX 78701
Tel: 512-236-2247
E-mail: jwertz@jw.con
QUIKRETE HOLDINGS: S&P Affirms 'BB' ICR, Outlook Negative
---------------------------------------------------------
S&P Global Ratings affirmed its 'BB' issuer credit rating on
Atlanta-based Quikrete Holdings Inc. The outlook is negative. At
the same time, S&P removed all its ratings on the company from
CreditWatch, where S&P placed them with negative implications on
Dec. 2, 2024.
S&P said, "At the same time, we assigned a 'BB' rating and '3'
recovery rating to the proposed new term loan. All existing senior
secured issue-level debt was affirmed at the 'BB' rating.
"The negative outlook reflects our view that pro forma leverage
will increase, with anticipated debt to EBITDA at the higher end of
the 4x-5x range in 2025.
"We forecast Quikrete's debt to EBITDA at the higher end of the
4x-5x range in 2025 due to the incremental debt proposed to finance
the Summit Materials acquisition. Quikrete's acquisition of Summit
is primarily debt-funded, and as such, we expect pro forma S&P
Global Ratings' adjusted debt to EBITDA to elevate to the higher
end of the 4x-5x range, compared to our expectations of leverage
below 3x in 2024. While we maintain the view that the synergistic
benefits of the acquisition of Summit's concrete business is a
positive for credit quality in the long term, we also believe there
are risks associated with an acquisition of this size, including
integration and execution risks as Quikrete works to realize its
expected synergies, which could also cause leverage to remain at
the higher end of the 4x-5x range beyond 2025. Although the company
has historically been acquisitive and completed large acquisitions,
such as its $2.74 billion acquisition of Forterra in 2022 and its
$1.08 billion acquisition of Contech in 2016, the Summit
acquisition is the largest acquisition to date, which could take
longer to integrate and realize synergies than expected.
"Quikrete's competitive position benefits from the acquisition of
Summit Materials. Pro forma for the transaction, we expect Summit's
aggregates, cement and ready-mix concrete business to complement
Quikrete's concrete and cement-based products by providing a
vertically integrated source of cement and aggregate material
supply which benefits Quikrete's products downstream. Vertically
integrating Summit helps to stabilize Quikrete's supply chain by
providing a steady supply of critical input materials and at the
same time, enabling the company to reduce aggregate and cement
material cost inflation concerns. Summit Materials completed an
acquisition of Argos North America Corp. in 2024, and as a result,
further enhances Quikrete's ready-mix concrete and cement position.
Additionally, the business combination allows Quikrete to benefit
from Summit's existing asset base, which reduces the need for
Quikrete to commit capital expenditures (capex) and engage in the
process of new plant construction for these needed inputs.
"We expect Quikrete to generate positive free cash flows over the
next 24 months. We forecast Quikrete to continue to generate
positive free cash flows of $1.0 billion-$1.5 billion in 2025 and
$1.2 billion-$1.5 billion in 2026 due to solid working capital
management and stable but elevated capital spending. While we
expect the company to remain acquisitive, we believe the company
will limit the funding sources of future acquisitions to internally
generated cash as it deleverages after the Summit acquisition.
"The negative outlook reflects our view that pro forma leverage
will be at the higher end of the 4x-5x range for 2025 as the
company integrates and realizes synergies from the Summit
acquisition.
"We could lower our ratings on Quikrete within the next 12-24
months if the company is unable to achieve integration and
synergies resulting in a sizable deterioration of margins leading
to leverage remaining near or above 5x, or if the company pursued
aggressive financial policy actions such as another debt-financed
acquisition."
S&P could revise its outlook to stable on Quikrete if the
integration and realized synergies generated strong operating
results so that:
-- Debt to EBITDA is trending towards 4x, and
-- EBITDA interest coverage sustains above 2x.
RESHAPE LIFESCIENCES: Amends Note Worth $833K With Ascent Partners
------------------------------------------------------------------
ReShape Lifesciences Inc. filed a Form 8-K with the Securities and
Exchange Commission, disclosing that on Jan. 14, 2025, the Company
entered into an amendment to a senior secured convertible note in
the aggregate original principal amount of $833,333.34 with Ascent
Partners Fund LLC, an institutional investor, to:
(a) extend the maturity date to the earlier of (i) the closing
of the Company's previously announced merger with Vyome
Therapeutics, Inc. or (ii) 90 days after the date of the
Amendment;
(b) provide that the Investor would not be obligated to convert
any part of the Note at the closing of the Merger;
(c) reduce the mandatory prepayment provision for funds raised
by the Company in subsequent financings from 66% to 50%; and
(d) require a $45,000 cash extension fee to be paid by the
Company at the maturity of the Note.
On Oct. 16, 2024, ReShape entered into a securities purchase
agreement with Ascent Partners pursuant which, among other things,
the Company agreed to issue the Investor the Note.
About Reshape Lifesciences Inc.
Headquartered in Irvine, California, Reshape Lifesciences Inc. is a
physician-led weight loss and metabolic health-solutions company,
offering an integrated portfolio of proven products and services
that manage and treat obesity and associated metabolic disease.
The Company's primary operations are in the following geographical
areas: United States, Australia and certain European and Middle
Eastern countries. The Company's current portfolio includes the
Lap-Band Adjustable Gastric Banding System, the Obalon Balloon
System, and the Diabetes Bloc-Stim Neuromodulation device, a
technology under development as a new treatment for type 2 diabetes
mellitus. There has been no revenue recorded for the Obalon
Balloon System, and there has been no revenue recorded for the
Diabetes Bloc-Stim Neuromodulation as this product is still in the
development stage.
Irvine, California-based RSM US LLP, the Company's auditor since
2022, issued a "going concern" qualification in its report dated
April 1, 2024. The report cites that the Company has suffered
recurring losses from operations and negative cash flows. The
Company currently does not generate revenue sufficient to offset
operating costs and anticipates such shortfalls to continue. This
raises substantial doubt about the Company's ability to continue as
a going concern.
Reshape reported a net loss of $11.39 million for the year ended
Dec. 31, 2023, compared to a net loss of $46.21 million for the
year ended Dec. 31, 2022.
RIC (LAVERNIA): Updates FNA Secured Claims Pay Details
------------------------------------------------------
RIC (Lavernia) LLC submitted an Amended Disclosure Statement in
support of Plan of Reorganization dated January 21, 2025.
There has been no income-generating business since the Petition
Date.
The Plan proposes that secured creditors will retain their liens,
if valid; and in either a liquidation or Plan scenario, Class 4
claimants may recover 100% of the Allowed amount of their Claims
(or less, with consent). Accordingly, holders of Secured Claims are
receiving at least as much as they would get under a Chapter 7
liquidation.
Under the Plan, the Debtor will continue to manage and operate the
Property and will acquire funding sufficient to complete the Plan
through contributions by the holder(s) of Equity Interests, which
will be sufficient to pay all Plan payments.
Class 4 consists of Secured Claim of FNA. Class 4 consists of any
other claim secured by the Property. The only holder of a potential
Class 4 claim is FNA, claiming through Propel Financial Services as
its attorney-in-fact. Class 4 shall retain its liens, to the extent
allowed. In the event Class 4 votes in favor of the Plan, FNA shall
receive payment totaling seventy-five percent of the Allowed amount
of its Claim, without interest, paid in equal quarterly
installments over two years. In the event Class 4 votes to reject
the Plan and the Plan is confirmed over the rejection vote, FNA
shall receive payment totaling one hundred percent of the Allowed
amount of its Claim, without interest, in quarterly installments
amortized over twenty years with the final balloon payment at the
conclusion of ten years after the first quarterly payment becomes
due.
Claim payment will be determined on a parcel-by-parcel basis.
Payment begins from the later to occur of (i) Claim allowance and
(ii) determination that the holders of Class 3 Claims have no valid
lien interest in the Property. Upon payment in full of all Class 4
Plan payments, the liens associated with the paid parcel(s) will be
released. In the discretion of the Debtor/Reorganized Debtor,
parcels encumbered by valid liens held by the holder of Class 4
Allowed Claims may be abandoned, in which case no payment will be
due as to the abandoned parcel(s). Class 4 is Impaired.
The Amended Disclosure Statement does not alter the proposed
treatment for unsecured creditors and the equity holder:
* Class 5 shall consist of all Allowed Claims of Unsecured
Creditors. Class 5 creditors shall receive payment in full of the
amount of their Allowed Claims, without interest, in four quarterly
installments. Class 5 is Impaired.
* Class 6 shall consist of the Debtor's Equity Interests. The
holder of the Debtor's Equity Interests will contribute new value
consisting of: (i) prior to the Effective Date, such amount which
shall be sufficient to pay all Class 1, 2, 4, and 5 payments that
are due on the Effective Date and in any month during the first
quarter after the Effective Date; and (ii) prior to the end of each
quarter after the Effective Date until all Plan payments are paid
in full, such amount which shall be sufficient to pay all Plan
payments in full when due. The holder of the Debtor's Equity
Interests will contribute such additional amounts as necessary to
fund payments for future taxes and development of the Property.
The Debtor will fund the Plan though contributions made by the
holder of Equity Interests sufficient to make Plan payments and to
fund future Debtor development activities and tax obligations. The
Debtor will also proceed with the Adversary Proceeding to determine
the validity of Milestone lien, and pursue any other Claim
objections, all to be funded by the holder of Equity Interests.
Chapter 5 causes of action (to the extent that there are any) may
also provide additional funds.
A full-text copy of the First Amended Disclosure Statement dated
January 21, 2025 is available at https://urlcurt.com/u?l=BsuhKK
from PacerMonitor.com at no charge.
RIC (Lavernia) LLC is represented by:
Kyle S. Hirsch, Esq.
Bryan Cave Leighton Paisner LLP
The Dallas Arts Tower
2200 Ross Avenue, Suite 4200W
Dallas, TX 75201
Tel: (214) 721-8000
Fax: (214) 721-8100
Email: kyle.hirsch@bclplaw.com
About Ric (Lavernia) LLC
RIC (Lavernia) LLC is a Texas limited liability company that owns
real property located in Wilson County, Texas (the "Property").
The Debtor filed its voluntary petition for Chapter 11 protection
(Bankr. W.D. Tex. Case No. 24-51195) on June 27, 2024, listing $1
million to $10 million in assets and $100,000 to $500,000 in
liabilities. Gianfriddo as authorized representative, signed the
petition.
Judge Michael M Parker oversees the case.
BRYAN CAVE LEIGHTON PAISNER LLP serves as the Debtor's legal
counsel.
ROLLING ACRES: Gets Interim OK to Use Cash Collateral Until Jan. 31
-------------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of North
Carolina extended Rolling Acres MHC, LLC's authority to use cash
collateral until Jan. 31.
The interim order authorized the company to pay its expenses from
the cash collateral in accordance with its budget, subject to a 10%
variance.
The order granted secured creditors replacement liens on the
company's assets, with the same priority as their pre-bankruptcy
liens.
The next hearing is scheduled for Feb. 6.
About Rolling Acres MHC
Rolling Acres MHC, LLC sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. E.D. N.C. Case No. 24-03433) on
September 20, 2024, with $1 million to $10 million in both assets
and liabilities.
Judge Pamela W. Mcafee oversees the case.
The Debtor is represented by:
Bradley S. Shraiberg, Esq.
Shraiberg Page P.A.
2385 N.W. Executive Center Drive, Suite 300
Boca Raton, FL 33431
Tel: (561) 443-0800
Fax: (561) 998-0047
Email: bss@slp.law
SCILEX HOLDING: Oramed Pharmaceuticals Holds 6.2% Equity Stake
--------------------------------------------------------------
Oramed Pharmaceuticals Inc. disclosed in a Schedule 13G filed with
the U.S. Securities and Exchange Commission that as of January 13,
2025, it beneficially owned 15,500,000 shares of common stock of
Scilex Holding Company, representing 6.2% of the 243,312,885 shares
of common stock outstanding as of January 6, 2025 as represented by
the Company, plus 6,500,000 shares of common stock issuable upon
exercise of warrants held by the Reporting Person that are
exercisable within 60 days of January 17, 2025, of which this
Schedule 13G has been filed with the SEC.
The shares owned is comprised of:
(i) 9,000,000 shares of common stock, par value $0.0001 per
share, of Scilex Holding, and
(ii) 6,500,000 shares of Common Stock issuable upon exercise of
warrants exercisable within 60 days of January 17, 2025, of which
this Schedule 13G has been filed with the SEC.
Oramed Pharmaceuticals may be reached at:
Avraham Gabay
Chief Financial Officer
1185 Avenue of the Americas, Third Floor
New York, NY 10036
Tel: 646-844-1164
A full-text copy of Oramed Pharmaceuticals' SEC Report is available
at:
https://tinyurl.com/bdxp2eke
About Scilex Holding Company
Palo Alto, Calif.-based Scilex Holding Company --
www.scilexholding.com -- is an innovative revenue-generating
company focused on acquiring, developing and commercializing
non-opioid pain management products for the treatment of acute and
chronic pain and, following the formation of its proposed joint
venture with IPMC Company, neurodegenerative and cardiometabolic
disease. Scilex targets indications with high unmet needs and large
market opportunities with non-opioid therapies for the treatment of
patients with acute and chronic pain and is dedicated to advancing
and improving patient outcomes. Scilex's commercial products
include: (i) ZTlido (lidocaine topical system) 1.8%, a prescription
lidocaine topical product approved by the U.S. Food and Drug
Administration for the relief of neuropathic pain associated with
postherpetic neuralgia, which is a form of post-shingles nerve
pain; (ii) ELYXYB, a potential first-line treatment and the only
FDA-approved, ready-to-use oral solution for the acute treatment of
migraine, with or without aura, in adults; and (iii) Gloperba, the
first and only liquid oral version of the anti-gout medicine
colchicine indicated for the prophylaxis of painful gout flares in
adults.
San Diego, California-based Ernst & Young LLP, the Company's
auditor since 2020, issued a "going concern" qualification in its
report dated March 11, 2024, citing that the Company has negative
working capital, has suffered losses from operations, has recurring
negative cash flows from operations, and has stated that
substantial doubt exists about the Company's ability to continue as
a going concern.
As of June 30, 2024, Scilex had $104.5 million in total assets,
$319.2 million in total liabilities, and $214.7 million in total
stockholders' deficit.
SCILEX HOLDING: Regains Compliance Under Nasdaq Rule 5250(c)(1)
---------------------------------------------------------------
Scilex Holding Company announced on January 21 that it has received
notification from The Nasdaq Stock Market LLC that the Company has
regained compliance with Nasdaq Listing Rule 5250(c)(1) as a result
of the filing of its Quarterly Report on Form 10-Q for the quarter
ended Sept. 30, 2024.
About Scilex Holding Company
Palo Alto, CA-based Scilex Holding Company -- www.scilexholding.com
-- is an innovative revenue-generating company focused on
acquiring, developing and commercializing non-opioid pain
management products for the treatment of acute and chronic pain
and, following the formation of its proposed joint venture with
IPMC Company, neurodegenerative and cardiometabolic disease. Scilex
targets indications with high unmet needs and large market
opportunities with non-opioid therapies for the treatment of
patients with acute and chronic pain and is dedicated to advancing
and improving patient outcomes. Scilex's commercial products
include: (i) ZTlido (lidocaine topical system) 1.8%, a prescription
lidocaine topical product approved by the U.S. Food and Drug
Administration for the relief of neuropathic pain associated with
postherpetic neuralgia, which is a form of post-shingles nerve
pain; (ii) ELYXYB, a potential first-line treatment and the only
FDA-approved, ready-to-use oral solution for the acute treatment of
migraine, with or without aura, in adults; and (iii) Gloperba, the
first and only liquid oral version of the anti-gout medicine
colchicine indicated for the prophylaxis of painful gout flares in
adults.
San Diego, California-based Ernst & Young LLP, the Company's
auditor since 2020, issued a "going concern" qualification in its
report dated March 11, 2024, citing that the Company has negative
working capital, has suffered losses from operations, has recurring
negative cash flows from operations, and has stated that
substantial doubt exists about the Company's ability to continue as
a going concern.
SERTA SIMMONS: 5th Circ. Ruling Gives Left Behind Lenders Leverage
------------------------------------------------------------------
Alex Wittenberg of Law360 Bankruptcy Authority reports that a Fifth
Circuit ruling rejecting mattress maker Serta Simmons'
controversial "uptier" exchange offers fresh leverage for investors
excluded from non-pro rata debt transactions.
This could reduce the appeal of such deals to favored creditors and
private equity firms, particularly those involving so-called
lender-on-lender violence, the report states.
About Serta Simmons Bedding
Serta Simmons Bedding, together with its non-debtor affiliates, are
manufacturers and marketers of bedding products in North America,
operating various bedding manufacturing facilities across the
United States and Canada.
Serta Simmons Bedding, LLC, filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case
No. 23-90020) on Jan. 23, 2023. The petitions were signed by John
Linker, chief financial officer, treasurer and assistant secretary.
At the time of filing, the Debtors estimated $1 billion to $10
billion in both assets and liabilities.
During the Chapter 11 process, Weil, Gotshal & Manges LLP served as
SSB's legal counsel, Evercore Group L.L.C. served as SSB's
investment banker and FTI Consulting, Inc., served as SSB's
financial and restructuring advisor. Epiq Corporate Restructuring,
LLC, is the claims and noticing agent.
Gibson, Dunn & Crutcher LLP served as legal counsel, and Centerview
Partners served as financial advisor and investment banker, to an
ad hoc group of SSB's priority lenders.
SERVE TECH: Sec. 341(a) Meeting of Creditors on February 14
-----------------------------------------------------------
On January 13, 2025, Serve Tech Global LLC filed Chapter 11
protection in the U.S. Bankruptcy Court for the Northern District
of California.
According to court filing, the Debtor reports up to $50,000 in
debt owed to 1 and 49 creditors. The petition states funds will be
available to unsecured creditors.
A meeting of creditors under 341(a) to be held on February 14, 2025
at 01:00 PM via UST Teleconference, Call in number/URL:
1-877-991-8832 Passcode: 4101242.
About Serve Tech Global LLC
Serve Tech Global LLC is a San Francisco-based technology services
company.
Serve Tech Global LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Cal. Case No. 25-30021 ) on January
13, 2025. In its petition, the Debtor reports estimated assets and
liabilities up to $50,000 each.
Honorable Bankruptcy Judge Dennis Montali handles the case.
SILAS ENTERPRISE: Case Summary & Eight Unsecured Creditors
----------------------------------------------------------
Debtor: Silas Enterprise Company
122 S. Michigan Av.
Suite 1390A
Chicago, IL 60603
Case No.: 25-01203
Business Description: Silas Enterprise is the fee simple owner of
two properties described as 9927 S. Morgan
St. and 8956 S. Union Ave. The Debtor also
owns beneficial interests in two land trusts
at 7011 S. Indiana Ave. and 7945 S. Dobson
Ave. The total value of the properties is
$954,000.
Chapter 11 Petition Date: January 27, 2025
Court: United States Bankruptcy Court
Northern District of Illinois
Judge: Hon. Deborah L Thorne
Debtor's Counsel: David P. Lloyd, Esq.
DAVID P. LLOYD, LTD.
615B S. LaGrange Rd.
La Grange, IL 60525
Tel: 708-937-1264
Email: courtdocs@davidlloydlaw.com
Total Assets: $957,888
Total Liabilities: $1,037,878
The petition was signed by Corey Singleton as president.
A full-text copy of the petition, which includes a list of the
Debtor's eight unsecured creditors, is available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/LH7PQUQ/Silas_Enterprise_Company__ilnbke-25-01203__0001.0.pdf?mcid=tGE4TAMA
SIYATA MOBILE: Signs US$18M Stock Purchase Deal With Hudson Global
------------------------------------------------------------------
Siyata Mobile Inc., reported in a Form 8-K filed with the
Securities and Exchange Commission that on Jan. 14, 2025, it
entered into an equity purchase agreement with Hudson Global
Ventures, LLC, pursuant to which the Company will have the right,
but not the obligation to sell to the Investor, and the Investor
will have the obligation to purchase from the Company up to
US$18,000,000 worth of the Company's common shares, no par value
per share, at the Company's sole discretion over the next 24
months, subject to certain conditions precedent and other
limitations, at purchase price to be determined as per the terms
and conditions of the Equity Purchase Agreement. On the date of
the Equity Purchase Agreement, the Company issued 540 shares of
Class C preferred stock of the Company to the Investor as a
commitment fee under the Equity Purchase Agreement.
On the same date, the Company also entered into a registration
rights agreement with the Investor, pursuant to which the Company
agreed to submit to the U.S. Securities and Futures Commission an
initial registration statement on Form F-1 within 45 days from the
date of the Equity Purchase Agreement, covering the resale of the
common shares issuable upon conversion of the Commitment Shares and
the Put Shares, which may have been, or which may from time to time
be, issued under the Equity Purchase Agreement for public resale,
and to use its reasonable best efforts to cause the Registration
Statement to be declared effective by the SEC.
The Equity Purchase Agreement and the Registration Rights Agreement
contain customary representations, warranties and agreements by the
Company and customary conditions to the Investor's obligation to
purchase the Put Shares. They are contractual documents that
establish and govern the legal relations between the Company and
the Investor and are not intended to be a source of factual,
business or operational information about the Company for other
investors and potential investors of the Company.
About Siyata Mobile
British Columbia, Canada-based Siyata Mobile Inc. is a B2B global
developer and vendor of next-generation Push-To-Talk over Cellular
handsets and accessories. Its portfolio of rugged PTT handsets and
accessories enables first responders and enterprise workers to
instantly communicate over a nationwide cellular network of choice,
to increase situational awareness and save lives. Police, fire,
and ambulance organizations as well as schools, utilities, security
companies, hospitals, waste management companies, resorts and many
other organizations use Siyata PTT handsets and accessories.
Jerusalem, Israel-based Barzily and Co., CPA's, the Company's
auditor since 2023, issued a "going concern" qualification in its
report dated April 3, 2024, citing that the Company has suffered
recurring losses from operations, high accumulated losses,
outstanding bank loan and an outstanding balance in respect of the
sale of future receipts, that raise substantial doubt about its
ability to continue as a going concern.
The Company incurred a net loss for the year ended Dec. 31, 2023 of
$12,931,794 as compared to a net loss of $15,299,251 in the prior
year.
SKYLOCK INDUSTRIES: Seeks to Extend Plan Exclusivity to April 24
----------------------------------------------------------------
Skylock Industries Inc. asked the U.S. Bankruptcy Court for the
Central District of California to extend its exclusivity periods to
file a plan of reorganization and obtain acceptance thereof to
April 24 and June 23, 2025, respectively.
The Debtor explains that the first months of the chapter 11 case
were characterized by disputes between the company's management and
its secured lender and intercompany disputes, resulting in an Order
to Show Cause re Appointment of a Chapter 11 Trustee being issued
by the Bankruptcy Court.
Fortunately, the result of the Court's OSC was a consensual
appointment of Jeffrey Nerland, an experienced Chief Restructuring
Officer on December 20, 2024. Mr. Nerland is now in the process of
evaluating the Debtor's chapter 11 plan options, while at the same
time preparing budgets, investigating and negotiating sale
opportunities and assisting the Debtor in its business operations.
The Debtor claims that this is its first request for an extension
of time to file plan. The case includes complexities surrounding
the sale of assets, lack of knowledge of which creditors will file
proofs of claims by the bar date of January 31, 2025 and
negotiations with the Debtor's principal creditors.
The Debtor asserts that there are no allegations that the company
with its newly appointed Chief Restructuring Officer is proceeding
in bad faith, in fact Mr. Nerland was appointed via stipulation
with the Debtor's principal previously objecting creditors Adhara
Aerospace and Defense, LLC and Pasadena Private Finance, LLC.
The Debtor further asserts that it is negotiating sales that will
greatly improve operating revenues and has reasonable prospect for
filing a viable plan. The Debtor is making significant progress
negotiating creditors. An extension of time is therefore
appropriate.
Skylock Industries Inc. is represented by:
Jeffrey S. Shinbrot, Esq.
JEFFREY S. SHINBROT, APLC
15260 Ventura Blvd., Suite 1200
Sherman Oaks, CA 91403
Telephone: (310) 659-5444
Facsimile: (310) 878-8304
Email: jeffrey@shinbrotfirm.com
About Skylock Industries
Skylock Industries Inc. is a California-based aircraft parts
manufacturer.
Skylock Industries sought relief under Chapter 11 of the Bankruptcy
Code (Bankr. C.D. Cal. Case No. 24-17820) on Sept. 26, 2024, with
$10 million to $50 million in both assets and liabilities.
Judge Sheri Bluebond handles the case.
The Debtor is represented by Jeffrey S. Shinbrot, Esq., at The
Shinbrot Firm.
STAR WELLINGTON: Court OKs Continued Use of Cash Collateral
-----------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Florida
granted Star Wellington, LLC interim authorization to use cash
collateral.
The interim order permitted Star Wellington to use cash collateral
to pay expenses set forth in its court-approved budget, plus an
amount not to exceed 10% for each line item.
The budget projects monthly operational expenses of $191,945 for
January to March and $154,975 for April.
Star Wellington will make a monthly payment of $10,000 to Pinnacle
Bank, assignee of Fund-Ex Solutions Group, as adequate protection
for the use of cash collateral.
Each creditor with a security interest in cash collateral shall
have a perfected post-petition lien against cash collateral to the
same extent and with the same validity and priority as the
pre-petition lien.
In addition, Star Wellington must maintain insurance coverage for
its property in accordance with the obligations under applicable
loan and security documents.
The next hearing is scheduled for Feb. 20.
Howard S. Toland, Esq.
Mitrani, Rynor, Adamsky & Toland, P.A.
301 Arthur Godfrey Rd, PH
Miami Beach, FL 33140
(305) 358-0050 Phone
(954) 850-0302 Cell
(305) 358-0550 Fax
Htoland@Mitrani.com
Cayala@mitrani.com
About Star Wellington
Star Wellington, LLC is a restaurant that offers a fusion of
Italian flavors and Franco flair.
Star Wellington filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case. No.
24-18574) on August 23, 2024, listing $314,093 in assets and
$2,443,171 in liabilities. The petition was signed by Adam Hopkins
as manager and owner.
Judge Mindy A. Mora oversees the case.
The Debtor is represented by:
Dana L Kaplan, Esq.
Tel: 561-308-3298
Email: dana@kelleylawoffice.com
SUSHI ZUSHI: SZSO Unsecureds to Split $578K via Quarterly Payments
------------------------------------------------------------------
Sushi Zushi of Texas, LLC, and its affiliates filed with the U.S.
Bankruptcy Court for the Western District of Texas a Joint
Disclosure Statement to Plans of Reorganization dated January 20,
2025.
The Sushi Zushi brand began in the early 2000's in San Antonio. The
restaurants provided sushi and other Japanese food items both on
in-dining and takeout/delivery basis.
In 2018, the founder, Al Tomita, brought in new partners to turn
around the company, which had experienced operational and financial
difficulty. The company had incurred an enormous amount of debt,
both from business operations and from the founder, which the
company could not service. Under the new partnership, Al Tomita was
named CEO and provided an employment contract.
The Debtors have continued to successfully operate their business
and pay their postpetition plan obligations. However, general
economic slowdown in the restaurant industry both in San Antonio
and nationwide have effected Debtors' cash flow. During the
bankruptcy the Debtors have met their obligations and made adequate
protection payments to their primary secured lender but have not
been able to increase their cash position.
The Debtors shall pay its primary secured lender, Gulf Coast
Financial, 7% interest on its loan, which will be amortized over
five years. Additionally, there are small secured debts related to
improvements made to the leaseholds paid out over the first year of
the plans.
The Debtors shall pay property taxes currently due and payable as
of January 2025 in regular monthly installments within 60 months of
the date of the order for relief and at the statutory interest
rate. Debtors shall pay past due federal income taxes in regular
monthly installments within 60 months of the date of the order for
relief and at the statutory interest rate in effect on the
confirmation date.
The Debtors shall pay Texas priority comptroller claims in regular
monthly installments within 60 months of the date of the order for
relief and at the statutory interest rate in effect on the
confirmation date.
The Debtors shall pay general unsecured claims 67.2 to 100%
dividends in quarterly payments over 17 quarters, depending on the
Debtor. The first quarterly payment shall be made on January 15,
2026, and continuing each quarter on the 15th day of the first
month of the following quarters until the final payment is made.
SZT is the equity holder and shall retain its interest in Debtors.
The Class 4 claims consist of the general unsecured claims against
Sushi Zushi of Stone Oak, LLC. Debtor shall pay the allowed Class 4
Claims their pro rata share of $578,000 in 17 quarterly payments up
to the total amount of their claims. Payments shall be made to the
Class 4 creditors pro rata in accordance with their allowed claims.
The first quarterly payment shall be made on January 15, 2026, and
continuing each quarter on the 15th day of the first month of the
following quarter until the final payment is made. The Class 4
Claims are deemed to be impaired under the Plan and shall vote on
the Plan to the extent a Class 4 Claim is not a Disputed Claim.
The Class 2 claims consists of the general unsecured claims against
Sushi Zushi of Colonnade, LLC. Debtor shall pay the allowed Class 4
Claims their pro rata share of $585,000 in 17 quarterly payments up
to the total amount of their claims. Payments shall be made to the
Class 2 creditors pro rata in accordance with their allowed claims.
The first quarterly payment shall be made on January 15, 2026, and
continuing each quarter on the 15th day of the first month of the
following quarter until the final payment is made. The Class 2
Claims are deemed to be impaired under the Plan and shall vote on
the Plan to the extent a Class 2 Claim is not a Disputed Claim.
The Class 3 claims consists of the general unsecured claims against
Sushi Zushi of Lincoln Heights, LLC. The Debtor shall pay the
allowed Class 3 Claims their pro rata share of $400,000 in 17
quarterly payments up to the total amount of their claims. The
first 13 quarterly payments shall be $20,000 shared pro rata and
the last 4 payments shall be $35,000 shared pro rata. Payments
shall be made to the Class 3 creditors pro rata in accordance with
their allowed claims. The first quarterly payment shall be made on
January 15, 2026, and continuing each quarter on the 15th day of
the first month of the following quarter until the final payment is
made. The Class 3 Claims are deemed to be impaired.
The Plans are feasible as a result of the income generated from
Debtors' business operations and assets.
A full-text copy of the Joint Disclosure Statement dated January
20, 2025 is available at https://urlcurt.com/u?l=IPCTXf from
PacerMonitor.com at no charge.
Counsel to the Debtors:
Ronald J. Smeberg
The Smeberg Law Firm, PLLC
4 Imperial Oaks
San Antonio, TX 78248
Tel: (210) 695-6684
Fax: (210) 598-7357
Email: ron@smeberg.com
About Sushi Zushi of Texas
Suhi Zushi is a modern Japanese restaurant chain serving
traditional foods, plus classic & Latin-influenced sushi rolls.
Sushi Zushi of Texas, LLC, Sushi Zushi of Colonnade, LLC, Sushi
Zushi of Lincoln Heights LLC and Sushi Zushi of Stone Oak, LLC
concurrently filed voluntary petitions for relief under Chapter 11
of the Bankruptcy Code (Bankr. W.D. Tex. Lead Case No. 24-51147) on
July 24, 2024. At the time of filing, each Debtor estimated
$100,000 to $500,000 in assets and $1 million to $10 million in
liabilities. The petitions were signed by Jason Kemp as manager.
Judge Michael M Parker presides over the case.
Ronald Smeberg, Esq., at THE SMEBERG LAW FIRM, is the Debtors'
counsel.
SVB FINANCIAL: FDIC Wins Discovery Motion in Fraud Coverage Dispute
-------------------------------------------------------------------
Ganesh Setty of Law360 reports that a Chubb unit is required to
provide specific documents to Silicon Valley Bank's former parent,
SVB Financial Group, regarding coverage for a fraud that SVB
Financial claims resulted in $73 million in losses, a North
Carolina federal court ruled on Friday, January 24, 2025. However,
the court exempted an excess insurer from the same obligation.
About SVB Financial Group
SVB Financial Group (Pink Sheets: SIVBQ) is a financial services
company focusing on the innovation economy, offering financial
products and services to clients across the United States and in
key international markets.
Prior to March 10, 2023, SVB Financial Group owned and operated
Silicon Valley Bank, a state chartered bank. During the week of
March 6, 2023, Silicon Valley Bank, Santa Clara, CA, experienced a
severe "run-on-the-bank." On the morning of March 10, the
California Department of Financial Protection and Innovation seized
SVB and placed it under the receivership of the Federal Deposit
Insurance Corporation. SVB was the nation's 16th largest bank and
the biggest to fail since the 2008 financial meltdown.
On March 17, 2023, SVB Financial Group sought Chapter 11 bankruptcy
protection (Bankr. S.D.N.Y. Case No. 23-10367). The Debtor had
assets of $19,679,000,000 and liabilities of $3,675,000,000 as of
Dec. 31, 2022.
The Hon. Martin Glenn is the bankruptcy judge.
The Debtor tapped Sullivan & Cromwell, LLP as bankruptcy counsel;
Centerview Partners, LLC as investment banker; and Alvarez & Marsal
North America, LLC as restructuring advisor. William Kosturos, a
partner at Alvarez & Marsal, serves as the Debtor's chief
restructuring officer. Kroll Restructuring Administration, LLC, is
the claims and noticing agent and administrative advisor.
The U.S. Trustee for Region 2 appointed an official committee to
represent unsecured creditors in the Debtor's Chapter 11 case.
The committee tapped Akin Gump Strauss Hauer & Feld, LLP as
bankruptcy counsel; Cole Schotz P.C. as conflict counsel; Lazard
Freres & Co. LLC as investment banker; and Berkeley Research Group,
LLC as financial advisor.
TOP PARK SERVICES: Gets OK to Use Cash Collateral Until Jan. 31
---------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of North
Carolina granted, on an interim basis, the motion by Top Park
Services, LLC to use the cash collateral of its secured creditors.
The interim order authorized the company to use cash collateral
until Jan. 31 to pay its expenses in accordance with its budget,
subject to a 10% variance.
The order granted secured creditors replacement liens on the
company's assets to the same extent and priority as their
pre-bankruptcy liens.
The next hearing is scheduled for Feb. 6.
About Top Park Services
Top Park Services, LLC is a Fort Lauderdale-based company involved
in the management and operation of mobile home parks.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. N.C. Case No. 24-03434) with $10
million to $50 million in both assets and liabilities. The petition
was signed by Neil Carmichael Bender, II, as manager.
Judge Pamela W Mcafee oversees the case.
The Debtor is represented by:
Bradley S. Shraiberg, Esq.
Shraiberg Page, P.A.
2385 NW Executive Center Dr, Suite 300
Boca Raton, FL 33431
Tel: 561-443-0800
Email: bss@slp.law
TRINSEO PLC: Completes Exchange Offer for $379.5-Mil. in Notes
--------------------------------------------------------------
Trinseo, PLC disclosed in a Form 8-K Report filed with the U.S.
Securities and Exchange Commission that on January 17, 2025 (the
"Settlement Date"), it consummated the previously announced offer
by Trinseo Luxco Finance SPV S.a.r.l. and Trinseo NA Finance SPV
LLC, the new issuers and indirect wholly owned subsidiaries of the
Company, to exchange any and all of Trinseo Holding S.a r.l.'s and
Trinseo Materials Finance, Inc.'s 5.125% senior notes due 2029 (the
"Existing 2029 Notes") for new 7.625% Second Lien Senior Secured
Notes due 2029 (the "New 2L Notes") issued by the New Issuers.
In connection with the Exchange Offer, Trinseo Holding and Trinseo
Materials Finance also consummated a solicitation of consents from
eligible holders of the Existing 2029 Notes to adopt certain
proposed amendments to the indenture governing the Existing 2029
Notes, to, among other things, eliminate or waive substantially all
of the restrictive covenants, eliminate certain events of default,
release the existing subsidiary guarantees of the Existing 2029
Notes and modify and eliminate certain other provisions, including
the covenant regarding future guarantors.
The Existing 2029 Notes acquired in the Exchange Offer were
transferred to Trinseo Holdings in exchange for the New
Intercompany Loan B and cancelled by Trinseo Holdings.
Redemption of 2025 Notes
In connection with the previously announced notice of conditional
redemption of all of the outstanding 5.375% senior notes due 2025,
as supplemented by that supplemental notice of conditional
redemption, on January 17, 2025, Trinseo Holding and Trinseo
Materials Finance redeemed all of the outstanding 2025 Notes at a
redemption price equal to the outstanding principal thereof and
accrued but unpaid interest thereon to, but excluding, the
Redemption Date. Trinseo Holding and Trinseo Materials Finance
funded such redemption through the New Intercompany Loan A. In
connection with such redemption, all 2025 Notes were cancelled and
the related indenture was satisfied and discharged.
Supplemental Indenture to
Existing 2029 Notes Indenture
As previously announced by the Company, in connection with the
consent solicitation, the Company received the requisite consents
from holders of the Existing 2029 Notes to adopt the Proposed
Amendments to the Existing 2029 Notes Indenture. On January 17,
2025, Trinseo Holding and Trinseo Materials Finance entered into a
supplemental indenture to the Existing 2029 Notes Indenture with
The Bank of New York Mellon, as trustee, and each of the guarantors
of the Existing 2029 Notes, to effect the Proposed Amendments. The
Proposed Amendments became operative on January 17, 2025.
New 2L Notes
On the Settlement Date, the New Issuers issued the New 2L Notes in
an aggregate principal amount of approximately $379.5 million in
exchange for the total of approximately $446.5 million aggregate
principal amount of Trinseo Holding's and Trinseo Materials
Finance's Existing 2029 Notes validly tendered and accepted in
connection with the Exchange Offer (or 99.88% of the aggregate
principal amount thereof outstanding). The New 2L Notes are senior
secured obligations of the New Issuers.
The New 2L Notes have not been registered under the Securities Act
of 1933, as amended or any state securities laws and have been
issued only to qualified institutional buyers pursuant to Rule 144A
under the Securities Act, and to persons outside the United States
who are not "U.S. persons" as defined in Regulation S under the
Securities Act.
* Interest and Maturity
The New 2L Notes were issued pursuant to an indenture, dated as of
the Settlement Date, by and among the New Issuers, the Company,
certain guarantor subsidiaries of the Company from time to time
party thereto, The Bank of New York Mellon, as trustee and Alter
Domus (US) LLC, as notes collateral agent. The New 2L Notes will
bear interest at a rate of 7.625% per annum, of which:
(i) from the Settlement Date until and including the date that
is the sixth semiannual interest payment date following the
Settlement Date, 5.125% per annum will be payable in cash and 2.50%
per annum will be payable in-kind either by increasing the
principal amount of the outstanding New 2L Notes or by issuing New
2L Notes, or, at the New Issuers' option, in cash; and
(ii) thereafter until maturity, the entire 7.625% per annum
will be payable in cash.
Interest on the New 2L Notes will be paid semiannually on February
15 and August 15 of each year, commencing on August 15, 2025. The
New 2L Notes will mature on May 3, 2029.
* Optional Redemption
With respect to the New 2L Notes, the New Issuers may at their
option redeem the New 2L Notes, in whole or in part, on one or more
occasions, at the redemption prices set forth in the New 2L Notes
Indenture, together with accrued and unpaid interest, if any, to
but not including the date of redemption.
At any time prior to the one year anniversary of the Settlement
Date, the New Issuers may redeem all or part of the New 2L Notes at
a redemption price equal to 100% of the aggregate principal amount
thereof, plus accrued and unpaid interest, if any, to, but
excluding, the applicable redemption date, plus the Applicable
Premium. At any time on or after the one-year anniversary of the
Settlement Date but prior to the two-year anniversary of the
Settlement Date, the New Issuers may redeem all or part of the New
2L Notes at a redemption price equal to 103.813% of the aggregate
principal amount thereof, plus accrued and unpaid interest, if any,
to, but excluding, the applicable redemption date. At any time on
or after the two-year anniversary of the Settlement Date, the New
Issuers may redeem all or part of the New 2L Notes at a redemption
price equal to 100% of the aggregate principal amount thereof, plus
accrued and unpaid interest, if any, to, but excluding, the
applicable redemption date.
* Mandatory Redemption
Subject to the repayment in full in cash of the obligations under
the 2028 Refinance Credit Agreement upon the occurrence of certain
events as set forth in the New 2L Notes Indenture, the New Issuers
will be required to redeem the New 2L Notes at a redemption price
equal to 100% of the aggregate principal amount thereof, plus
accrued and unpaid interest, if any, to, but excluding, the
applicable redemption date.
* Events of Default
The New 2L Notes Indenture provides that each of the following is
an Event of Default with respect to the New 2L Notes:
(1) default in any payment of interest, if any, on any New 2L
Note when due and payable, continued for 30 days;
(2) default in the payment of the principal amount of or
premium, if any, on any New 2L Note issued under the New 2L Notes
Indenture when due at its Stated Maturity, upon optional
redemption, upon required repurchase, upon declaration or
otherwise;
(3) failure to comply for 60 days (or in the case of a failure
to comply with certain obligations to provide reports to note
holders, 120 days) after written notice by the New 2L Notes Trustee
on behalf of the note holders or by the note holders of at least
30% in principal amount of the outstanding New 2L Notes with the
New Issuers' agreements or obligations contained in the New 2L
Notes Indenture;
(4) default under any mortgage, indenture instrument
evidencing any indebtedness for money borrowed by the New Issuers
caused by failure to pay the principal of such indebtedness at
maturity and results in its acceleration, the principal amount of
which equals $125 million or more;
(5) failure by the New Issuers or any significant subsidiary
to pay a final unindemnifiable judgment of $125.0 million or more
for more than 60 consecutive days after such judgment becomes
final;
(6) any guarantee pursuant to the terms of the New 2L Notes
Indenture ceases to be in full force and effect other than in
accordance with the New 2L Notes Indenture;
(7) any security interest or lien in favor of the New 2L Notes
Collateral Agent purported to be created by any Collateral Document
in any material portion of the Collateral purported to be covered
thereby, ceases to be in full force and effect, or is asserted in
writing not to be a valid and perfected security interest in or
lien on the Collateral covered thereby;
(8) either of the New Issuers or any subsidiary consents or
acquiesces to the institution of bankruptcy or insolvency
proceedings against it or any foreign equivalent;
(9) a court of competent jurisdiction enters an order or
decree under any bankruptcy law that certain specified events have
occurred,
(10) a Change of Control occurs, or
(11) a Triggering Event occurs, provided, that a default under
items 3, 4, 5 or 11 will not be an Event of Default unless the New
2L Notes Trustee or the holders of at least 30% in principal amount
of the New 2L Notes notify the New Issuers (and, in the case of
notice from the holders, the New 2L Notes Trustee) of the default
and, with respect to clauses 3 and 5, the New Issuers do not cure
such default within the time specified in the New 2L Notes
Indenture, as applicable, after receipt of such notice.
* Covenants
The New 2L Notes Indenture contains covenants which, among other
things, will limit the New Issuers' and the Covenant Guarantors'
(as defined herein) ability to incur additional indebtedness or
issue certain preferred shares, pay dividends on or make other
distributions in respect of the New Issuers' membership interests
or capital stock, incur certain liens, make certain investments,
loans, advances or acquisitions, sell certain assets, agree to
certain restrictions on the ability of restricted subsidiaries to
make payments to the New Issuers or the Covenant Guarantors;
consolidate, merge, sell or otherwise dispose of all or
substantially all of the New Issuers' or the Covenant Guarantors'
assets, form or acquire subsidiaries, take certain actions with
respect to the separateness of the New Issuers and certain Covenant
Guarantors, take certain actions with respect to the existing term
loans under the OpCo Credit Agreement term loan facility and the
New Intercompany Loans, prepay or redeem junior debt, take certain
actions with respect to the intellectual property and existing
license agreements held by Trinseo Europe GmbH that are necessary
to operate the businesses of Altuglas LLC and Aristech Surfaces
LLC, each wholly owned indirect subsidiaries of the Company and
related license agreements, enter into transactions with the New
Issuers' affiliates, or take certain actions with respect to
Americas Styrenics LLC (a styrene and polystyrene joint venture
with Chevron Phillips Chemical Company LP).
* Guarantees, Security and Ranking
The New 2L Notes will be senior secured obligations of the New
Issuers, secured by the Collateral on a second lien basis (or, with
respect to certain assets of Trinseo Europe, a third lien or fourth
lien basis), subject to certain exclusions and permitted liens as
set forth in the New 2L Notes Indenture, the 2028 Refinance
Intercreditor Agreement and the OpCo Super-Priority Intercreditor
Agreement and certain security agreements. The New 2L Notes are
jointly and severally unconditionally guaranteed on a second lien
basis (or, with respect to such assets of Trinseo Europe, a third
lien or fourth lien basis) by:
(i) the Company, Trinseo NA Finance LLC, Altuglas and Aristech
and
(ii) Trinseo Europe, Trinseo Belgium BV, Trinseo Operating
Belgium BV, Trinseo Deutschland GmbH, Trinseo Deutschland
Anlagengesellschaft mbH, Trinseo Deutschland RE GP GmbH, Trinseo
Deutschland RE GmbH & Co. KG, PT Trinseo Materials Indonesia, PT
Trinseo Operating Indonesia and Taiwan Trinseo Limited.
The New 2L Notes and the New 2L Note Guarantees rank:
(i) equal in right of payment with any existing and future
senior indebtedness of the New Issuers, the Covenant Guarantors and
the Other Guarantors,
(ii) effectively senior to any existing or future unsecured
indebtedness of the New Issuers, the Covenant Guarantors and the
Other Guarantors or indebtedness secured by liens on the Collateral
ranking junior to the liens on the Collateral securing the New 2L
Notes and the New 2L Note Guarantees, in each case to the extent of
the value of the Collateral,
(iii) effectively junior to any existing or future indebtedness
secured by liens on the Collateral that rank senior to the New 2L
Notes and the New 2L Note Guarantees (including the 2028 Refinance
Term Loan Facility (as defined herein) and any other facilities
under the 2028 Refinance Credit Agreement, and, solely with respect
to certain assets of Trinseo Europe constituting Collateral, the
OpCo Super-Priority Revolver Facility and the OpCo Credit
Agreement), in each case to the extent of the value of the
Collateral and
(iv) senior in right of payment to any future subordinated
indebtedness of the New Issuers, the Covenant Guarantors and the
Other Guarantors. The New Notes are structurally subordinated to
all of the liabilities of each of the Company's subsidiaries (other
than the New Issuers) that do not guarantee the New Notes.
The New 2L Notes and New 2L Notes Guarantees will be secured on a
second lien basis by liens on the following, subject to certain
permitted liens and customary exceptions:
(a) the equity interests and substantially all the assets of
the New Issuers;
(b) the New Intercompany Loans;
(c) the OpCo InterCompany Term Loans;
(d) substantially all of the assets of Aristech, Altuglas and
each other Covenant Guarantor (other than with respect to the
Company, which security is limited to a pledge of the equity
interest in the New Issuer held by it);
(e) substantially all of the assets of Trinseo Europe, subject
to the lien priorities set forth in the OpCo Super-Priority
Intercreditor Agreement and the 2028 Refinance Intercreditor
Agreement, as applicable; and
(f) certain assets of the Other Guarantors, which assets will
be substantially consistent (on a junior priority basis) to the
assets of the Other Guarantors, subject to the liens securing the
2028 Refinance Credit Agreement.
* OpCo Super-Priority Revolver Facility and OpCo
Super-Priority Intercreditor Agreement
As contemplated by the previously announced transaction support
agreement, dated December 9, 2024, on the Settlement Date, Trinseo
Holding and Trinseo Materials Finance, Trinseo Luxco S.a r.l., a
wholly owned subsidiary of the Company, the guarantors party
thereto from time to time, Deutsche Bank AG New York Branch, as
administrative agent and collateral agent and the lenders party
thereto executed a new credit agreement pursuant to which the
lenders provided a new super priority revolving facility in an
initial aggregate principal committed amount of $300.0 million.
In connection with the proposed OpCo Super-Priority Revolver
Facility, on the Settlement Date, the OpCo Collateral Agent, the
OpCo Super-Priority Collateral Agent, the 2028 Refinance Credit
Agreement Collateral Agent (as defined herein) (solely with respect
to Collateral of Trinseo Europe) and the New 2L Notes Collateral
Agent (solely with respect to Collateral of Trinseo Europe) entered
into a new intercreditor agreement, establishing, among other
things, the relative rights and priority of the secured parties and
the liens securing the obligations under each of the OpCo
Super-Priority Revolver Facility, the OpCo Credit Agreement, the
2028 Refinance Credit Agreement and the New 2L Notes Indenture,
respectively, and restricts the actions permitted to be taken by
the each of the respective collateral agents party thereto.
* OpCo Credit Agreement Amendment
As contemplated by the Transaction Support Agreement, on the
Settlement Date, Trinseo Holding and Trinseo Materials Finance, and
the guarantors party thereto and Deutsche Bank AG New York Branch,
as administrative agent and collateral agent, and Finance SPV
entered into an amendment to that certain Credit Agreement, dated
as of September 6, 2017, by and among Trinseo Holding and Trinseo
Materials Finance, the guarantors party thereto, the lenders party
thereto, and Deutsche Bank AG New York Branch, as administrative
agent and collateral agent. The 2028 Refinance Credit Agreement
Amendment amended the 2028 Refinance Credit Agreement, among other
things, to:
* Permit under the OpCo Credit Agreement the designation
of Aristech and Altuglas as "unrestricted subsidiaries" under each
of the OpCo Credit Agreement and OpCo Super-Priority Revolver
Facility and related transactions.
* Facilitate two new intercompany incremental term loan
tranches from Finance SPV, as lender, to Trinseo Holding and
Trinseo Materials Finance, as borrowers, with:
(a) the first tranche of incremental term loans of $115
million, and
(b) the second tranche of incremental term loans in of
approximately $379.5 million (being the amount equal to the face
amount of New 2L Notes issued pursuant to the Exchange Offer).
The New Intercompany Loans rank pari passu in right of payment and
lien priority with the 2028 Term Loan B and OpCo Intercompany Term
Loans and junior in right of payment and lien priority to the
proposed OpCo Super-Priority Revolver Facility. The New
Intercompany Loan A was used to fund the redemption of the 2025
Notes. The New Intercompany Loan B will be issued on a cashless
basis in exchange for the transfer of the Existing 2029 Notes
purchased by Finance SPV in the Exchange Offer.
* Facilitate the OpCo Super-Priority Revolver Facility
and OpCo Super-Priority Intercreditor Agreement.
* 2028 Refinance Credit Agreement Amendment
As contemplated by the Transaction Support Agreement, on the
Settlement Date, the New Issuers, the Company, Trinseo NA Finance
LLC, the lenders party thereto from time to time, and Alter Domus
(US) LLC, as administrative agent and collateral agent, amended
that certain credit agreement dated September 8, 2023. The 2028
Refinance Credit Agreement Amendment amended the 2028 Refinance
Credit Agreement, among other things, to:
* Facilitate the issuance and permit the incurrence of
the New 2L Notes, New 2L Note Guarantees and entry into the New 2L
Notes Indenture, to be secured by the Collateral, which constitutes
the same collateral package as the senior secured term loan
facility of $1,077.3 million under the 2028 Refinance Credit
Agreement, maturing in May 2028.
* Permit the entry into the OpCo Super-Priority
Intercreditor Agreement and the intercreditor agreement dated as of
the Settlement Date (the "2028 Refinance Intercreditor Agreement")
by and among the 2028 Refinance Credit Agreement Collateral Agent
and the New 2L Notes Collateral Agent, pursuant to which the liens
securing the New 2L Notes are subordinated to the liens securing
the 2028 Refinance Credit Agreement and certain other matters
relating to the administration of security interests.
* Add Aristech and Altuglas as guarantors under the 2028
Refinance Credit Agreement and grantors pursuant to an amendment
and restatement of that certain pledge and security agreement,
dated as of September 8, 2023.
* Require each of the Other Guarantors to enter into an
amendment and restatement of that certain limited guaranty, dated
as of September 8, 2023, removing the Guaranty Limit.
* Facilitate the incurrence of a new $115.0 million
tranche of loans under the 2028 Refinance Credit Agreement, the
proceeds of which will be used to fund the New Intercompany Loan A;
and
* Require Trinseo Europe to grant the 2028 Refinance
Credit Agreement Collateral Agent and the New 2L Notes Collateral
Agent a security interest in:
(i) the Aristech and Altuglas IP, certain new, replacement
license agreements with respect to the use of the Aristech and
Altuglas IP New License Agreements and the intellectual property
and existing license agreements held by Trinseo Europe that are
necessary to operate the businesses of Aristech and Altuglas, with
the 2028 Refinance Credit Agreement Collateral Agent having a lien
priority senior to the liens of the New 2L Notes Collateral Agent,
in each case, consistent with the 2028 Refinance Intercreditor
Agreement and
(ii) all of its other assets that are pledged or assigned for
security purposes to secure the obligations under the OpCo Credit
Agreement and the OpCo Super-Priority Revolver Facility with the
lien priority set forth in the OpCo Super-Priority Intercreditor
Agreement.
About Trinseo
Headquartered in Wayne, PA, Trinseo (NYSE: TSE) (www.trinseo.com),
a specialty material solutions provider, partners with companies to
bring ideas to life in an imaginative, smart, and sustainably
focused manner by combining its premier expertise, forward-looking
innovations, and best-in-class materials to unlock value for
companies and consumers. From design to manufacturing, Trinseo taps
into decades of experience in diverse material solutions to address
customers' unique challenges in a wide range of industries,
including building and construction, consumer goods, medical, and
mobility.
Trinseo reported a net loss of $701.3 million in 2023 and a net
loss of $430.9 million in 2022. As of September 30, 2024, Trinseo
had $2.9 billion in total assets, $3.4 billion in total
liabilities, and $480 million in total stockholders' deficit.
* * *
In December 2024, S&P Global Ratings lowered its issuer credit
rating on Trinseo PLC to 'CC' from 'CCC+'. S&P will lower this
rating to a 'SD' (selective default) on completion of the exchange
offer. It expects to raise this rating to a 'CCC+' shortly after
completion of the exchange offer, assuming the deal closes as is
currently proposed per our expectation. At the same time, S&P
lowered the issue-level ratings on the 5.125% senior unsecured
notes due 2029 to 'C' from 'CCC' and revised our recovery rating to
'6′ from '5′.
Additionally, Moody's Ratings has downgraded the Corporate Family
Rating of Trinseo PLC to Caa2 from B3, Probability of Default
Rating to Caa2-PD from B3-PD, the rating on Trinseo Materials
Operating S.C.A.'s senior unsecured and backed senior unsecured
notes to Ca from Caa2, the rating on Trinseo Materials Operating
S.C.A.'s backed senior secured first lien term loan and backed
senior secured first lien revolving credit facility to Caa3 from B3
and the rating on Trinseo LuxCo Finance SPV S.a r.l.'s senior
secured first lien term loans to Caa1 from B2. At the same time,
Moody's have assigned a Caa2 rating to the new Second Lien Senior
Secured Notes due 2029 for Trinseo LuxCo Finance SPV S.a r.l. The
SGL-3 Speculative Grade Liquidity Rating ("SGL") under Trinseo
remains unchanged. The rating outlook for all issuers is changed to
stable from negative.
TRUE VALUE: $153M Sale to Do it Best to Fund Plan Payments
----------------------------------------------------------
True Value Company, LLC and its affiliates filed with the U.S.
Bankruptcy Court for the District of Delaware a Disclosure
Statement for the Joint Chapter 11 Plan dated January 21, 2025.
Prior to the Petition Date, the Debtors' business and their
customers were spread across the United States. The Debtors
operated twelve distribution centers, servicing approximately 5,000
retail storefronts, including over 2,000 independently owned and
operated True Value retail stores across the country.
True Value-branded retailers accounted for 76% of the Debtors'
sales, while the Debtors' other customers (approximately 3,000)
accounted for the remaining 24%. The Debtors offered their
customers approximately 75,000 different products across categories
such as "Hardware Lumber & Building," "Electrical & Light," and
"Farm, Ranch & Automotive," making True Value a one stop-shop for
its customers' needs.
True Value, one of the world's leading hardlines (i.e., hard goods)
wholesalers, commenced the Chapter 11 Cases to consummate the sale
of substantially all of their operating assets and a restructuring
contemplated by the Plan.
A nearly century-old brand, True Value struggled to weather the
long-term impacts of COVID-19 and the macroeconomic challenges that
resulted therefrom, including supply chain disruptions and cost
inflation. In addition, unanticipated reductions to the Debtors'
borrowing capacity under their credit facility and the exercise of
remedies by the Debtors' lenders all but eliminated the Company's
access to working capital, triggering a liquidity crisis.
In response, the Debtors explored numerous liquidity solutions and
other strategic alternatives while negotiating with the Prepetition
Lenders. In July 2024, the Company formally launched a marketing
process to sell its business as a going concern. Five parties
submitted indications of interest. Following extensive
negotiations, the Debtors reached an agreement with Do it Best to
serve as the stalking horse bidder in connection with a Bankruptcy
Court-supervised sale process to be effectuated through a sale
under Section 363 of the Bankruptcy Code.
Do it Best's stalking horse bid for substantially all of the
Debtors' assets, which was subject to higher or otherwise better
offers, contemplated a $153 million purchase price and the
assumption and cure of certain contracts and leases and the
assumption of up to $45 million of trade payables that are
administrative claims (the "Stalking Horse Bid"). The sale to Do it
Best was approved by the Court on November 13, 2024 and closed on
November 22, 2024.
The Plan provides for the appointment of a Plan Administrator to be
the sole director, officer, and manager of the Debtors to implement
the Plan and ultimately wind-down the Debtors' business affairs.
The Plan Administrator, who shall also serve as Litigation Trustee,
shall be empowered to, among other things, administer and liquidate
all Assets, object to and settle Claims, and prosecute Retained
Causes of Action in accordance with the Plan.
Class 4 consists of General Unsecured Claims. General Unsecured
Claims shall be released, waived, and discharged, and each Holder
of a General Unsecured Claim shall receive its pro rata share of
the Litigation Trust Interests.
Existing Equity Interests shall be deemed automatically canceled,
released, and extinguished for no consideration.
All Cash necessary for the Debtors to fund distributions, make
payments or otherwise satisfy any obligations under the Plan shall
be funded from the Debtors' Cash on hand as of the Effective Date,
the Plan Administration Reserve, and the Distributable Proceeds;
provided that, to the extent the Transition Services Agreement
requires the Debtors to make any payments or take any other actions
associated therewith, the amount of any such payments or
distributions or the cost of taking such actions shall be funded
solely by the Purchaser.
A full-text copy of the Disclosure Statement dated January 21, 2025
is available at https://urlcurt.com/u?l=OyKhBS from
PacerMonitor.com at no charge.
Counsel to the Debtors:
SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP
Joseph O. Larkin, Esq.
One Rodney Square
920 N. King Street
Wilmington, Delaware 19801
Telephone: (302) 651-3000
Email: Joseph.Larkin@skadden.com
- and –
Ron E. Meisler, Esq.
Jennifer Madden, Esq.
320 South Canal Street
Chicago, Illinois 60606-5707
Telephone: (312) 407-0705
Email: Ron.Meisler@skadden.com
Jennifer.Madden@skadden.com
- and –
Evan A. Hill, Esq.
Moshe S. Jacob, Esq.
One Manhattan West
New York, New York 10001
Telephone: (212) 735-3000
Email: Evan.Hill@skadden.com
Moshe.Jacob@skadden.com
YOUNG CONAWAY STARGATT & TAYLOR, LLP
Edmon L. Morton, Esq.
Kenneth J. Enos, Esq.
Kristin L. McElroy, Esq.
Timothy R. Powell, Esq.
One Rodney Square
1000 North King Street
Wilmington, Delaware 1801
Telephone: (302) 571-6600
Email: emorton@ycst.com
kenos@ycst.com
kmcelroy@ycst.com
tpowell@ycst.com
GLENN AGRE BERGMAN & FUENTES LLP
Andrew K. Glenn, Esq.
Trevor J. Welch, Esq.
Malak S. Doss, Esq.
Michelle C. Perez, Esq.
1185 Avenue of the Americas, 22nd Floor
New York, New York 10036
Telephone: (212) 970-1600
Email: aglenn@glennagre.com
twelch@glennagre.com
mdoss@glennagre.com
mperez@glennagre.com
About True Value Company
True Value Company, LLC and its affiliates are hardlines
wholesalers, serving approximately 4,500 stores worldwide. A
globally recognized retail brand, the Debtors provide customers in
over 55 countries an expansive product set across key categories
such as Hardware Lumber and Building, Outdoor Living and Tools, and
Plumbing and Heating.
The Debtors filed voluntary Chapter 11 petitions (Bankr. D. Del.
Lead Case No. 24-12337) on Oct. 14, 2024. True Value estimated
total assets of $100 million to $500 million and total liabilities
of $500 million to $1 billion as of the bankruptcy filing.
Judge Karen B. Owens oversees the cases.
The Debtors tapped Skadden, Arps, Slate, Meagher & Flom LLP, and
Young Conaway Stargatt & Taylor, LLP as bankruptcy counsel; Glenn
Agre Bergman & Fuentes, LLP as conflicts counsel; Houlihan Lokey
Capital, Inc. as financial advisor; and Omni Agent Solutions, Inc.
as claims and administrative agent. The Debtors also tapped M3
Advisory Partners, LP to provide chief transformation officer and
supporting personnel.
The U.S. Trustee for Regions 3 and 9 appointed an official
committee to represent unsecured creditors in the Debtors' Chapter
11 cases.
VERASTEM INC: Appoints Matthew Ros as Chief Operating Officer
-------------------------------------------------------------
Verastem, Inc., filed a Form 8-K with the Securities and Exchange
Commission, disclosing that the Company appointed Matthew E. Ros as
chief operating officer, effective Jan. 14, 2025.
Mr Ros, age 58, has more than 35 years of experience in global
pharmaceutical and early-stage biotechnology companies. Mr. Ros
served as the chief executive officer and board member at FORE
Biotherapeutics, a privately held clinical-stage precision oncology
company, from April 2022 to August 2023. Prior to this, Mr. Ros
served at Epizyme, Inc., a publicly traded biopharmaceutical
company, as chief operating officer between May 2016 and November
2018 and then as executive vice president, chief strategy and
business officer from October 2018 to November 2021. Mr. Ros has
served as a board member at Cogent Biosciences, Inc. since 2019.
He received a B.S. from the State University of New York, College
at Plattsburgh and completed the Executive Education Program in
Finance and Accounting for the Non-Financial Manager at Wharton
School of the University of Pennsylvania.
In connection with his appointment, the Company entered into an
employment agreement with Mr. Ros, dated Jan. 14, 2025. Under the
Agreement, Mr. Ros will receive an initial annual base salary of
$485,000 and is eligible for an annual bonus target of 45% of his
base salary.
Pursuant to the terms of the Agreement and subject to the approval
of the Company's board of directors, the Company will grant Mr. Ros
(i) 50,000 restricted stock units ("RSUs"), to vest as to 25% of
the shares on the one-year anniversary of the Grant Date, and as to
an additional 6.25% of the shares at the end of each successive
three-month period following the first anniversary of the Grant
Date until the fourth anniversary of the Grant Date, and (ii)
33,333 RSUs, with the award to vest based on achievement of
mutually agreed upon milestones, in each subject to Mr. Ros'
continuing service with the Company on the applicable vesting
date.
Under the Agreement and subject to Mr. Ros' execution and
non-revocation of an effective release of claims, if Mr. Ros'
employment is terminated by the Company without Cause (as defined
in the Agreement) or by Mr. Ros for Good Reason, he will be
entitled to receive the following severance benefits: (i) nine
months of base salary continuation, (ii) if Mr. Ros exercises his
right to continue participation in the Company's health and dental
plans under the federal law known as COBRA, a monthly cash amount
equal to the full premium cost of that participation for nine
months (or, if earlier, until the time when Mr. Ros becomes
eligible to enroll in the health or dental plan of a new employer),
and (iii) any base salary earned, but not yet paid, through the
date of termination and any bonus which has been awarded, but not
yet paid, on the date of termination. Mr. Ros will also be
entitled to certain rights in connection with a Change of Control
of the Company, as set forth in the Agreement.
About Verastem
Headquartered in Needham, Massachusetts, Verastem, Inc. -- t
www.verastem.com -- is a late-stage development biopharmaceutical
company, with an ongoing registration directed trial, committed to
the development and commercialization of new medicines to improve
the lives of patients diagnosed with cancer. The Company's
pipeline is focused on RAS/ MAPK driven cancers, specifically novel
drug candidates that inhibit signaling pathways critical to cancer
cell survival and tumor growth, particularly RAF/MEK inhibition and
FAK inhibition. The Company's most advanced product candidates,
avutometinib and defactinib, are being investigated in both
preclinical and clinical studies for the treatment of various solid
tumors, including, but not limited to LGSOC, NSCLC, pancreatic
cancer, CRC, and melanoma.
Boston, Massachusetts-based Ernst & Young LLP, the Company's
auditor since 2011, issued a "going concern" qualification in its
report dated March 14, 2024. The report highlights that the
Company has suffered recurring losses from operations, has a
working capital deficiency, and has stated that substantial doubt
exists about the Company's ability to continue as a going concern.
VERTEX ENERGY: Offers Equity to Old Lenders, Gets New Financing
---------------------------------------------------------------
Emlyn Cameron of Law360 Bankruptcy Authority reports that fuel
refiner Vertex has implemented its plan to exit bankruptcy by
securing up to $100 million in new financing and giving equity to
existing lenders.
Experts suggest that focusing on conventional oil production may
help the company perform better moving forward, the report states.
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.
VIVIC CORP: CFO Andy Wong Holds 100,000 Common Shares
-----------------------------------------------------
Andy F. Wong, Chief Financial Officer in Vivic Corp., disclosed in
a Form 3 filed with the U.S. Securities and Exchange Commission
that as of January 7, 2025, he beneficially owned 100,000 shares of
Common Stock, which are held directly.
Mr. Wong was appointed as the Chief Financial Officer of the issuer
and is to receive shares of Common Stock of the issuer issuable
upon settlement of Restricted Stock Units, subject to vesting
conditions.
A full-text copy of Mr. Wong's SEC Report is available at:
https://tinyurl.com/hp4bmh
About Vivic
Vivic Corp. was established under the corporate laws of the State
of Nevada on February 16, 2017. Beginning with a change in
management resulting from a change in control of the Company at the
end of 2018, the Company has explored and initiated operations in
various business areas related to the pleasure boat industry. These
included yacht sales, marine tourism, development of
electric-powered yachts, development and operation of yacht marinas
in Asia, and development of a yacht rental and timeshare service.
The Company's headquarters are maintained at its branch in the
Republic of China, Vivic Corp. It is mainly engaged in yacht
procurement, sales, and leasing services in Taiwan and other
countries.
Irvine, California-based YCM CPA INC., the Company's auditor since
2022, issued a "going concern" qualification in its report dated
October 22, 2024, citing that the Company had an accumulated
deficit as of June 30, 2024, and negative cash flows from
operations. The Company does not have sustained and stable income,
and there is also significant uncertainty in the income for the
next 12 months. These conditions raise substantial doubt about the
Company's ability to continue as a going concern.
In its Annual Report, Vivic Corp. reported a net income of
$2,850,514 for the year ended June 30, 2024, compared to a net loss
of $780,326 for the year ended June 30, 2023. As of June 30, 2024,
Vivic Corp. had $4,866,059 in total assets, $2,272,892 in total
liabilities, and $2,593,167 in total stockholders' equity.
WOM SA: Updates Unsecured Claims Pay Details; Amends Plan
---------------------------------------------------------
WOM SA and its affiliates submitted a Disclosure Statement for the
Amended Joint Chapter 11 Plan of Reorganization dated January 21,
2025.
The Plan is a result of extensive good faith negotiations, overseen
by the Board or, to the extent permitted by applicable law, the
Special Committee, among the Debtors and certain stakeholders. The
Plan is supported by the Debtors' key funded debt creditors, the Ad
Hoc Group of WOM Noteholders (the "Ad Hoc Group" or "AHG") and the
Committee, as set forth in the Plan Sponsor Agreement.
The members of the Ad Hoc Group hold approximately 60% of the
Unsecured Notes Claims. The Plan is also supported by the official
committee of unsecured creditors (the "Committee"). The
transactions contemplated in the Plan will strengthen the Company
by providing new capital to fund distributions to creditors and
working capital, deleveraging the Debtors' balance sheet, and
allowing the Company to operate post emergence, all to the benefit
of its stakeholders.
The Plan is premised on an implied total enterprise value of the
Debtors of approximately $1.6 billion. The Debtors believe that the
investment-backed value implied by the Plan following a robust
marketing process is the best available indicator of value of the
Debtors.
As further described, under and subject to the terms and conditions
of the Plan, the holders of Allowed Claims in the Voting Classes
(Classes 3 and 4) will receive, in addition to Plan Trust Interests
and/or a share of the proceeds any pre-Effective Date settlements
of LT Claims and any Unused Plan Trust Funding, the treatment
described as follows:
Class 3 consists of Unsecured Notes Claims. Holders of Allowed
claims evidenced by or arising under or on account of the 2024
Notes, the 2028 Notes and the related indentures will receive their
pro rata share of the New Secured Notes/Equity Treatment consisting
of:
* their pro rata share of 100% of the equity interests in New
Holdco, which will indirectly own all of the equity interests in
the Reorganized Debtors, plus
* their pro rata share of $225 million in aggregate principal
amount of Take Back New Secured Notes, plus
* their pro rata share of the Subscription Rights, which
Subscription Rights provide such holders with the opportunity to
participate in the Rights Offering for the purchase of: their pro
rata share of $95 million of New Money New Secured Notes to be
issued by Reorganized WOM Mobile; plus heir pro rata share of up to
$405 million of New Money New Convertible Notes to be issued by
Chile Newco.
-- The New Money New Convertible Notes, along with certain New
Convertible Notes issued to the Backstop Parties as a premium,
shall be convertible into equity interests of Chile Newco (or, at
the option of Chile Newco, into equity interests of New Holdco), at
a 35% discount to plan equity value.
-- The equity interests received through conversion of the New
Convertible Notes shall be economically equivalent to up to 92% of
the aggregate outstanding New Holdco Units (depending on the
aggregate principal amount of New Convertible Notes Issued, and
subject to dilution by the New Holdco Units issued under the
Management Incentive Plan).
Class 4 consists of General Unsecured Claims. Holders of Allowed
General Unsecured Claims will receive:
* either their pro rata share of the GUC Cash Pool ($72.5
million subject to certain reductions under the Plan), or
* if such holder of an Allowed General Unsecured Claim is an
Eligible Holder that is a New Secured Notes/Equity Treatment
Electing Creditor, such holder shall receive, in lieu of the GUC
Cash Pool Treatment, their pro rata share of the New Secured Notes
Equity Treatment described in the immediately preceding section
entitled "Class 3 Unsecured Notes Claims."
Any New Secured Notes/Equity Treatment Electing Creditor's pro rata
share of the New Secured Notes/Equity Treatment (including
Subscription Rights for participation in the Rights Offering) will
be calculated taking into account the Guaranty Claim Enhancement
for Holders of Allowed Unsecured Notes Claims. The effect of the
Guaranty Claim Enhancement is to provide Holders of Allowed
Unsecured Notes Claims with a greater pro rata share of the New
Secured Notes/Equity Treatment than New Secured Notes/Equity
Treatment Electing Creditors. The Guaranty Claim Enhancement,
however, has no effect on, and therefore does not reduce, the GUC
Cash Pool Treatment Creditors' pro rata sharing in the GUC Cash
Pool.
The separate classification of Class 3 Unsecured Notes Claims from
Class 4 General Unsecured Claims was determined by the Debtors
after good faith, arms-length negotiations among the Debtors, the
Committee, and the Ad Hoc Group. Although both of these Classes are
unsecured, the legal character and nature of the Claims under each
of these Classes differ significantly. Among other things, the
Unsecured Notes Claims have recourse to all of Debtors and have
rights that are different from General Unsecured Claims.
Pursuant to the 2024 Notes Indenture and 2028 Notes Indenture, the
obligations under the Unsecured Notes are unsecured obligations of
the Debtors, issued by Kenbourne and guaranteed jointly and
severally by all of the other Debtors. Holders of Class 3 Unsecured
Notes Claims are therefore contractually entitled to assert the
full amount Claims against each of the Debtors. No creditors other
than the holders of the Unsecured Notes Claims are in the same or
similar position.
The Plan is being proposed as a joint plan of reorganization of the
Debtors for administrative purposes only and constitutes a separate
chapter 11 plan of reorganization for each Debtor. The Plan is not
premised upon the substantive consolidation of the Debtors with
respect to the Classes of Claims or Interests set forth in the
Plan.
Except as otherwise provided in the Plan or the Confirmation Order,
the Reorganized Debtors shall fund distributions or make payments
under the Plan with (i) Cash on hand from the Debtors, including
Cash from business operations, and (ii) Cash proceeds from the
Rights Offering.
A full-text copy of the Disclosure Statement dated January 21, 2025
is available at https://urlcurt.com/u?l=eg7NdH from
PacerMonitor.com at no charge.
Co-Counsel to the Debtors:
John K. Cunningham, Esq.
Richard S. Kebrdle, Esq.
WHITE & CASE LLP
Southeast Financial Center
200 South Biscayne Boulevard, Suite 4900
Miami, Florida 33131
Tel: (305) 371-2700
E-mail: jcunningham@whitecase.com
rkebrdle@whitecase.com
- and -
Philip M. Abelson, Esq.
Andrew Zatz, Esq.
Samuel P. Hershey, Esq.
Andrea Amulic, Esq.
Lilian Marques, Esq.
Claire Tuffey, Esq.
1221 Avenue of the Americas
New York, NY 10020
Phone: (212) 819-8200
E-mail: philip.abelson@whitecase.com
azatz@whitecase.com
sam.hershey@whitecase.com
andrea.amulic@whitecase.com
lilian.marques@whitecase.com
claire.tuffey@whitecase.com
Co-Counsel to the Debtors:
John H. Knight, Esq.
Amanda R. Steele, Esq.
Brendan J. Schlauch, Esq.
RICHARDS, LAYTON & FINGER, P.A.
One Rodney Square
920 North King Street
Wilmington, Delaware 19801
Tel: (302) 651-7700
E-mail: knight@rlf.com
steele@rlf.com
schlauch@rlf.com
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 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
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.
WRENA LLC: Unsecureds Will Get 1% to 97% of Claims in Plan
----------------------------------------------------------
Wrena, LLC and the Official Committee of Unsecured Creditors filed
with the U.S. Bankruptcy Court for the Eastern District of Michigan
a Combined Disclosure Statement and Chapter 11 Plan of Liquidation
dated January 21, 2025.
The Debtor is a limited liability company organized under the laws
of the state of Michigan. The Debtor's sole member is Angstrom
Group, Inc. Nagesh Palakurthi is the Debtor's sole manager.
Prior to the Sale, the Debtor was a Tier 1 and Tier 2 automotive
supplier that supplied stamped structural, tubular components,
assemblies, and fine blank automotive component parts. The Debtor
operated from a leased facility at 265 Lightner Road, Tipp City,
Ohio 45371. In the ordinary course of its business operations, the
Debtor directly employed approximately 48 individuals.
The Combined Plan and Disclosure Statement is a liquidating chapter
11 plan and is premised upon maximizing the liquidation value of
the Assets to benefit creditors. Specifically, the Combined Plan
and Disclosure Statement provides for the creation of a liquidating
trust for the benefit of creditors, which will be funded with the
Estate's Assets. The Trustee for the Trust will be selected jointly
by the Committee and the Debtor, and will be fully responsible for
the process of reconciling Claims and the Distributions to be made
under the Combined Plan and Disclosure Statement.
The Debtor's stated goal of this Chapter 11 Case was to effectuate
a sale of substantially all of its operating assets under section
363 of the Bankruptcy Code to the highest and best bidder. Prior to
the Petition Date, on August 22, 2024, the Debtor engaged Cascade
Partners LLC as its investment banker to assist and advise in
connection with a potential sale.
On October 2, 2024, the Debtor entered into the Stalking Horse
Agreement with the Stalking Horse Purchaser, an insider of the
Debtor, pursuant to which the Stalking Horse Purchaser agreed to
purchase substantially all of the Debtor's operating assets, and
assume certain liabilities, in exchange for purchase price of $5.65
million.
On December 20, 2024, the Debtor and the Stalking Horse Purchaser
closed the Sale in accordance with the terms of the Sale Order and
the Stalking Horse Purchase Agreement. Debtor is continuing to
liquidate its remaining assets and is no longer operating its
business in the ordinary course.
Class 3 consists of all General Unsecured Claims. Each Holder of an
Allowed General Unsecured Claim shall receive, in full
satisfaction, release and discharge of and in exchange for such
Allowed General Unsecured Claim, a Trust Interest, which shall
entitle each Holder thereof to its Pro Rata share of Assets after
satisfaction in full of Allowed Administrative Claims, Allowed
Secured Claims, Allowed Priority Tax Claims, Allowed Priority Non
Tax Claims, and payment of, or provision for, all Trust Expenses
The allowed unsecured claims total $31,226,349. This Class will
receive a distribution of 1% to 97% of their allowed claims. Class
3 is Impaired under the Combined Plan and Disclosure Statement. The
Holders of Allowed Class 3 Claims are entitled to vote to accept or
reject the Combined Plan and Disclosure Statement.
Class 4 consists of all Interests. In full and final satisfaction
of each Allowed Interest, each Allowed Interest shall be canceled,
released, and extinguished, and will be of no further force or
effect, and no Holder of Allowed Interests shall be entitled to any
recovery or Distribution under the Combined Plan and Disclosure
Statement on account of such Interests.
The Combined Plan and Disclosure Statement will be implemented by
the Plan Proponents and the Trust in a manner consistent with the
terms and conditions set forth in this Combined Plan and Disclosure
Statement, the Confirmation Order, and the Trust Agreement. The
Trust Agreement will be prepared by the Plan Proponents and will be
included in the Plan Supplement.
This Combined Plan and Disclosure Statement provides for the
creation of the Trust for the benefit of Holders of Allowed Claims.
On the Effective Date, the Assets will be transferred to the Trust
for the benefit of the Trust Beneficiaries.
The Trust will be funded with the Assets, which will be used to:
(a) administer the Trust; (b) make Distributions to Holders of
Allowed Claims; and (c) pay all fees required to be paid to the
U.S. Trustee in connection with post-confirmation reporting,
distributions from the Trust, and closing of the Chapter 11 Case.
A full-text copy of the Combined Disclosure Statement and
Liquidating Plan dated January 21, 2025 is available at
https://urlcurt.com/u?l=piIfGJ from PacerMonitor.com at no charge.
Counsel for the Debtor:
Scott A. Wolfson, Esq.
Anthony J. Kochis, Esq.
WOLFSON BOLTON KOCHIS PLLC
3150 Livernois, Suite 275
Troy, MI 48083
Telephone: (248) 247-7103
Facsimile: (248) 247-7099
Email: swolfson@wolfsonbolton.com
Counsel for the Official Committee of Unsecured Creditors:
MCDONALD HOPKINS PLC
Stephen M. Gross, Esq.
Joshua Gadharf, Esq.
Ashley J. Jericho, Esq.
39533 Woodward Avenue, Suite 318
Bloomfield Hills, Michigan 48304
Telephone: (248) 593-2945
Email: sgross@mcdonaldhopkins.com
jgadharf@mcdonaldhopkins.com
ajericho@mcdonaldhopkins.com
MCDONALD HOPKINS LLC
Maria G. Carr, Esq.
600 Superior Avenue East, Suite 2100
Cleveland, Ohio 44114
Telephone: (216) 348-5785
Email: mcarr@mcdonaldhopkins.com
About Wrena LLC
Wrena, LLC is a Tier 1 and Tier 2 automotive supplier in Tipp City,
Ohio.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. Mich. Case No. 24-49047) on September
23, 2024, with $1 million to $10 million in both assets and
liabilities. Scott Eisenberg, chief restructuring officer, signed
the petition.
Judge Maria L. Oxholm oversees the case.
Wolfson Bolton Kochis PLL, Cascade Partners LLC and DWH Corp. serve
as the Debtor's legal counsel, investment banker and financial
advisor, respectively. Scott Eisenberg of DWH is the chief
restructuring officer.
WYNN RESORTS: Fitch Affirms 'BB-' IDR, Outlook Stable
-----------------------------------------------------
Fitch Ratings has affirmed Wynn Resorts, Limited's (WRL) and its
subsidiaries' (collectively Wynn) Issuer Default Ratings (IDR) at
'BB-'. The Rating Outlook is Stable. The subsidiaries are Wynn
Resorts Finance, LLC (WRF), Wynn Las Vegas, LLC (WLV), Wynn Macau,
Limited (WML), and WM Cayman Holdings Limited II (WMC). Fitch has
also affirmed Wynn's senior secured and unsecured debt at 'BB+'
with a Recovery Rating of 'RR1' and 'BB-'/ 'RR4', respectively.
WRL's ratings reflect average diversification, despite operating in
two of the world's largest gaming markets. The capital needed for
current and potential projects could affect the pace of more
meaningful credit improvement.
Rating strengths include a high-quality portfolio of gaming assets,
ongoing improvements in Macau's market, top-tier performance in Las
Vegas, and robust liquidity to fund near-term capital projects and
further debt reduction.
The Stable Outlook reflects strong growth prospects in the Macau
market, Wynn's strong market position in the Las Vegas market, and
robust liquidity.
Key Rating Drivers
Macau Recovery Builds Strength: Wynn's two Macau properties
continue to grow following the removal of travel restrictions in
early 2023, albeit slightly below Fitch's expectations. The Macau
gaming market grew 24% in 2024 but remains 22.5% below pre-pandemic
levels. This was due primarily to the crackdown on VIP gamblers to
stem capital outflow, and to a lesser extent, to weaker economic
conditions in China.
Fitch expects Wynn's Macau operations to grow marginally in
2025-2028. A weaker Chinese economy, a decline in the value of the
Chinese currency (renminbi) relative to the Macau Pataca (which is
fixed to the U.S. dollar), and potential tariffs are likely.
However, this will be offset by continued visitation growth from
new amenities, expansion projects throughout Macau and increased
visas from certain Chinese provinces.
Improving Credit Profile: Fitch expects EBITDAR leverage to improve
to 5.6x by 2024 from slightly below 6.7x in 2023 via EBITDA growth
and debt reduction. Fitch forecasts positive FCF over 2025-2028.
Liquidity is robust, which includes $2.4 billion in cash, $735
million of availability in the WRF revolver, and $354 million under
the WML revolver. Fitch forecasts FCF margins at 10%-11%, which
should enable Wynn to meet debt obligations and potential capital
needs for development projects.
Management does not have an explicit financial policy on leverage,
although the balance sheet has been managed prudently over the
years, despite development projects that temporarily increase
leverage. Wynn expanded its share repurchase program in 2024, but
Fitch expects any further repurchases to be opportunistic.
Development Pipeline in UAE: Wynn has a 40% equity in Island 3 AMI
FZ-LLC, which is constructing an integrated resort, Wynn Al Marjan
Island, in Ras Al Khaimah, United Arab Emirates, scheduled to open
in 2027. The project is estimated to cost $5.1 billion, with Wynn
contributing $1.1 billion. Wynn is expected to receive management
and license fees, as well as dividends. Fitch views the project as
attractive due to limited competition, favorable demographics, and
appeal to high-value customers, though risks include higher
construction costs, delays, and slower visitation growth.
Potential New License in U.S.: Wynn is applying for a gaming
license in downstate New York through a joint venture with Related
Companies and Oxford Properties. They are bidding to build a
casino/resort in Hudson Yards, Manhattan. If approved, the joint
venture would be required to contribute $500 million to secure the
license. The bid will require permitting and community approval.
Strong Vegas Market Position: Wynn's Las Vegas properties (Wynn and
Encore) benefit from their top-of-class hierarchy that allows them
to attract the highest value customers and offsets price discounts
to maintain occupancy. Fitch expects revenue from the Las Vegas
properties to decline in 2025 due to the exclusion of one-time
events (Super Bowl in 2024) and reduced leisure spending. However,
Fitch believes the portfolio will deliver superior results relative
to other Las Vegas casinos in EBITDA per room, given their appeal
to high-value customers.
Strong Parent and Subsidiary Linkage: Fitch analyzes Wynn on a
consolidated basis because of strong linkage between the parent and
the operating subsidiaries. Under its Parent and Subsidiary Linkage
(PSL) Rating Criteria, Fitch views the parent as stronger than its
subsidiaries. The linkage reflects the perceived high strategic and
operational incentives, as the subsidiaries share brands and
customers across the system. There are no material ring-fencing
mechanisms to block cash movement from the subsidiaries. WRF's
bonds have a cross default clause with WLV's bonds.
Derivation Summary
Wynn has historically maintained a 'BB' credit profile except
during large development spending or economic crises, such as the
pandemic or the global financial crisis. It has high-quality assets
and operates in attractive regulatory regimes, while typically
maintaining strong liquidity. Fitch expects Wynn to continue to
pursue development projects and expansions/renovations on existing
properties, but in a prudent manner that preserves liquidity.
MGM Resorts International (BB-/Stable) has greater diversification
and larger scale. MGM also has lower EBITDA leverage, although this
is offset by a lower EBITDAR fixed-charge coverage ratio, as MGM
has sale-leaseback agreements on most of its properties. Wynn and
MGM operate in the top tier of their respective markets, but MGM
also has properties that are marketed to lower- to mid-tier
customers, which results in lower margins and are susceptible to
more downside risk in economically challenging periods.
Las Vegas Sands (LVS; BBB-/Stable) has a larger presence in Macau
with five gaming properties and also is one of two operators in
Singapore. Both companies focus on premium gaming customers in
large gaming markets, although LVS has a lower estimated 2024
EBITDAR leverage at 3.1x compared with Wynn at 5.6x.
Key Assumptions
- Macau EBITDA to see flat to low-single digit increases for
2025-2028. While visitation is expected to grow, the weakening
Chinese economy, a lower renminbi, and potential impact of tariffs
are underlined in its more conservative near-term forecasts;
- Las Vegas EBITDA to plateau in 2025 as a result of difficult
comparisons (Super Bowl in 2024) and room renovation project, but
should increase over 2026-2028;
- Encore Boston Harbor to remain stable throughout the forecast
period;
- Wynn Al Marjan Island is expected to open in 2027, but Fitch has
not factored it into EBITDA, due to the uncertainty of the exact
timing of the opening and the expected minimal cash impact from
management fees. Fitch expects the project to be credit-accretive
only after 2027 given the unique aspects of the property's location
and brand;
- Capex and investment activity include Macau concession
agreements, the UAE resort development, and expected room
renovations in Las Vegas. Fitch has made no assumptions for
investments in a potential New York casino license;
- Fitch assumes share repurchases up to its $1 billion share
repurchase authorization by the end of 2027;
- Base interest rate assumptions reflect the current SOFR curve.
Recovery Analysis
Fitch applies the generic approach for issuers in the 'BB' rating
category and equalizes the IDR and unsecured debt instrument
ratings when average recovery prospects are present, as per the
Corporates Recovery Ratings and Instrument Ratings Criteria, as
issuers rated 'BB-' and above are too far from default for a
credible default scenario analysis to be generated, and would
likely generate Recovery Ratings that are too high across all
instruments.
Where a Recovery Rating is assigned, the generic approach reflects
the relative instrument rankings and their recoveries, as well as
the higher enterprise valuation of 'BB' ratings in a generic sense
for the most senior instruments.
Considering the IDR of 'BB-', the Category 1 first lien senior
secured debt is notched two levels to 'BB+'/'RR1'.
The unsecured debt is equalized at 'BB-'/'RR4'.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- EBITDAR leverage exceeding 6.0x on a sustained basis;
- EBITDAR fixed charge coverage consistently below 2.5x;
- An increase in financial commitments due to new development
projects or increased capital allocations to shareholders leading
to a breach of EBITDAR leverage or EBITDAR fixed-charge coverage
targets.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- EBITDAR leverage declining below 5.0x;
- EBITDAR fixed-charge coverage above 3.0x;
- Maintaining strong liquidity to ensure capital spending and
working capital needs are sufficiently financed.
Liquidity and Debt Structure
Wynn's liquidity includes $2.4 billion in cash and $735 million of
availability on the WRF revolver and $354 million available on its
WML revolver. Wynn also had $1.2 billion of restricted cash that it
used in October 2024 to retire its Wynn Macau 2024 notes and its
Wynn Las Vegas 2025 notes. The company has strong access to
capital, which should fund current development projects such as its
Wynn Al Marjan Island project.
Wynn has prudently addressed near-term maturities at its domestic
entities and Fitch expects the outstanding notes at Wynn Las Vegas
will be refinanced at WRF, which should further simplify the
capital structure. Continued improvement at the Macau properties
should lead to a reduction in debt as well as lengthening
maturities.
Despite Wynn's announced $1 billion share repurchase plan in
October 2024, Fitch expects share repurchases to be opportunistic,
although this could reduce the pace of debt reduction in the near
term.
Issuer Profile
Wynn owns and operates Encore Boston Harbor, Wynn Las Vegas
(including Wynn Encore) and through its 72% owned subsidiary, Wynn
Macau Limited, Wynn Macau and Wynn Palace in Macau, SAR.
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
----------- ------ -------- -----
WM Cayman Holdings
Limited II LT IDR BB- Affirmed BB-
senior unsecured LT BB- Affirmed RR4 BB-
Wynn Macau, Limited LT IDR BB- Affirmed BB-
senior unsecured LT BB- Affirmed RR4 BB-
Wynn Las Vegas LLC LT IDR BB- Affirmed BB-
senior unsecured LT BB- Affirmed RR4 BB-
Wynn Resorts, Limited LT IDR BB- Affirmed BB-
Wynn Resorts Finance,
LLC LT IDR BB- Affirmed BB-
senior unsecured LT BB- Affirmed RR4 BB-
senior secured LT BB+ Affirmed RR1 BB+
XTI AEROSPACE: Updates Shareholders on Recent Business, Financials
------------------------------------------------------------------
XTI Aerospace, Inc., on January 23, issued the following letter to
shareholders.
Dear Fellow XTI Aerospace Shareholders:
At the outset, I would like to take a moment to recognize that 2024
was a transformative year for XTI and extend my gratitude for your
continued support in 2025 and beyond.
Along with the rest of our management team, I would like to update
you on recent accomplishments supportive of our growth including
strengthening our balance sheet and improving our overall financial
condition, as well as making significant advancements in the
development of the TriFan 600.
Business Highlights (Current)
* Raised $20,000,000 in gross proceeds through the sale of
common stock, priced at-the-market under Nasdaq rules at an
offering price of $13.75 per share (post 1-for-250 reverse stock
split basis)
* Raised an additional approximately $25,000,000 in gross
proceeds since the end of Q1 of 2024, by offering common stock
at-the-market (ATM)
Under the offering terms, we have a standstill in place with
respect to use of the ATM
* Reduced total balance sheet liabilities as of December 31,
2024 when compared to total liabilities as of September 30, 2024
* Streamlined our capitalization structure through the exchange
for common stock and redemption of outstanding preferred stock and
warrants
* Completed General Familiarization (Gen Fam) meeting with the
Federal Aviation Administration (FAA) attended by more than 60 FAA
representatives
* Released C211.2 configuration of Tri Fan 600 aircraft,
enhancing aerodynamic performance and stability
* Made substantial progress with details of the aircraft
including systems, structures, flight deck, cabin layout, and
drivetrain, among other design items, in anticipation of the filing
of our FAA Type Certification
* Advanced relationships with critical vendors
* Announced entry into non-binding agreement to acquire equity
interest in ReadyMonitor AI-powered, autonomous drone company
* Formed Corporate Advisory Board of industry leaders in
technology and aviation
* Launched Hangar X Studios to highlight our aerospace industry
leadership and produced and distributed eleven episodes
In my view, XTI Aerospace is positioned at the intersection of
great innovation and tremendous opportunity. The business climate
is highly favorable for execution, and we are firmly focused on
delivering long-term value. We are grateful for you, our
shareholders; your support is critical to our success.
Respectfully,
/s/ Scott Pomeroy
Chief Executive Officer
About XTI Aerospace, Inc.
XTI Aerospace, Inc. (XTIAerospace.com) (NASDAQ: XTIA) is the parent
company of XTI Aircraft Company, an aviation business based near
Denver, Colorado, currently developing the TriFan 600, a fixed-wing
business aircraft designed to have the vertical takeoff and landing
("VTOL") capability of a helicopter, speeds of 345 mph and a range
of 700 miles. Additionally, the Inpixon (inpixon.com) business
unit of XTI Aerospace is a leader in real-time location systems
("RTLS") technology with customers around the world who use the
Company's location intelligence solutions in factories and other
industrial facilities to help optimize operations, increase
productivity, and enhance safety. For more information about XTI
Aerospace, please visit XTIAerospace.com
New York, NY-based Marcum LLP, the Company's auditor since 2012,
issued a "going concern" qualification in its report dated April
16, 2024. The report cites that the Company has a significant
working capital deficiency, has incurred significant losses and
needs to raise additional funds to meet its obligations and sustain
its operations. These conditions raise substantial doubt about the
Company's ability to continue as a going concern.
The Company incurred net losses from continuing operations of
approximately $34.4 million and $19.7 million for the fiscal years
ended Dec. 31, 2023 and 2022, respectively. As of Sept. 30, 2024,
the Company has a working capital deficit of approximately $11.9
million, and cash and cash equivalents of approximately $0.5
million. For the nine months ended Sept. 30, 2024, the Company had
a net loss of approximately $21.7 million.
Y & W INVESTMENT: Sec. 341(a) Meeting of Creditors on March 3
-------------------------------------------------------------
On January 23, 2025, Y & W Investment LLC filed Chapter 11
protection in the U.S. Bankruptcy Court for the Northern 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 Sec. 341(a) to be held on March 3,
2025 at 01:00 PM via UST Teleconference, Call in number/URL:
1-877-991-8832 Passcode: 4101242.
About Y & W Investment LLC
Y & W Investment LLC is a limited liability company.
Y & W Investment LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Cal. Case No. Case No. 25-30058) 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.
The Debtor is represented by:
Dean Lloyd, Esq.
Law Offices Of Dean Lloyd941 Matts Court
Los Altos, CA 94024
Tel: (650) 888-6905
E-mail: legaljaws@gmail.com
ZACHRY HOLDINGS: Amends Plan to Include Convenience Claims Pay
--------------------------------------------------------------
Zachry Holdings, Inc., and its affiliates submitted a Disclosure
Statement for the First Amended Joint Plan of Reorganization dated
January 20, 2025.
Following approval of the GPX Settlement, the Debtors filed and
solicited votes on the Joint Chapter 11 Plan of Reorganization of
Zachry Holdings, Inc. and its Debtors Affiliates (the "Initial
Plan"). During the solicitation of the Initial Plan, the Debtors
and their retained investment banker, Lazard Freres & Co. LLC,
sought and obtained proposals from interested parties to raise
junior exit capital.
The Debtors intended to use the proceeds of that junior exit
capital to fund working capital needs and distributions under the
Initial Plan, including distributions to Holders of General
Unsecured Claims. However, despite the Debtors' diligent efforts,
the Debtors did not receive a financing proposal that was
acceptable to all relevant parties, including the Holders of the
senior secured Prepetition Credit Facility Claims. Due to the
results of the financing process, the Debtors determined that
confirmation of the Initial Plan was no longer tenable. In its
place, the Debtors have filed, and now seek to confirm, the Plan
attached to this Disclosure Statement, which provides the same
economic value to all stakeholders, does not require a junior exit
capital raise, and allows the Debtors to exit chapter 11
expeditiously.
The general framework for the Plan is as follows:
* The Prepetition Credit Facility will be amended and restated
and deemed binding on the Debtors and Holders of Prepetition Credit
Facility Claims as of the Plan's Effective Date. The Debtors have
had productive discussions with the steering committee representing
the Holders of Prepetition Credit Facility Claims and anticipate
reaching agreement on the terms of the amended and restated
facility during the solicitation of the Plan. The Debtors will
disclose the material terms of the facility, as agreed among the
parties, in the A&R Credit Facility Term Sheet which will be
included in the Plan Supplement prior to the deadline to vote on
the Plan.
* Allowed General Unsecured Claims of $25,000 or less will be
treated as Convenience Claims. Convenience Claims are unimpaired
and will receive a cash distribution of the full Allowed amount of
such Claims, up to $25,000. Holders of General Unsecured Claims in
excess of $25,000 may elect on their ballot to reduce their General
Unsecured Claims to $25,000 and receive the Convenience Claim
treatment.
* General Unsecured Claims that are not Convenience Claims
will receive beneficial interests in a liquidating GUC Trust. On
the Effective Date, the Debtors will issue the GUC Trust Preferred
Equity to the GUC Trust. The value of the GUC Trust Preferred
Equity will equal the value of Allowed General Unsecured Claims in
the aggregate, and the GUC Trust Preferred Equity will accrue
dividends from the Effective Date until it is redeemed or
liquidated. The cash proceeds of the GUC Trust Preferred Equity's
redemption or liquidation shall be distributed pro rata to Holders
of Allowed General Unsecured Claims. These distributions shall
result in payment in full of Allowed General Unsecured Claims. The
material terms of the GUC Trust Preferred Equity will be set forth
in the GUC Trust Preferred Equity Term Sheet to be included in the
Plan Supplement. The GUC Trust Preferred Equity Term Sheet is under
negotiation by the Debtors and the Committee as of the date
hereof.
* The Debtors will assume and cure all executory contracts and
unexpired leases that are not otherwise rejected pursuant to the
Plan or a separate motion.
* Interests in ZHI will be reinstated and the legal,
equitable, and contractual rights associated with such interests
shall remain unaltered.
Class 5 consists of Convenience Claims. Except to the extent that a
Holder of an Allowed Convenience Claim agrees to less favorable
treatment, each Holder of an Allowed Convenience Claim shall
receive, in full and final satisfaction, settlement, release, and
discharge of such Allowed Convenience Claim, on the Effective Date
or as soon as practicable thereafter, Cash in an amount equal to
such Holder's Allowed Convenience Claim (excluding any interest
that may be owed on such Claim), but in no event shall
distributions on account of any Allowed Convenience Claim exceed
the Convenience Claim Amount. The amount of claim in this Class
total $4.10 million. This Class will receive a distribution of 100%
of their allowed claims.
Class 6 consists of General Unsecured Claims. Except to the extent
that a Holder of an Allowed General Unsecured Claim agrees to less
favorable treatment, each Holder of an Allowed General Unsecured
Claim shall receive, in exchange for full and final satisfaction,
settlement, release, and discharge of such Claim, its Pro Rata
share of the GUC Trust Interests, the value of which shall equal
the Allowed amount of such Claim plus such Holder's Pro Rata share
of any accrued dividends on the GUC Trust Preferred Equity. The
allowed unsecured claims total $57.40 million. This Class will
receive a distribution of 100% of their allowed claims.
Each distribution and issuance referred to in Article VI of the
Plan shall be governed by the terms and conditions set forth in the
Plan applicable to such distribution or issuance and by the terms
and conditions of the instruments or other documents evidencing or
relating to such distribution or issuance, which terms and
conditions shall bind each Entity receiving such distribution or
issuance. The Debtors and the Reorganized Debtors, as applicable,
shall fund distributions under the Plan with (a) Cash on hand, (b)
proceeds from the A&R Credit Facility; and (c) the issuance of the
GUC Trust Preferred Equity.
A full-text copy of the Disclosure Statement dated January 20, 2025
is available at https://urlcurt.com/u?l=CQK0hl from
PacerMonitor.com at no charge.
Counsel to the Debtors:
Charles R. Koster, Esq.
WHITE & CASE LLP
609 Main Street, Suite 2900
Houston, Texas 77002
Tel: (713) 496-9700
Fax: (713) 496-9701
E-mail: charles.koster@whitecase.com
- and -
Bojan Guzina, Esq.
Andrew F. O'Neill, Esq.
RJ Szuba, Esq.
Barrett Lingle, Esq.
111 South Wacker Drive, Suite 5100
Chicago, Illinois 60606
Tel: (312) 881-5400
E-mail: bojan.guzina@whitecase.com
aoneill@whitecase.com
rj.szuba@whitecase.com
barrett.lingle@whitecase.com
About Zachry Holdings
Zachry Holdings, Inc., is the engineering, construction,
maintenance, turnaround and fabrication services offshoot of the
storied family-owned business that began as H.B. Zachry Company one
hundred years ago. The other offshoot, Zachry Construction, has
operated separately from Zachry Industrial since the two businesses
branched off from their common roots in 2008. The Zachry Group
provides engineering and construction services to clients in the
energy, chemicals, power, manufacturing, and industrial sectors
across North America.
None of the entities affiliated with Zachry Construction are
Debtors in the chapter 11 cases.
Zachry Holdings and its subsidiaries sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Lead Case
No. 24-90377) on May 21, 2024, with $1 billion to $10 billion in
assets and liabilities.
James R. Old, general counsel, signed the petitions.
Judge Marvin Isgur presides over the case.
The Debtors tapped White & Case LLP as general bankruptcy counsel;
Susman Godfrey L.L.P. and Hicks Thomas, LLP as special litigation
counsel; and Kurtzman Carson Consultants as notice & claims agent.
[*] Tiger Finance's Loan Volume Hit Record High in Fiscal 2024
--------------------------------------------------------------
Tiger Finance's lending platform committed more than a quarter of a
billion dollars in Fiscal 2024 to support the growth initiatives
and working capital needs of borrowers from across the U.S.
economy.
Loan volume grew throughout fiscal 2024 and reached a record $277
million of new commitments. Tiger Finance tapped its relationships
with large money center banks, independent private finance
companies and financial intermediaries to serve more than a dozen
borrowers in all.
New commitments included split-lien term loans, revolving lines of
credit, FILOs and bridge loans for department stores, a discount
retailer, a musical instrument retailer and several specialty
apparel retailers. In addition, Tiger met the capital needs of an
EV battery tech company, a furniture wholesaler/ecommerce operator,
and an Amazon aggregator.
"The rapidly changing marketplace along with the impact on how
goods and services are sourced and distributed has resulted in
strategic investment and growth opportunities for borrowers," noted
Bob DeAngelis, Executive Managing Director/Group Head, Tiger
Finance. "Given these dynamics, Tiger Finance's ability to quickly
access the situation and provide flexible financing solutions is a
high priority for these companies."
Tiger Finance's understanding of asset values is grounded in its
valuation and asset monetization practice, each entailing billions
of dollars of assets annually.
"This asset knowledge has been an indispensable resource as
borrowers sought to achieve business objectives such as financing
seasonal working capital needs, acquiring critical equipment, and
financing real estate as part of a strategic acquisition or
repositing of an operating strategy," DeAngelis said. "Tiger
Finance continues to expand its offering and grow its lending
platform and is already off to a great start in 2025."
About Tiger Finance
Stretch asset-based lender Tiger Finance approaches investing
decisions based upon Asset Intelligence. Providing first-lien,
second-lien, and split-lien facilities, typically structured as
term debt, Tiger Finance advances against working capital,
machinery and equipment, fixtures, real estate, and intellectual
property across a broad range of industries. It is a division of
Tiger Capital Group, which specializes in the provision of secured
debt financing and equity investments, as well as comprehensive
appraisals for the ABL industry and the disposition of consumer and
industrial assets.
[] Geoff O’Dea Joins Goodwin Proctor's London Restructuring Dep't
-------------------------------------------------------------------
Fried Frank announced on Jan. 23, 2025, that Geoff O'Dea will join
the firm as a partner in the Restructuring Department in London. He
will join from Goodwin Procter.
Mr. O'Dea's clients include private equity, family office and
special situations investors, direct lenders, banks, security
agents, insolvency practitioners, corporations, boards and
independent directors. His practice primarily focuses on advising
clients on restructuring and insolvency, acquisition and
complicated financings. Mr. O'Dea is also the editor and primary
author of a leading textbook on restructuring and insolvency law.
"Geoff's impressive experience in advising stakeholders on
restructurings and in finance transactions will further strengthen
Fried Frank's offerings for our clients in Europe and beyond," said
Steven Epstein, Fried Frank's managing partner and co-head of the
firm's M&A and Private Equity Practice. "We are thrilled to have
Geoff join the firm in London as we continue to grow our global
restructuring department."
"Geoff is a highly skilled and seasoned restructuring attorney and
a key addition to our global restructuring practice," said Rachel
C. Strickland, global chair of Fried Frank's Restructuring
Department. "Geoff will be integral to helping our clients navigate
complex cross-border and UK restructurings."
"Geoff is a terrific addition to our team of skilled corporate and
transactional advisors in London," added Ashar Qureshi, managing
partner of Fried Frank's London office. "We look forward to
welcoming him to our growing London office."
Fried Frank is expanding its London office space at 100 Bishopsgate
in the City of London. This expansion will result in a total of
43,866 contiguous square feet, once completed.
Fried Frank's global Restructuring Department handles complex,
high-stakes distressed matters with creativity and efficiency. The
practice manages intricate cross-border transactions and leverages
the team's extensive expertise to maximize value from distressed
businesses and assets, through both out-of-court restructurings and
formal court proceedings. Attorneys in Fried Frank's global
Restructuring Department represent a broad spectrum of clients,
including Chapter 11 debtors and investors and strategics who both
invest in and acquire distressed businesses. The group leads large
and complex transactional assignments and provides counsel to
clients with respect to the myriad of insolvency, creditors' rights
and commercial law issues that arise in complex corporate and real
estate acquisitions, divestitures and financings.
[^] Large Companies with Insolvent Balance Sheet
------------------------------------------------
Total
Share- Total
Total Holders' Working
Assets Equity Capital
Company Ticker ($MM) ($MM) ($MM)
------- ------ ------ -------- -------
ACADIAN ASSET MA AAMI US 555.2 (3.8) -
AIRSHIP AI HOLDI AISP US 9.1 (12.9) 0.0
ALPHA COGNITION ACOG US 6.8 (3.9) 2.0
ALPHAVEST ACQUIS ATMVU US 53.1 (1.3) (1.3)
ALTICE USA INC-A ATUS US 31,834.4 (422.6) (1,259.7)
ALTRIA GROUP INC MO US 34,167.0 (3,418.0) (4,497.0)
AMC ENTERTAINMEN AMC US 8,324.1 (1,685.3) (789.8)
AMERICAN AIRLINE AAL US 61,783.0 (3,977.0) (10,833.0)
AMNEAL PHARM INC AMRX US 3,461.0 (33.7) 418.1
APPIAN CORP-A APPN US 549.9 (49.8) 62.0
AQUESTIVE THERAP AQST US 110.0 (45.4) 81.4
AUTOZONE INC AZO US 17,465.8 (4,672.9) (1,468.0)
AVEANNA HEALTHCA AVAH US 1,644.2 (156.4) (24.7)
AVIS BUDGET GROU CAR US 32,749.0 (229.0) (1,007.0)
B. RILEY FINANCI RILY US 3,236.3 (143.1) 678.5
BATH & BODY WORK BBWI US 4,984.0 (1,748.0) 145.0
BAUSCH HEALTH CO BHC CN 26,540.0 (242.0) 845.0
BAUSCH HEALTH CO BHC US 26,540.0 (242.0) 845.0
BELLRING BRANDS BRBR US 837.0 (205.9) 389.0
BEYOND MEAT INC BYND US 692.9 (611.9) 210.8
BIGBEAR.AI HOLDI BBAI US 354.1 98.4 53.6
BIOAGE LABS INC BIOA US 337.4 313.7 317.4
BIOCRYST PHARM BCRX US 491.3 (468.6) 295.2
BIOTE CORP-A BTMD US 101.3 (126.8) 23.5
BLEICHROEDER ACQ BACQU US 0.3 (0.1) (0.3)
BLEICHROEDER ACQ BACQ US 0.3 (0.1) (0.3)
BOEING CO/THE BA US 137,695.0 (23,562.0) 12,136.0
BOLD EAGLE ACQ-A BEAG US 0.9 (0.1) (0.0)
BOLD EAGLE ACQUI BEAGU US 0.9 (0.1) (0.0)
BOMBARDIER INC-A BDRAF US 12,670.0 (1,996.0) 328.0
BOMBARDIER INC-A BBD/A CN 12,670.0 (1,996.0) 328.0
BOMBARDIER INC-B BDRBF US 12,670.0 (1,996.0) 328.0
BOMBARDIER INC-B BBD/B CN 12,670.0 (1,996.0) 328.0
BOOKING HOLDINGS BKNG US 27,978.0 (3,653.0) 3,851.0
BRIDGEBIO PHARMA BBIO US 665.0 (1,218.4) 305.4
BRIDGEMARQ REAL BRE CN 163.4 (68.9) (86.7)
BTQ TECHNOLOGIES BTQ CN 1.8 (1.3) (1.1)
CALUMET INC CLMT US 2,640.1 (426.6) (464.6)
CANTOR PA CEP US 101.5 100.9 (0.1)
CARDINAL HEALTH CAH US 43,059.0 (3,276.0) (1,773.0)
CHARLTON ARIA AC CHARU US 0.2 (0.1) (0.3)
CHARLTON ARIA-A CHAR US 0.2 (0.1) (0.3)
CHECKPOINT THERA CKPT US 5.2 (12.6) (12.6)
CHENIERE ENERGY CQP US 17,385.0 (626.0) (543.0)
CHILDREN'S PLACE PLCE US 888.8 (49.6) (46.3)
CHOICE HOTELS CHH US 2,544.0 (96.2) (140.2)
CINEPLEX INC CGX CN 2,209.3 (39.7) (310.5)
CINEPLEX INC CPXGF US 2,209.3 (39.7) (310.5)
CLIPPER REALTY I CLPR US 1,287.0 (9.5) -
CO2 ENERGY TRANS NOEMU US 0.3 (0.4) (0.7)
COHEN CIRCLE ACQ CCIRU US 0.2 (0.5) (0.7)
COHEN CIRCLE ACQ CCIR US 0.2 (0.5) (0.7)
COMMSCOPE HOLDIN COMM US 8,810.7 (2,111.8) 973.2
COMMUNITY HEALTH CYH US 13,905.0 (1,270.0) 982.0
COMPOSECURE IN-A CMPO US 435.4 (285.0) 92.2
CONSENSUS CLOUD CCSI US 622.5 (93.2) 4.5
CONTANGO ORE INC CTGO US 158.3 (10.2) (43.0)
COOPER-STANDARD CPS US 1,797.5 (163.1) 223.8
CORE SCIENTIFIC CORZ US 921.9 (729.4) 201.3
CPI CARD GROUP I PMTS US 342.3 (42.8) 123.7
CROSSAMERICA PAR CAPL US 1,130.1 (30.7) (47.1)
CYTOKINETICS INC CYTK US 1,436.1 (13.9) 908.8
D-WAVE QUANTUM I QBTS US 49.6 (16.9) 9.3
DAVE INC DAVE US 272.2 (169.3) 217.3
DELEK LOGISTICS DKL US 1,960.7 (45.1) 16.4
DELL TECHN-C DELL US 81,951.0 (2,190.0) (11,465.0)
DENNY'S CORP DENN US 461.6 (54.5) (53.8)
DIGITALOCEAN HOL DOCN US 1,526.5 (211.7) 376.0
DINE BRANDS GLOB DIN US 1,699.5 (216.7) (55.4)
DOMINO'S PIZZA DPZ US 1,775.1 (3,976.6) 361.7
DOMO INC- CL B DOMO US 190.2 (171.2) (105.7)
DROPBOX INC-A DBX US 2,576.7 (546.1) (156.6)
ECO BRIGHT FUTUR EBFI US 0.0 (0.1) (0.1)
ELUTIA INC ELUT US 48.4 (40.2) (2.4)
EMBECTA CORP EMBC US 1,285.3 (738.3) 387.0
EOS ENERGY ENTER EOSE US 216.8 (417.7) 74.1
ETSY INC ETSY US 2,442.2 (624.3) 767.7
EXCO RESOURCES EXCE US 1,032.7 (1,026.5) (421.2)
FAIR ISAAC CORP FICO US 1,717.9 (962.7) 237.1
FENNEC PHARMACEU FENC US 58.9 (5.2) 50.5
FENNEC PHARMACEU FRX CN 58.9 (5.2) 50.5
FERRELLGAS PAR-B FGPRB US 1,413.7 (457.2) (18.4)
FERRELLGAS-LP FGPR US 1,413.7 (457.2) (18.4)
FOGHORN THERAPEU FHTX US 308.4 (28.3) 214.4
FREIGHTCAR AMERI RAIL US 245.9 (72.4) 63.3
GCM GROSVENOR-A GCMG US 575.0 (113.0) 152.8
GOAL ACQUISITION PUCKU US 3.6 (12.2) (13.6)
GRINDR INC GRND US 456.3 (13.4) 29.3
GUARDANT HEALTH GH US 1,538.7 (60.1) 1,029.4
H&R BLOCK INC HRB US 2,550.0 (368.1) (184.3)
HERBALIFE LTD HLF US 2,653.5 (954.2) (40.4)
HILTON WORLDWIDE HLT US 16,689.0 (3,430.0) (918.0)
HP INC HPQ US 39,909.0 (1,323.0) (7,927.0)
HUMACYTE INC HUMA US 114.8 (63.7) 2.1
IMMUNITYBIO INC IBRX US 364.6 (744.2) 102.2
INNOVATE CORP VATE US 897.2 (125.3) (68.1)
INSEEGO CORP INSG US 113.4 (85.1) (103.8)
INSPIRED ENTERTA INSE US 388.6 (78.3) 56.1
INTUITIVE MACHIN LUNR US 224.8 (4.5) 73.0
INVIZYNE TECHNOL IZTC US 3.6 (3.6) (4.4)
IRON MOUNTAIN IRM US 18,469.6 (31.9) (587.2)
IRONWOOD PHARMAC IRWD US 389.5 (311.3) 129.2
JACK IN THE BOX JACK US 2,735.6 (851.8) (253.0)
LAUNCH ONE ACQUI LPAAU US 234.0 (9.8) -
LAUNCH ONE ACQUI LPAA US 234.0 (9.8) -
LIFEMD INC LFMD US 72.6 (6.0) (10.3)
LINDBLAD EXPEDIT LIND US 889.8 (122.4) (98.3)
LIONS GATE ENT-B LGF/B US 7,146.8 (124.9) (2,637.3)
LIONS GATE-A LGF/A US 7,146.8 (124.9) (2,637.3)
LIONSGATE STUDIO LION US 5,261.4 (938.9) (2,312.9)
LOWE'S COS INC LOW US 44,743.0 (13,419.0) 2,530.0
LUCKY STRIKE ENT LUCK US 3,092.4 (40.4) (104.2)
LUMINAR TECHNOLO LAZR US 403.4 (258.0) 176.2
MADISON SQUARE G MSGS US 1,373.3 (277.5) (338.9)
MADISON SQUARE G MSGE US 1,610.3 (48.7) (260.8)
MANNKIND CORP MNKD US 464.2 (209.9) 255.6
MARBLEGATE ACQ-A GATE US 4.2 (19.4) (0.4)
MARBLEGATE ACQUI GATEU US 4.2 (19.4) (0.4)
MARRIOTT INTL-A MAR US 26,209.0 (2,421.0) (4,945.0)
MARTIN MIDSTREAM MMLP US 554.8 (61.3) 53.9
MATCH GROUP INC MTCH US 4,425.8 (88.5) 792.4
MBIA INC MBI US 2,230.0 (1,988.0) -
MCDONALDS CORP MCD US 56,172.0 (5,177.0) (1,396.0)
MCKESSON CORP MCK US 72,429.0 (2,642.0) (5,430.0)
MEDIAALPHA INC-A MAX US 236.1 (59.6) 29.4
METTLER-TOLEDO MTD US 3,319.8 (154.4) 13.3
MSCI INC MSCI US 5,408.9 (751.0) (92.1)
NATHANS FAMOUS NATH US 57.7 (21.3) 32.6
NEW ENG RLTY-LP NEN US 387.4 (65.5) -
NEXT-CHEMX CORP CHMX US 3.9 (1.8) (3.8)
NOVAGOLD RES NG CN 109.8 (47.4) 98.3
NOVAGOLD RES NG US 109.8 (47.4) 98.3
NOVAVAX INC NVAX US 1,712.5 (526.4) (77.3)
NUTANIX INC - A NTNX US 2,181.4 (685.3) 302.9
O'REILLY AUTOMOT ORLY US 14,577.5 (1,439.1) (2,486.9)
OAKTREE ACQUIS-A OACC US 0.6 (0.0) -
OAKTREE ACQUISIT OACCU US 0.6 (0.0) -
OMEROS CORP OMER US 313.3 (154.2) 109.3
OTIS WORLDWI OTIS US 10,261.0 (4,780.0) (1,602.0)
PAPA JOHN'S INTL PZZA US 860.9 (414.7) (54.7)
PELOTON INTERA-A PTON US 2,157.1 (480.3) 644.9
PHATHOM PHARMACE PHAT US 387.0 (187.1) 308.5
PHILIP MORRIS IN PM US 66,892.0 (7,713.0) (2,570.0)
PITNEY BOWES INC PBI US 3,647.7 (518.9) (198.4)
PLANET FITNESS-A PLNT US 3,048.2 (267.1) 270.2
PORCH GROUP INC PRCH US 867.3 (77.0) (84.6)
PRIORITY TECHNOL PRTHU US 1,759.7 (58.9) 37.7
PRIORITY TECHNOL PRTH US 1,759.7 (58.9) 37.7
PROS HOLDINGS IN PRO US 384.2 (75.2) 44.2
PTC THERAPEUTICS PTCT US 1,842.2 (1,054.4) 670.8
QUANTUM CORP QMCO US 163.1 (153.4) (25.7)
RAPID7 INC RPD US 1,574.5 (6.3) 99.0
RE/MAX HOLDINGS RMAX US 578.6 (61.8) 54.2
REALREAL INC/THE REAL US 406.3 (345.4) (14.0)
RED ROBIN GOURME RRGB US 669.4 (53.3) (100.3)
REDFIN CORP RDFN US 1,151.1 (25.2) 167.3
REVANCE THERAPEU RVNC US 461.6 (163.0) 249.6
RH RH US 4,464.2 (183.0) 381.5
RIGEL PHARMACEUT RIGL US 139.4 (14.6) 52.2
RINGCENTRAL IN-A RNG US 1,818.4 (345.9) 94.2
RUBRIK INC-A RBRK US 1,268.7 (521.1) 127.1
SABRE CORP SABR US 4,693.2 (1,530.1) 22.9
SANUWAVE HEALTH SNWV US 21.8 (60.3) (71.6)
SBA COMM CORP SBAC US 10,201.7 (5,125.8) (217.6)
SCOTTS MIRACLE SMG US 2,871.9 (390.6) 230.1
SEAGATE TECHNOLO STX US 7,959.0 (1,079.0) 693.0
SEMTECH CORP SMTC US 1,379.0 (139.7) 322.3
SHOULDERUP TEC-A SUAC US 9.6 (3.8) (4.8)
SLEEP NUMBER COR SNBR US 864.7 (448.8) (723.8)
SPACKMAN EQUITIE SQG CN 0.1 (1.8) (0.4)
SPECTRAL CAPITAL FCCN US 0.3 (0.1) (0.2)
SPIRIT AEROSYS-A SPR US 7,049.2 (1,936.5) 501.5
STARBUCKS CORP SBUX US 31,339.3 (7,441.6) (2,222.6)
TORRID HOLDINGS CURV US 493.0 (189.3) (28.4)
TOWNSQUARE MED-A TSQ US 565.4 (52.5) 25.3
TRANSDIGM GROUP TDG US 25,586.0 (6,283.0) 3,690.0
TRAVEL + LEISURE TNL US 6,698.0 (861.0) 658.0
TRAVERE THERAPEU TVTX US 504.4 (30.5) 134.7
TRINSEO PLC TSE US 2,882.8 (480.0) 305.5
TRISALUS LIFE SC TLSI US 27.5 (20.4) 13.9
TRIUMPH GROUP TGI US 1,511.5 (95.2) 453.7
TUCOWS INC-A TC CN 799.0 (53.1) 22.7
TUCOWS INC-A TCX US 799.0 (53.1) 22.7
UNISYS CORP UIS US 1,861.6 (187.9) 361.8
UNITED PARKS & R PRKS US 2,579.6 (455.9) (142.3)
UNITI GROUP INC UNIT US 5,098.7 (2,476.3) -
VERISIGN INC VRSN US 1,462.0 (1,900.6) (808.8)
VOYAGER ACQ CORP VACHU US 256.9 (11.3) 0.8
VOYAGER ACQUISIT VACH US 256.9 (11.3) 0.8
WAYFAIR INC- A W US 3,414.0 (2,733.0) (357.0)
WILLOW LANE ACQU WLACU US 0.1 (0.0) (0.1)
WILLOW LANE ACQU WLAC US 0.1 (0.0) (0.1)
WINGSTOP INC WING US 484.8 (447.5) 47.3
WINMARK CORP WINA US 52.0 (33.7) 30.0
WORKIVA INC WK US 1,302.1 (50.8) 449.5
WPF HOLDINGS INC WPFH US 0.0 (0.3) (0.3)
WYNN RESORTS LTD WYNN US 14,111.4 (1,065.5) 1,447.4
XERIS BIOPHARMA XERS US 321.1 (28.3) 71.8
XPONENTIAL FIT-A XPOF US 472.2 (123.3) 1.4
YUM! BRANDS INC YUM US 6,461.0 (7,674.0) 439.0
*********
Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par. Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable. Those sources may not,
however, be complete or accurate. The Monday Bond Pricing table
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are not intended to reflect actual trades. Prices for actual
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