/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/250226.mbx T R O U B L E D C O M P A N Y R E P O R T E R Wednesday, February 26, 2025, Vol. 29, No. 56 Headlines 10831 PHELAN BLVD: Seeks Chapter 11 Bankruptcy in Texas 13514 S LHS: Sec. 341(a) Meeting of Creditors on March 19 1708 W. SEAGULL: U.S. Trustee Unable to Appoint Committee 1847 HOLDINGS: S.H.N. Financial Holds 4.19% Equity Stake 2271 WASHINGTON BLVD: Seeks Chapter 11 Bankruptcy in Texas 22ND CENTURY: Anson Funds and Affiliates Hold 4.9% Stake 22ND CENTURY: Gregory Castaldo Reports No Stake as of Feb. 14 22ND CENTURY: Iroquois Capital Holds 6.02% Stake as of Dec. 31 22ND CENTURY: Joseph Reda, SEG Opportunity No Longer Hold Stake 2307 GULFWAY DR: Seeks Chapter 11 Bankruptcy in Texas 2873 LINK AVE: Seeks Chapter 11 Bankruptcy in Texas 3252 EASTEX FWY: Seeks Chapter 11 Bankruptcy in Texas 3784 LLC: Seeks Approval to Hire Brian K. McMahon as Legal Counsel 3954 N WHEELER: Seeks Chapter 11 Bankruptcy in New York 946 NOSTRAND: Seeks to Hire Home Traderz as Real Estate Broker A.B.O.D.E. TREATMENT: Scott Seidel Named Subchapter V Trustee AB INTERNATIONAL: Approves CEO Chiyuan Deng's Service Period Pay ACCELERATE DIAGNOSTICS: Armistice, Steven Boyd Hold 8.25% Stake ADM TRONICS: Reports $237,677 Net Loss in Fiscal Q3 AKOUSTIS TECHNOLOGIES: Delays 10-Q Filing Amid Bankruptcy Case ALCHEMY 365: Taps Onsager Fletcher Johnson Palmer as Legal Counsel ALGORHYTHM HOLDINGS: L1 Capital Global Holds 9.99% Stake ALGORHYTHM HOLDINGS: S.H.N. Financial Holds No Stake as of Dec. 31 ALI A. ASKARI MD: Seeks to Hire Mark J. Guinta as Legal Counsel ALROSE PATCHOGUE: Creditor SIG CRE Files Liquidating Plan ALTICE USA: Empyrean, Amos Meron Hold 6.3% of Class A Shares ALTICE USA: Ramya Rao Holds 6.95% Equity Stake AMSTED INDUSTRIES: Moody's Rates New Unsecured Notes Due 2033 'Ba3' APPLIED DNA: Special Meeting Adjourned for Second Time to Feb. 28 APPLIED ENERGETICS: Ingalls & Snyder Holds 8.2% Stake ARENA GROUP: 180 Degree Capital Holds 2.2% Stake ARTISAN CONSUMER: Reports Lower Net Loss of $2K for Second Quarter ASPIRA WOMEN'S: Armistice Capital Holds 4.99% Stake as of Dec. 31 ASPIRA WOMEN'S: Regains Nasdaq Compliance After Private Placement ASSOCIATION MOTOR: Unsecureds Owed $5.18M to Get 4% over 5 Years ATTLEBORO REALTY: $2.69M Sale to Simoes to Fund Plan Payments AVINGER INC: Armistice, Steven Boyd Hold 4.99% Stake as of Dec. 31 B. RILEY FINANCIAL: Holds 9% Stake in DoubleDown Interactive Co. B.G.P. INC: U.S. Trustee Appoints Creditors' Committee BARRACUDA NETWORKS: $455MM Bank Debt Trades at 21% Discount BCPE EMPIRE: Moody's Rates New $2.67-Bil. First Lien Loan 'B3' BELLTOWN FARMS: To Sell Farm Property to Gaylord Meyer for $60,000 BETTER CHOICE: Altium Entities Hold 6.1% Equity Stake BEYOND AIR: Alyeska Investment, 2 Others Hold 9.9% Equity Stake BEYOND AIR: Balyasny, 4 Others Hold 9.99% Equity Stake BEYOND AIR: Inks $35MM At-The-Market Offering Agreement With BTIG BIO-KEY INTERNATIONAL: Armistice, Steven Boyd Hold 4.99% Stake BIOXCEL THERAPEUTICS: Armistice, Steven Boyd Hold 9.99% Stake BLACKBERRY LIMITED: FIFTHDELTA Entities Report Equity Stakes BONITA SOL: Seeks to Extend Plan Filing Deadline to March 17 BORDER PROPERTIES: Seeks to Hire Brock Veytia & Co. as Accountant BOXLIGHT CORP: Launches $2.8M Private Placement Priced At Market BROOKDALE SENIOR: Camber Capital Holds 8.48% Equity Stake BROOKDALE SENIOR: Flat Footed, Marc Andersen Hold 5.7% Equity Stake CADUCEUS PHYSICIANS: No Patient Care Concern, PCO Report Says CAPSTONE GREEN: All Proposals Approved at Annual Meeting CAPSTONE GREEN: Posts $2.7 Million Net Loss in Q3 FY2025 CARE PAVILION: PCO Reports Resident Care Complaints CAREPOINT HEALTH: Cohen Weiss & Kaufman Represent Creditors CARGO LIFTS: Daniel Etlinger Named Subchapter V Trustee CARNIVAL CORP: Fitch Rates Proposed $1BB Unsec. Notes Due 2030 'BB' CARNIVAL PLC: EUR814MM Bank Debt Trades at 20% Discount CATHETER PRECISION: Armistice Capital, Steven Boyd Hold 9.99% Stake CELULARITY INC: Bristol Myers Squibb Holds 1.9% of Class A Shares CEMTREX INC: Anson Funds Holds 4.9% Equity Stake CEMTREX INC: Widens Net Loss to $28.9MM for Quarter Ended Dec. 31 CHAMPIONS ONCOLOGY: Tocqueville Asset Holds 4.4% Stake CINEMARK HOLDINGS: New Bonus Plan OK'd CINEMARK HOLDINGS: Orbis, Allan Gray Australia Hold 9.2% Stake CINEMARK HOLDINGS: Third Point Holds 3.06% Equity Stake CITRIN COOPERMAN: S&P Assigns 'B-' ICR, Outlook Stable COASTAL GROWERS: Hires Porter White Capital as Investment Banker COLINEAR MACHINE: U.S. Trustee Unable to Appoint Committee COLLECTIVE SPEAKERS: Hires Kutner Brinen Dickey Riley as Counsel COMMUNITY HEALTH: Board OKs 2025 Compensation Plan for Execs COMMUNITY HEALTH: Eversept Partners, 2 Others Hold 2% Equity Stake CONN'S INC: Seeks to Extend Plan Exclusivity to May 4 CONROE CORRAL: Catherine Curtis Named Subchapter V Trustee COOPER-STANDARD: Narrows Net Loss to $78.1 Million in FY 2024 COSMOS HEALTH: Armistice Capital, Steven Boyd Hold 9.99% Stake CREATIVE REALITIES: Extends Option Vesting Period for CEO Mills CURIS INC: Maverick Capital, 2 Others Hold 8% Equity Stake CYTOSORBENTS CORP: Avenir Corp Holds 5.7% Equity Stake DARE BIOSCIENCE: Requests Nasdaq Hearing to Appeal Delisting DESTINATIONS TO RECOVERY: No Patient Care Concern, PCO Report Says DIGITAL ALLY: Anson Funds and Affiliates Hold 9.9% Stake DIGITAL ALLY: Closes $15 Million Underwritten Public Offering DORMIFY INC: Hires B. Riley Advisory Services as Financial Advisor DRAFTKINGS INC: Fitch Assigns 'BB+' LongTerm IDR, Outlook Stable DURECT CORP: Terrence Blaschke Resigns From Board of Directors EARTH SCIENCE: Posts $206,411 Net Income for Quarter Ended Dec. 31 EASTSIDE DISTILLING: Beeline CEO Buys $655K Preferred Shares EASTSIDE DISTILLING: Board Adopts 2025 Equity Incentive Plan EKSO BIONICS: Armistice Capital, Steven Boyd Hold 9.99% Stake EKSO BIONICS: Kent Lake PR, 2 Others Hold 4.6% Equity Stake EL CANO: Seeks to Hire Modesto Bigas Mendez as Bankruptcy Counsel EMX ROYALTY: Extract Advisors, 2 Others Hold 8% Equity Stake ENDRA LIFE: L1 Capital Global Holds 6.22% Equity Stake EPR INVESTMENTS: Water49 Files Amendment to Disclosure Statement EXECUTIVE BOAT: U.S. Trustee Unable to Appoint Committee EXELA TECHNOLOGIES: Shay Capital Entities Hold 0.63% Equity Stake FARIFOX CORPORATION: Seeks Subchapter V Bankruptcy in Texas FLUID MARKET: Seeks to Extend Plan Exclusivity to May 14 FRANCHISE GROUP: $1BB Bank Debt Trades at 50% Discount FRANCHISE GROUP: $300MM Bank Debt Trades at 50% Discount FRANCHISE GROUP: Updates Several Unsecured Claims Pay Details GLOSSLAB LLC: Appointment of Chapter 11 Trustee Sought GPS HOSPITALITY: Burger King Operator Hires Paul Hastings, Houlihan GREENWAVE TECHNOLOGY: Director Henry Sicignano Resigns GUAM: S&P Affirms 'BB-' LT Rating on GO Debt, Outlook Positive GULFSLOPE ENERGY: Delays 10-Q Filing Over Working Capital Issues HANESBRANDS INC: New Term Loan Upsize No Impact on Moody's 'B1' CFR HOOPERS DISTRIBUTING: Seeks to Tap Dawkins & Murray as Accountant HOSPITAL FOR SPECIAL: Plan Exclusivity Period Extended to May 6 HS PURCHASER: $670MM Bank Debt Trades at 32% Discount HYPERSCALE DATA: Holds 1.72% Stake in Adamas One Corp. HYPERSCALE DATA: Holds 14.02% Equity Stake in EVmo, Inc. HYPERSCALE DATA: Holds No Shares in Mullen Automotive as of Dec. 31 IM3NY LLC: Reaches Deal w/ Unsecured Creditors in Chapter 11 INET TAXI: Sec. 341(a) Meeting of Creditors on March 24 INGENOVIS HEALTH: $675MM Bank Debt Trades at 53% Discount INNOV8TIVE NUTRITION: Frances Smith Named Subchapter V Trustee INNOVATIVE DESIGNS: Posts $96K 2024 Income, 'Going Concern' Stays INNOVATIVE MEDTECH: Delays 10-Q Filing for the Period Ended Dec. 31 INSPIREMD INC: Nantahala Capital Holds 9.99% Equity Stake IPMI 3: Moody's Lowers Rating on $110MM Revenue Bonds to 'B1' IVANTI SOFTWARE: $1.75BB Bank Debt Trades at 22% Discount J.C. PENNEY: Creditors Seek $1B Over Alleged Bankruptcy Misconduct JACKSON HOSPITAL: JMS Health Services Out as Committee Member JACKSON HOSPITAL: Suzanne Koenig of SAK Healthcare Named PCO JAGUAR HEALTH: Extends Maturity of $6.2M Promissory Note to 2026 JAYASWAL LLC: Seeks to Hire Ravosa Law Offices as Legal Counsel JW REALTY: Seeks Chapter 11 Bankruptcy in New York KASEYA INC: S&P Assigns 'B' Issuer Credit Rating, Outlook Stable KODIAK TRUCKING: Updates SBA Secured Claim Pay; Files Amended Plan KONTOOR BRANDS: Helly Hansen Deal No Impact on Moody's 'Ba2' CFR LACAYO REAL: Seeks Approval to Tap JMS Law as Bankruptcy Counsel LAKE CLINCH: U.S. Trustee Unable to Appoint Committee LAW OFFICE OF GEORGE: Sex Assault Claim Can't Be Axed in Ch. 11 LAWSON AND SON: Seeks to Hire Slocum Law as Bankruptcy Counsel LAWSON AND SON: Timothy Stone Named Subchapter V Trustee LIBERTY TRIPADVISOR: Posts $661M Loss for 2024; Warns of Bankruptcy LITTLE MINT: Seeks to Hire Nunn Brashear & Uzzell as Accountant LOOP MEDIA: Dreamcatcher LLC Holds 4.68% Equity Stake LSCS HOLDINGS: Moody's Rates New $1.05BB First Lien Loans 'B2' LSF COACHING: Beverly Brister Named Subchapter V Trustee MARINUS PHARMACEUTICALS: Panacea No Longer Holds Shares MARINUS PHARMACEUTICALS: Tang Capital Holds 3% Equity Stake MAT TRANSPORT: Plan Exclusivity Period Extended to May 18 MBIA INC: Wolf Hill Capital Holds 5.6% Equity Stake as of Dec. 31 MCR HEALTH: Seeks to Hire Feldesman Leifer as Special Counsel MIDWEST CHRISTIAN: Seeks to Extend Plan Exclusivity to April 14 MJD ENGINEERING: Court Approves Use of Cash Collateral MODUS SYSTEMS: U.S. Trustee Unable to Appoint Committee MOONEY HOUSE: Seeks to Extend Plan Exclusivity to June 13 NAKED JUICE: $1.82BB Bank Debt Trades at 38% Discount NAVIENT CORP: Fitch Affirms 'BB-/B' IDRs, Outlook Stable NIKOLA CORPORATION: Potter Anderson, Pillsbury Guide Co's Ch. 11 NITRO FLUIDS: Seeks to Extend Plan Exclusivity to June 9 NORTHVOLT AB: To Receive $6MM Cash from Industrial Systems Sale NOSTRUM LABORATORIES: Citizens Bank Opposes 2nd Investment Banker NXT ENERGY: Provides Operational Update OMEGA THERAPEUTICS: U.S. Trustee Appoints Creditors' Committee OT MERGER: S&P Downgrades ICR to 'SD' on Distressed Debt Exchange PACKERS HOLDINGS: $1.24BB Bank Debt Trades at 42% Discount PARTY CITY: Seeks Court Okay for Dollar Tree, Five Below Lease Deal PERSONAL LAWN: U.S. Trustee Unable to Appoint Committee PHYSICIAN PARTNERS: $150MM Bank Debt Trades at 60% Discount POTTSVILLE OPERATIONS: PCO Reports Resident Care Complaints PRIME CORE: Crypto 'Irretrievably Entangled,' Says Administrator PROFESSIONAL DIVERSITY: Armistice Capital Holds 9.99% Stake PROFESSIONAL SECURITY: Continued Operations to Fund Plan PROSPECT MEDICAL: Fox Rothschild Files Rule 2019 Statement PURDUE PHARMA: New Chapter 11 Plan Bypasses Nonconsensual Releases RAINBOW PRODUCTION: Seeks to Extend Plan Exclusivity to May 5 RAOCORE TECH: Court Corrects Order on Evergreen Retainer Issue RLG HOLDINGS: $110MM Bank Debt Trades at 25% Discount SAN FRANCISCO CARE: Gets Final OK to Use Cash Collateral SANUWAVE HEALTH: Solas Capital Holds 8.4% Equity Stake SCOTLAND MEADOWS: Taps Kenneth E. Lindauer as Bankruptcy Counsel SEAQUEST HOLDINGS: To Sell Las Vegas Property to Boulevard Ventures SEQUENTIAL BRANDS: Gets Final OK for $9.8MM Investor Settlement SHILO INN OCEAN SHORES: Gets Extension to Access Cash Collateral SINTX TECHNOLOGIES: Lind Global, 2 Others Hold 5.2% Stake SINTX TECHNOLOGIES: Reports No Stake as of Dec. 31 SMILE ANGELS: U.S. Trustee Appoints Thomas Albert Mackey as PCO SORGE TAXI: Seeks Chapter 11 Bankruptcy in New York SOUTHWIRE HOLDING: Moody's Assigns 'Ba1' CFR, Outlook Stable SPATIAL TAXI: Sec. 341(a) Meeting of Creditors on March 24 STEPHENS GARAGE: Taps HGI Realty & Facility as Property Manager STEWARD HEALTH: Co. Puts Patients' Lives at Risks, Says Buyer STEWARD HEALTH: Plan Exclusivity Period Extended to April 7 STONE HARETIGE: Sec. 341(a) Meeting of Creditors on March 20 SUSHI ZUSHI: Updates Restructuring Plan Disclosures TBB DEEP: Seeks to Tap Munsch Hardt Kopf & Harr as General Counsel TECTUM ROOFING: Gets Extension to Access Cash Collateral TEXACO INC: La. Environmental Lawsuits Not Dismissed in Old Ch. 11 THREE STOOGES: U.S. Trustee Unable to Appoint Committee TNRE 6: Moody's Cuts Rating on Series 2022 Lease Bonds to 'B1' TRUE VALUE: Updates Prepetition Lender Claims Pay; Amends Plan UNRIVALED BRANDS: Settles Litigation Amid Chapter 11 Bankruptcy VIA MIZNER: U.S. Trustee Unable to Appoint Committee VIVAKOR INC: Amends CFO's Employment, Payment Terms VIVAKOR INC: Andre Johnson Joins as VP, Human Resources VIVAKOR INC: Inks Consulting Deal With WSGS to Manage Biz VIVAKOR INC: Issues 160,266 Common Shares to CEO VIVAKOR INC: Issues Shares to Justin Ellis, ClearThink Capital VOSSEKUIL PROPERTIES: Seeks to Use Cash Collateral Until Dec. 31 WATER GREMLIN: Plan Exclusivity Period Extended to April 25 WELLPATH HOLDINGS: Pauses Proposed Executives' Incentive Bonuses WINDTREE THERAPEUTICS: Armistice, Steven Boyd Hold 2.55% Stake WOOF HOLDINGS: $750MM Bank Debt Trades at 39% Discount WYNNE TRANSPORTATION: Committee Hires Brown Rudnick as Counsel WYNNE TRANSPORTATION: Committee Hires Potter Anderson as Counsel WYNNE TRANSPORTATION: Panel Hires M3 Advisory as Financial Advisor ZARA LLC: U.S. Trustee Unable to Appoint Committee ZIPS CAR WASH: U.S. Trustee Appoints Creditors' Committee ZIPS CAR WASH: US Trustee Names 4 Members to Creditors' Committee ********* 10831 PHELAN BLVD: Seeks Chapter 11 Bankruptcy in Texas ------------------------------------------------------- On February 21, 2025, 10831 Phelan Blvd LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the Eastern District of Texas. 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 10831 Phelan Blvd LLC 10831 Phelan Blvd LLC is a limited liability company. 10831 Phelan Blvd LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Tex. Case No. 25-40457) on February 21, 2025. In its petition, the Debtor reports estimated assets up to $50,000 and estimated liabilities between $10 million and $50,000. The Debtor is represented by: Howard Marc Spector, Esq. SPECTOR & COX, PLLC 12770 Coit Rd., Suite 850 Dallas TX 75251 Tel: (214) 365-5377 E-mail: hms7@cornell.edu 13514 S LHS: Sec. 341(a) Meeting of Creditors on March 19 --------------------------------------------------------- On February 21, 2025, 13514 S LHS Dr LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the Eastern District of Texas. According to court filing, the Debtor reports between $10 million and $50 million in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. A meeting of creditors under Section 341(a) to be held on March 19, 2025 at 09:45 AM via Telephonic Dial-In Information at https://www.txeb.uscourts.gov/341info. About 13514 S LHS Dr LLC 13514 S LHS Dr LLC is a limited liability company. 13514 S LHS Dr LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Tex. Case No. 25-40470) on February 21, 2025. In its petition, the Debtor reports estimated assets up to $50,000 and estimated liabilities between $10 million and $50 million. The Debtor is represented by: Howard Marc Spector, Esq. SPECTOR & COX, PLLC 12770 Coit Rd, Suite 850 Dallas tX 75251 Tel: (214) 365-5377 E-mail: hms7@cornell.edu 1708 W. SEAGULL: U.S. Trustee Unable to Appoint Committee --------------------------------------------------------- The U.S. Trustee for Region 14 disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of 1708 W. Seagull, LLC. About 1708 W. Seagull 1708 W. Seagull, LLC is a single-asset real estate company based in Chandler, Ariz. 1708 W. Seagull filed Chapter 11 petition (Bankr. D. Ariz. Case No. 25-00647) on January 24, 2025, listing between $1 million and $10 million in both assets and liabilities. Judge Eddward P. Ballinger Jr. handles the case. The Debtor is represented by Patrick F. Keery, Esq., at Keery McCue, PLLC. 1847 HOLDINGS: S.H.N. Financial Holds 4.19% Equity Stake -------------------------------------------------------- S.H.N. Financial Investments Ltd., disclosed in a Schedule 13G/A filed with the U.S. Securities and Exchange Commission that as of December 31, 2024, it beneficially owned 1,111,110 Common Shares of 1847 Holdings LLC's Common Stock, representing 4.19% of the 25,400,386 shares of Common Shares outstanding as of January 22, 2025. S.H.N. Financial may be reached through: Nir Shamir, Chief Executive Officer 3 Arik Einstein St. B Entranc HerzliyA L3 4610301 Tel: 927(0)779800501 A full-text copy of S.H.N. Financial's SEC Report is available at: https://tinyurl.com/muzum4xd About 1847 Holdings Based in New York, NY, 1847 Holdings LLC -- www.1847holdings.com -- is an acquisition holding company focused on acquiring and managing a group of small businesses, which the Company characterizes as those with an enterprise value of less than $50 million, in a variety of different industries headquartered in North America. Draper, Utah-based Sadler, Gibb & Associates, LLC, the Company's auditor since 2017, issued a "going concern" qualification in its report dated April 25, 2024, citing that the Company has suffered recurring losses and negative cash flows from operations and has a working capital deficit, which raises substantial doubt about its ability to continue as a going concern. As of June 30, 2024, 1847 Holdings had $34,421,110 in total assets, $64,945,119 in total liabilities, and $30,524,009 in total stockholders' deficit. 2271 WASHINGTON BLVD: Seeks Chapter 11 Bankruptcy in Texas ---------------------------------------------------------- On February 21, 2025, 2271 Washington Blvd LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the Eastern District of Texas. 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 2271 Washington Blvd LLC 2271 Washington Blvd LLC is a limited liability company. 2271 Washington Blvd LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Tex. Case No. 25-40474) on February 21, 2025. In its petition, the Debtor reports estimated assets up to $50,000 and estimated liabilities between $10 million and $50 million. The Debtor is represented by: Howard Marc Spector, Esq. SPECTOR & COX, PLLC 12770 Coit Rd, Suite 850 Dallas TX 75251 Tel: (214) 365-5377 E-mail: hms7@cornell.edu 22ND CENTURY: Anson Funds and Affiliates Hold 4.9% Stake -------------------------------------------------------- Anson Funds Management LP, Anson Management GP LLC, Tony Moore, Anson Advisors Inc., Amin Nathoo, and Moez Kassam, disclosed in a Schedule 13G/A filed with the U.S. Securities and Exchange Commission that as of December 31, 2024, they beneficially owned 2,432,220 shares of Common Stock of 22nd Century Group, Inc., representing 4.9% of the 48,741,889 shares outstanding (including shares issuable upon exercise of warrants). Anson Funds may be reached through: Tony Moore, Manager 16000 Dallas Parkway Suite 800 Dallas TX 75248 Tel: 214-866-0202 A full-text copy of Anson Funds's SEC Report is available at: https://tinyurl.com/2f9rv5yc About 22nd Century Group Mocksville, N.C.-based 22nd Century Group, Inc. is a tobacco products company specializing in the sales and distribution of its proprietary reduced nicotine tobacco products, which have been authorized as Modified Risk Tobacco Products by the FDA. The company also provides contract manufacturing services for conventional combustible tobacco products for third-party brands. 22nd Century Group disclosed in its Quarterly Report for the three months ended September 30, 2024 that it has incurred significant losses and negative cash flows from operations since inception and expects to incur additional losses until such time that it can generate significant revenue and profit in its tobacco business. The Company had negative cash flow from operations of $9,947 and $50,184 for the nine months ended September 30, 2024 and 2023, respectively, and an accumulated deficit of $389,315 and $378,707 as of September 30, 2024 and December 31, 2023, respectively. As of September 30, 2024, the Company had cash and cash equivalents of $5,341. Given the Company's projected operating requirements and its existing cash and cash equivalents, there is substantial doubt about the Company's ability to continue as a going concern through one year following the date (November 12, 2024) that the Quarterly Report was issued. For the year ended December 31, 2023, the company reported a net loss of $140.8 million, compared to a net loss of $59.8 million in 2022. As of September 30, 2024, 22nd Century Group had $26.2 million in total assets, $22.7 million in total liabilities, and $3.5 million in total shareholders' equity. 22ND CENTURY: Gregory Castaldo Reports No Stake as of Feb. 14 ------------------------------------------------------------- Gregory Castaldo disclosed in a Schedule 13G/A filed with the U.S. Securities and Exchange Commission that as of February 14, 2025, he no longer owns shares of 22nd Century Group Inc.'s Common Stock. Gregory Castaldo may be reached at: 776 Steven James Drive Garnet Valley, PA 19060 A full-text copy of Gregory Castaldo's SEC Report is available at: https://tinyurl.com/3kmdtdmd About 22nd Century Group Mocksville, N.C.-based 22nd Century Group, Inc. is a tobacco products company specializing in the sales and distribution of its proprietary reduced nicotine tobacco products, which have been authorized as Modified Risk Tobacco Products by the FDA. The company also provides contract manufacturing services for conventional combustible tobacco products for third-party brands. 22nd Century Group disclosed in its Quarterly Report for the three months ended September 30, 2024 that it has incurred significant losses and negative cash flows from operations since inception and expects to incur additional losses until such time that it can generate significant revenue and profit in its tobacco business. The Company had negative cash flow from operations of $9,947 and $50,184 for the nine months ended September 30, 2024 and 2023, respectively, and an accumulated deficit of $389,315 and $378,707 as of September 30, 2024 and December 31, 2023, respectively. As of September 30, 2024, the Company had cash and cash equivalents of $5,341. Given the Company's projected operating requirements and its existing cash and cash equivalents, there is substantial doubt about the Company's ability to continue as a going concern through one year following the date (November 12, 2024) that the Quarterly Report was issued. For the year ended December 31, 2023, the company reported a net loss of $140.8 million, compared to a net loss of $59.8 million in 2022. As of September 30, 2024, 22nd Century Group had $26.2 million in total assets, $22.7 million in total liabilities, and $3.5 million in total shareholders' equity. 22ND CENTURY: Iroquois Capital Holds 6.02% Stake as of Dec. 31 -------------------------------------------------------------- Iroquois Capital Management, LLC, disclosed in a Schedule 13G/A filed with the U.S. Securities and Exchange Commission that as of December 31, 2024, it beneficially owned 35,434 shares of Common Stock, issuable upon exercise of Warrants, representing 6.02% of 22nd Century Group, Inc.'s common stock, subject to certain blockers. A full-text copy of Iroquois Capital's SEC Report is available at: https://tinyurl.com/4zrn3ecy About 22nd Century Group Mocksville, N.C.-based 22nd Century Group, Inc. is a tobacco products company specializing in the sales and distribution of its proprietary reduced nicotine tobacco products, which have been authorized as Modified Risk Tobacco Products by the FDA. The company also provides contract manufacturing services for conventional combustible tobacco products for third-party brands. 22nd Century Group disclosed in its Quarterly Report for the three months ended September 30, 2024 that it has incurred significant losses and negative cash flows from operations since inception and expects to incur additional losses until such time that it can generate significant revenue and profit in its tobacco business. The Company had negative cash flow from operations of $9,947 and $50,184 for the nine months ended September 30, 2024 and 2023, respectively, and an accumulated deficit of $389,315 and $378,707 as of September 30, 2024 and December 31, 2023, respectively. As of September 30, 2024, the Company had cash and cash equivalents of $5,341. Given the Company's projected operating requirements and its existing cash and cash equivalents, there is substantial doubt about the Company's ability to continue as a going concern through one year following the date (November 12, 2024) that the Quarterly Report was issued. For the year ended December 31, 2023, the company reported a net loss of $140.8 million, compared to a net loss of $59.8 million in 2022. As of September 30, 2024, 22nd Century Group had $26.2 million in total assets, $22.7 million in total liabilities, and $3.5 million in total shareholders' equity. 22ND CENTURY: Joseph Reda, SEG Opportunity No Longer Hold Stake --------------------------------------------------------------- Joseph Reda and SEG Opportunity Fund, LLC disclosed in a Schedule 13G/A filed with the U.S. Securities and Exchange Commission that as of February 14, 2025, they no longer own shares of 22nd Century Group, Inc. SEG Opportunity Fund, LLC may be reached at: Joseph Reda Manager 135 Sycamore Drive Roslyn N.Y 11576 Tel: (516) 521-1354 A full-text copy of SEG Opportunity's SEC Report is available at: https://tinyurl.com/mpc3me94 About 22nd Century Group Mocksville, N.C.-based 22nd Century Group, Inc. is a tobacco products company specializing in the sales and distribution of its proprietary reduced nicotine tobacco products, which have been authorized as Modified Risk Tobacco Products by the FDA. The company also provides contract manufacturing services for conventional combustible tobacco products for third-party brands. 22nd Century Group disclosed in its Quarterly Report for the three months ended September 30, 2024 that it has incurred significant losses and negative cash flows from operations since inception and expects to incur additional losses until such time that it can generate significant revenue and profit in its tobacco business. The Company had negative cash flow from operations of $9,947 and $50,184 for the nine months ended September 30, 2024 and 2023, respectively, and an accumulated deficit of $389,315 and $378,707 as of September 30, 2024 and December 31, 2023, respectively. As of September 30, 2024, the Company had cash and cash equivalents of $5,341. Given the Company's projected operating requirements and its existing cash and cash equivalents, there is substantial doubt about the Company's ability to continue as a going concern through one year following the date (November 12, 2024) that the Quarterly Report was issued. For the year ended December 31, 2023, the company reported a net loss of $140.8 million, compared to a net loss of $59.8 million in 2022. As of September 30, 2024, 22nd Century Group had $26.2 million in total assets, $22.7 million in total liabilities, and $3.5 million in total shareholders' equity. 2307 GULFWAY DR: Seeks Chapter 11 Bankruptcy in Texas ----------------------------------------------------- On February 18, 2025, 2307 Gulfway Dr LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the Eastern District of Texas. 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 2307 Gulfway Dr LLC 2307 Gulfway Dr LLC is a limited liability company 2307 Gulfway Dr LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Tex.Case No. 25-40459) on February 18, 2025. In its petition, the Debtor reports estimated assets up to $50,000 and estimated liabilities between $10 million and $50 million. The Debtor is represented by: Howard Marc Spector, Esq. SPECTOR & COX, PLLC 12770 Coit Rd., Suite 850 Dallas, TX 75251 Tel: (214) 365-5377 E-mail: hms7@cornell.edu 2873 LINK AVE: Seeks Chapter 11 Bankruptcy in Texas --------------------------------------------------- On February 21, 2025, 2873 Link Ave LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the Eastern District of Texas. 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 2873 Link Ave LLC 2873 Link Ave LLC is a limited liability company. 2873 Link Ave LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Tex.Case No. 25-40460) on February 21, 2025. In its petition, the Debtor reports estimated assets up to $50,000 and estimated liabilities between $10 million and $50 million. The Debtor is represented by: Howard Marc Spector, Esq. SPECTOR & COX, PLLC 12770 Coit Rd Suite 850 Dallas TX 75251 Tel: (214) 365-5377 E-mail: hms7@cornell.edu 3252 EASTEX FWY: Seeks Chapter 11 Bankruptcy in Texas ----------------------------------------------------- On February 21, 2025, 3252 Eastex Fwy LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the Eastern District of Texas. 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 3252 Eastex Fwy LLC 3252 Eastex Fwy LLC is a limited liability company. 3252 Eastex Fwy LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Tex. Case No. 25-40464) on February 21, 2025. In its petition, the Debtor reports estimated assets up to $50,000 and estimated liabilities between $10 million and $50 million. The Debtor is represented by: Howard Marc Spector, Esq. SPECTOR & COX, PLLC 12770 Coit Rd, Suite 850 Dallas TX 75251 Tel: (214) 365-5377 E-mail: hms7@cornell.edu 3784 LLC: Seeks Approval to Hire Brian K. McMahon as Legal Counsel ------------------------------------------------------------------ 3784 LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to employ law firm of Brian K. McMahon PA as counsel. The firm will render these services: (a) advise the Debtor with respect to its powers and duties; (b) advise the Debtor with respect to its responsibilities in complying with the U.S. Trustee's Operating Guidelines and Reporting Requirements and with the rules of the court; (c) prepare legal documents necessary in the administration of the case; (d) protect the interest of the Debtor in all matters pending before the court; and (e) represent the Debtor in negotiation with its creditors in the preparation of a plan. Brian McMahon, Esq., the primary attorney in this representation, will be paid at his hourly rate of $450. In addition, the firm will seek reimbursement for expenses incurred. The firm requested a retainer of $7,500, which includes filing fee, from the Debtor. Mr. McMahon disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Brian K. McMahon, Esq. Brian K. McMahon, PA 1401 Forum Way, Suite 730 West Palm Beach, FL 33401 Telephone: (561) 478-2500 Facsimile: (561) 478-3111 Email: briankmcmahon@gmail.com About 3784 LLC 3784 LLC owns two properties: one located at 1934 22nd Ave, Vero Beach, FL, valued at $4.1 million, and another at 1550 Nectarine Street, Fernandina Beach, FL 32034, valued at $6.6 million. 3784 LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 25-11569) on February 14, 2025. In its petition, the Debtor reports total assets of $10,726,000 and total liabilities of $6,243,947. Honorable Bankruptcy Judge Scott M. Grossman handles the case. Brian K. McMahon, PA serves as the Debtor's counsel. 3954 N WHEELER: Seeks Chapter 11 Bankruptcy in New York ------------------------------------------------------- On February 21, 2025, 3954 N Wheeler LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the Eastern District of Texas. 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 3954 N Wheeler LLC 3954 N Wheeler LLC is a limited liability company. 3954 N Wheeler LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Tex.Case No.: 25-40465) on February 21, 2025. In its petition, the Debtor reports estimated assets up to $50,000 and estimated liabilities between $10 million and $50 million. The Debtor is represented by: Howard Marc Spector, Esq. SPECTOR & COX, PLLC 12770 Coit Rd., Suite 850 Dallas TX 75251 Tel: (214) 365-5377 E-mail: hms7@cornell.edu 946 NOSTRAND: Seeks to Hire Home Traderz as Real Estate Broker -------------------------------------------------------------- 946 Nostrand Avenue, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to employ Home Traderz, Inc. as real estate broker. The Debtor needs a broker to sell and market its property located at 946 Nostrand Avenue, Brooklyn, New York. The firm will receive a commission of 6 percent of the property's purchase price. Betram Crick, an agent at Home Traderz, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Betram Crick Home Traderz, Inc. 847 Prospect Place Brooklyn, NY 11216 Telephone: (845) 893-0577 About 946 Nostrand Avenue 946 Nostrand Avenue, LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.Y. Case No. 25-40065) on January 7, 2025, listing under $1 million in both assets and liabilities. The Law Office of James J. Rufo represents the Debtor as counsel. A.B.O.D.E. TREATMENT: Scott Seidel Named Subchapter V Trustee ------------------------------------------------------------- The U.S. Trustee for Region 6 appointed Scott Seidel as Subchapter V trustee for A.B.O.D.E. Treatment, Inc. Mr. Seidel will be paid an hourly fee of $520 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Seidel declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Scott Seidel 6505 West Park Blvd., Suite 306 Plano, TX 75093 214-234-2500-main 214-234-2503-direct Email: scott@scottseidel.com About A.B.O.D.E. Treatment Inc. A.B.O.D.E. Treatment sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Texas Case No. 25-40451) on February 4, 2025. In its petition, the Debtor reported between $500,000 and $1 million in both assets and liabilities. Judge Edward L. Morris handles the case. The Debtor is represented by Kevin S. Wiley, Sr, Esq., at The Wiley Law Group, PLLC, in Dallas, Texas. AB INTERNATIONAL: Approves CEO Chiyuan Deng's Service Period Pay ---------------------------------------------------------------- AB International Group Corp. disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that on February 14, 2025, its sole director, Chiyuan Deng, approved his compensation for serving as the Company's Chief Executive Officer for the period from December 1, 2024 to February 28, 2025. During the period, the Company has agreed to compensate Mr. Deng with a monthly salary of $33,000 and a bonus upon completion of his service of up to 3 months' salary and up to 2,500,000,000 shares of common stock, as determined by the board. AB International plans to enter into an employment agreement with Mr. Deng with changes to his compensation structure designed to incentivize him to achieve and maintain profitability. About AB International Headquartered in Mt. Kisco, N.Y., AB International Group Corp. is an intellectual property (IP) and movie investment and licensing firm, focused on the acquisition and development of various intellectual property, including the acquisition and distribution of movies. Hackensack, N.J.-based Prager Metis CPAs, LLC, the Company's auditor since 2022, issued a "going concern" qualification in its report dated November 26, 2024, citing that the Company had limited cash, an accumulated deficit of approximately $11.8 million and a limited working capital deficit of approximately $0.2 million. The continuation of the Company as a going concern is dependent upon the continued financial support from its stockholders or external financing and achieving operating profits. These factors, among others, raise substantial doubt about the Company's ability to continue as a going concern. As of November 30, 2024, AB International Group had $2,222,315 in total assets, $810,151 in total liabilities, and $1,412,164 in total stockholders' equity. ACCELERATE DIAGNOSTICS: Armistice, Steven Boyd Hold 8.25% Stake --------------------------------------------------------------- Armistice Capital, LLC and Steven Boyd disclosed in a Schedule 13G/A Report filed with the U.S. Securities and Exchange Commission that as of December 31, 2024, they beneficially owned an aggregate amount of 2,078,000 shares of Accelerate Diagnostics, Inc.'s Common Stock, representing 8.25% of the shares outstanding. Armistice Capital, LLC may be reached at: Steven Boyd c/o Armistice Capital, LLC 510 Madison Avenue, 7th Floor New York, New York 10022 United States of America Tel: (212) 231-4932 A full-text copy of Armistice Capital's SEC Report is available at: https://tinyurl.com/3whsn7kp About Accelerate Diagnostics Tucson, Ariz.-based Accelerate Diagnostics, Inc. is an in vitro diagnostics company dedicated to providing solutions that improve patient outcomes and lower healthcare costs through the rapid diagnosis of serious infections. Phoenix, Ariz.-based Ernst & Young LLP, the Company's auditor since 2013, issued a "going concern" qualification in its report dated March 28, 2024, citing that the Company has suffered recurring losses and negative cash flows from operations, and has stated that substantial doubt exists about the Company's ability to continue as a going concern. During the year ended December 31, 2023, Accelerate Diagnostics had a net loss of $61.6 million. As of September 30, 2024, Accelerate Diagnostics had $32.3 million in total assets, $80.8 million in total liabilities, and $48.5 million total stockholders' deficit. ADM TRONICS: Reports $237,677 Net Loss in Fiscal Q3 --------------------------------------------------- ADM Tronics Unlimited, Inc. filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $237,677 on $749,510 of net revenue for the three months ended December 31, 2024, compared to a net loss of $105,015 on $696,496 of net revenue for the three months ended December 31, 2023. For the nine months ended December 31, 2024, the Company reported a net loss of $18,196 on $2,447,391 of net revenue, compared to a net loss of $465,381 on $2,213,317 of net revenue for the same period in 2023. As of December 31, 2024, the Company had $2,148,379 in total assets, $1,373,205 in total liabilities, and $775,174 in total stockholders' equity. A full-text copy of the Company's Form 10-Q is available at: https://tinyurl.com/56abnxy9 About ADM Tronics Unlimited Northvale, N.J.-based ADM Tronics Unlimited, Inc. is a technology-based developer and manufacturer of diversified lines of products. The Company derives revenue from the production and sale of electronics for medical devices and other applications; environmentally safe chemical products for industrial, medical, and cosmetic uses; and research, development, regulatory, and engineering services. The Company is a corporation that was organized under the laws of the State of Delaware on November 24, 1969. Somerset, N.J.-based Rosenberg Rich Baker Berman, P.A., the Company's auditor since 2022, issued a "going concern" qualification in its report dated July 15, 2024, citing that the Company has experienced losses from operations and negative cash flows from operating activities, which raise substantial doubt about its ability to continue as a going concern. AKOUSTIS TECHNOLOGIES: Delays 10-Q Filing Amid Bankruptcy Case -------------------------------------------------------------- Akoustis Technologies, Inc. disclosed a Form 12b-25 with the U.S. Securities and Exchange Commission that it is unable to file a Quarterly Report on Form 10-Q for the fiscal quarter ended December 31, 2024 without unreasonable effort and expense and is currently not in position to provide a reasonable estimate of the anticipated results of operations for such fiscal quarter. On December 16, 2024, Akoustis Technologies, Inc. and certain of its subsidiaries filed voluntary petitions for relief under Chapter 11 of the United State Bankruptcy Code in the United States Bankruptcy Court for the District of Delaware. Due to the considerable time and resources the Company's management is devoting to the Cases, the Company does not have the funds or personnel necessary to prepare and timely file its Quarterly Report on Form 10-Q on or before the February 14, 2025 due date without unreasonable effort or expense. The Company cannot at this time estimate when it will be able to file its Quarterly Report on Form 10-Q. The Company's results of operations for the fiscal quarter ended December 31, 2024 differed significantly from its results of operations for the fiscal quarter ended December 31, 2023 due to significant adverse developments that occurred with respect to the Company's business and liquidity, including in connection with the suit precipitating the Cases commenced against the Company on October 4, 2021 by Qorvo, Inc., in the United States District Court for the District of Delaware (DE Case 1:21-cv-01417-JPM), which resulted in an unfavorable outcome for the Company, and as a result of the commencement of the Cases themselves. 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. The Hon. Laurie Selber Silverstein is the case judge. The Debtor disclosed $53,371,000 in total assets against $122,586,000 in total debt as of Sept. 30, 2024. K&L Gates LLP is serving as legal counsel, Raymond James & Associates, Inc. is serving as investment banker, Getzler Henrich & Associates LLC is serving as financial advisor, and C Street Advisory Group is serving as strategic communications advisor. Landis Rath & Cobb LLP is the local counsel. Stretto is the claims agent and has launched the page https://cases.stretto.com/Akoustis ALCHEMY 365: Taps Onsager Fletcher Johnson Palmer as Legal Counsel ------------------------------------------------------------------ Alchemy 365, Inc. seeks approval from the U.S. Bankruptcy Court for the District of Colorado to employ Onsager Fletcher Johnson Palmer LLC as legal counsel. The firm will render these services: (a) advise the Debtor of its rights and duties; (b) assist, advise and represent the Debtor in any manner relevant to preserving and protecting its estate; (c) prepare on the Debtor's behalf all necessary legal papers; (d) appear in court and protect the Debtor's interests before the court; (e) assist in the winding up and dismissal of bankruptcy proceedings of the Debtor, post-confirmation; (f) assist the Debtor in administrative matters; and (g) perform all other legal services for the Debtor which may be necessary and proper in these proceedings. The firm will be paid at these rates: Christian Onsager, Attorney $600 Alice White, Attorney $450 J. Brian Fletcher, Attorney $425 Joli Lofstedt, Attorney $425 Andrew Johnson, Attorney $400 Gabrielle Palmer, Attorney $325 Paralegal $150 The firm received a pre-petition retainer of $37,500 from the Debtor. Ms. Lofstedt disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Joli A. Lofstedt, Esq. Onsager Fletcher Johnson Palmer LLC 600 17th Street, Suite 425 North Denver, CO 80202 Telephone: (720) 457-7064 Email: joli@OFJlaw.com About Alchemy 365 Alchemy 365, Inc. operating under various names including PowerTen Fitness and Alchemy, is a Denver-based fitness company offering group classes that integrate yoga, strength training, and cardio. The Company provides these services at two Denver locations: LoHi at 2432 W 32nd Ave and Tennyson at 4144 Tennyson St. Alchemy 365 filed Chapter 11 petition (Bankr. D. Colo. Case No. 25-10797) on Feb. 14, 2025. In the petition signed by Tyler Kent Quinn, CEO, the Debtor disclosed up to $500,000 in assets and up to $10 million in liabilities. Onsager Fletcher Johnson Palmer LLC serves as the Debtor's counsel. ALGORHYTHM HOLDINGS: L1 Capital Global Holds 9.99% Stake -------------------------------------------------------- L1 Capital Global Opportunities Master Fund, Ltd. disclosed in a Schedule 13G/A filed with the U.S. Securities and Exchange Commission that as of December 31, 2024, it beneficially owned 264,400 Common Shares of Algorhythm Holdings, Inc.'s Common Stock, representing 9.99% of the 2,381,799 shares of Common Stock outstanding as of February 6, 2025. L1 Capital Global Opportunities Master Fund, Ltd. may be reached through: David Feldman, Director 161A Shedden Road, 1 Artillery Court PO Box 10085, Grand Cayman Cayman Islands KY1-1001. A full-text copy of L1 Capital Global's SEC Report is available at: https://tinyurl.com/ywa83bmf About Algorhythm Holdings Algorhythm Holdings, Inc., fka The Singing Machine Company, Inc. -- http://www.singingmachine.com/-- is a holding company for an AI enabled software logistics business operated through its SemiCab Holding subsidiary and a home karaoke consumer products company that designs and distributes karaoke products globally to retailers and ecommerce partners through the Singing Machine subsidiary. Headquartered in Fort Lauderdale, Fla., the Company had $12,367,000 in total assets, $13,239,000 in total liabilities, and $872,000 in total stockholders' deficit as of June 30, 2024. The Company had cash on hand of approximately $1,245,000 as of June 30, 2024, which is not sufficient to fund the Company's planned operations through one year after the date the consolidated financial statements are issued. The Company has a recent history of recurring operating losses and decreases in working capital. The Company said these factors create substantial doubt about the Company's ability to continue as a going concern for at least one year after the date that the Company's audited consolidated financial statements are issued. ALGORHYTHM HOLDINGS: S.H.N. Financial Holds No Stake as of Dec. 31 ------------------------------------------------------------------ S.H.N. Financial Investments Ltd. disclosed in a Schedule 13G/A filed with the U.S. Securities and Exchange Commission that as of December 31, 2024, it no longer holds shares of Algorhythm Holdings, Inc.'s Common Stock. S.H.N. Financial may be reached through: Nir Shamir, Chief Executive Officer 3 Arik Einstein St. B Entranc HerzliyA L3 4610301 Tel: 927(0)779800501 A full-text copy of S.H.N. Financial's SEC Report is available at: https://tinyurl.com/4mna2by8 About Algorhythm Holdings Algorhythm Holdings, Inc., fka The Singing Machine Company, Inc. -- http://www.singingmachine.com/-- is a holding company for an AI enabled software logistics business operated through its SemiCab Holding subsidiary and a home karaoke consumer products company that designs and distributes karaoke products globally to retailers and ecommerce partners through the Singing Machine subsidiary. Headquartered in Fort Lauderdale, Fla., the Company had $12,367,000 in total assets, $13,239,000 in total liabilities, and $872,000 in total stockholders' deficit as of June 30, 2024. The Company had cash on hand of approximately $1,245,000 as of June 30, 2024, which is not sufficient to fund the Company's planned operations through one year after the date the consolidated financial statements are issued. The Company has a recent history of recurring operating losses and decreases in working capital. The Company said these factors create substantial doubt about the Company's ability to continue as a going concern for at least one year after the date that the Company's audited consolidated financial statements are issued. ALI A. ASKARI MD: Seeks to Hire Mark J. Guinta as Legal Counsel --------------------------------------------------------------- Ali A. Askari MD PC seeks approval from the U.S. Bankruptcy Court for the District of Arizona to employ the Law Office of Mark J. Guinta as counsel. The firm will provide these services: (a) furnish legal advice with respect to the Debtor's powers and duties in the continued operation of its affairs and management of its property; (b) prepare necessary legal papers; and (c) perform all other legal services. The firm will be paid at these hourly rates: Mark Guinta, Attorney $525 Senior Associate $350 Associate $275 Legal Assistant $125 In addition, the firm will seek reimbursement for expenses incurred. The firm received a retainer of $5,000 from the Debtor on February 6, 2025, and an additional sum of $5,000 from Ali Askari, principal of the Debtor, on February 14, 2025. Mr. Guinta disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Mark J. Guinta, Esq. Law Office of Mark J. Guinta 531 East Thomas Road, Suite 200 Phoenix, AZ 85012 Telephone: (602) 307-0837 Facsimile: (602) 307 0838 Email: markgiunta@giuntalaw.com About Ali A. Askari MD PC Ali A. Askari MD PC is a medical practice that specializes in cardiology, focusing on the diagnosis and treatment of heart-related conditions. Dr. Ali Askari, the principal physician, offers a range of cardiology services, including consultative cardiology, catheterization, interventional cardiology, and non-invasive cardiology. Ali A. Askari MD PC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Ariz. Case No. 25-01263) on February 14, 2025. In its petition, the Debtor reports total assets of $828,201 and total liabilities of $1,163,072. Honorable Bankruptcy Judge Madeleine C. Wanslee handles the case. The Law Office of Mark J. Guinta serves as the Debtor's counsel. ALROSE PATCHOGUE: Creditor SIG CRE Files Liquidating Plan --------------------------------------------------------- Secured creditor SIG CRE 2023 Venture LLC filed with the U.S. Bankruptcy Court for the Southern District of New York a Disclosure Statement concerning Chapter 11 Liquidating Plan for Alrose Patchogue, LLC dated February 12, 2025. The Debtor is a New York limited liability company which was formed on January 22, 2003. The members of the Debtor are Penny Hart (19.4%), Allen Rosenberg (43.44%), Shemon Singer (16%), Paul and Judy Czeladnicki (11.81%), Andrew Glass (5.25%) and Paul and Neila Plesser (4.1%). The Debtor's principal asset is its interest as the ground lessee under a ground lease with Gould Patchogue, LLC (the "Ground Lessor") as assignee of Blue Devil Realty Inc. and White Devil Realty Inc., as ground lessor, with respect to the real property located at 351-441 North Service Road, Patchogue, New York 11772 (the "Property"). The amount of monthly rent payable to the Ground Lessor under the Ground Lease is $141,822.13, which includes an escrow for real property taxes. The term of the Ground Lease runs into 2043. The Debtor's business consists of operating a shopping center at the Property, which was built in 2000 and is known as the Waverly Plaza Shopping Center. The shopping center consists of six buildings with 98,182 square feet of leasable space. The Property covers approximately 11.2 acres and contains approximately 550 parking spaces. The Plan provides that upon entry of an order of the Bankruptcy Court confirming the Plan, Thomas A. Draghi will be appointed Plan Administrator. The Plan Administrator will replace the Debtor's existing management, oversee the Debtor's operations, examine and determine whether to pursue causes of action on behalf of the Debtor, manage any litigation commenced by the Debtor, and oversee the consummation of the Plan and distributions to creditors of the Debtor. In connection with his role, the Plan Administrator will, among other things, retain: (i) Colliers International REMS US, LLC as the managing agent for the Property, to manage the day-to-day operations of the Debtor's shopping center; (ii) Colliers International LI Inc.as the Leasing Agent to lease vacant space at the Property and/or to renegotiate leases; and (iii) as Broker, to market the Debtor's interest in the Property for sale. Following the conclusion of the Leasing Period, there will be a 120-day Marketing Period, during which time the Plan Administrator may enter into a contract on behalf of the Debtor for the sale of the Sale Assets (consisting of the Debtor's interest in the Real Property and Personal Property as defined in the Plan), subject to higher and better offers. The Marketing Period may be extended by the Plan Administrator for an additional sixty-day period with the Secured Noteholder's written consent (the "Extended Marketing Period"). The Net Proceeds of the Sale will be distributed to creditors pursuant to their relative priorities under the Bankruptcy Code and applicable state law, except to the extent there are insufficient Sale proceeds to pay Administrative Claims, Priority Claims and General Unsecured Claims, in which case the Secured Noteholder has agreed to fund certain reserves to ensure: (i) the payment of Administrative Claims and Priority Claims in full; and (ii) a distribution to holders of Allowed General Unsecured Claims against the Debtor. The Class 4 Claims consist of the Allowed General Unsecured Claims against the Debtor. Under the Plan, on the Claim Resolution Date, the Disbursing Agent shall pay, to the holders of the Class 4 Claims on a pro-rata basis up to one hundred percent of their Allowed Claims from: (i) the remaining Net Proceeds, if any, from the Sale which are allocable to the Real Property after the payments made pursuant to the Plan; and (ii) the remaining Net Proceeds, if any, from the Sale which are allocable to the Personal Property after the payments made pursuant to the Plan; provided however, that if the amount of proceeds from the Sale of the Sale Assets are insufficient to make a distribution to holders of Class 4 Claims, then no later than ten Business Days after the Claim Resolution Date, the Disbursing Agent shall pay a pro rata share of the funds in the Class 4 Unsecured Claim Reserve to the holders of the Class 4 Claims. The Secured Noteholder has agreed to waive any distributions solely from the Class 4 Unsecured Claim Reserve to the extent it holds a Class 4 Claim. Thereafter the proceeds of any Litigation Claims which remain after the Plan Administrator has been paid in full the expenses associated with the prosecution of Litigation Claims shall be distributed to holders of Class 4 Claims, on a pro-rata basis. The Class 4 Claims are impaired and are entitled to vote on the Plan. The Debtor estimates that the amount of the Class 4 Claims, not including the estimated deficiency claims of the Secured Noteholder is approximately $3,067,000. Approximately, $3,000,000 of this amount is a proof of claim filed by Alrose Creditor Trustee which allegedly arises out of a stipulation of settlement entered into bankruptcy cases filed in 2015 and 2016 by Alrose Allegria, LLC and Alrose King David, LLC (the "Silverman-Rosenberg Settlement"). As set forth in the Liquidation Analysis attached to this Disclosure Statement, it is estimated that the distribution to holders of Class 4 Claims will be between 0.6% and 14% plus a possible distribution from recoveries on the Litigation Claims. The Class 5 Interests consist of the Interests in the Debtor. The Plan Administrator shall pay the following to the holders of Class 5 Interests pursuant to the allocation set forth in the Debtor's limited liability operating agreement: (i) any proceeds remaining, if any, from the Sale of the Sale Assets after the payments made pursuant to the Plan; and (ii) all proceeds of the Litigation Claims remaining after the payment of the Class 1 through Class 4 Claims in full. The Interests in the Debtor shall also be cancelled on the Effective Date unless Class 4 Claims are paid in full. The means for implementation of the Plan consist of: (i) the appointment of the Plan Administrator to manage and operate the Debtor, to execute all documents in connection with the Sale and to pursue Litigation Claims in his discretion; (ii) the Plan Administrator's retention of the Managing Agent to manage the Property, the Leasing Agent to lease the Property and negotiate lease renewals, extensions and modifications, and the Broker to market the Sale Assets for Sale; (ii) the Sale of the Real Property and Personal Property (the "Sale Assets") and the use of the proceeds from the Sale to make distributions to creditors under the Plan; (iii) the use of Cash Collateral to make distributions to creditors to the extent provided under this Plan; (iv) the set-off of any Secured Noteholder Reserves by the Secured Noteholder; (v) the funding of the Class 4 Unsecured Claim Reserve to ensure a distribution on Class 4 Claims; (vi) the Secured Noteholder's funding of amounts necessary for implementation of the Plan in the event the Secured Noteholder is the Purchaser of the Sale Assets pursuant to a credit bid under the Plan; and (vii) the proceeds of the Litigation Claims. A full-text copy of the Disclosure Statement dated February 12, 2025 is available at https://urlcurt.com/u?l=bHT6Kw from PacerMonitor.com at no charge. Attorneys for the Secured Noteholder: HOLLAND & KNIGHT LLP Bruce J. Zabarauskas, Esq. 787 Seventh Avenue. 31st Floor New York, New York 10019 (212) 751-3001 Email: bruce.zabarauskas@hklaw.com About Alrose Patchogue Alrose Patchogue is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). Alrose Patchogue, LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 24-10836) on May 14, 2024, listing $10,005,901 in assets and $5,163,314 in liabilities. The petition was signed by Penny Hart as manager. Dawn Kirby, Esq., at Kirby Aisner & Curley, LLP, is the Debtor's counsel. ALTICE USA: Empyrean, Amos Meron Hold 6.3% of Class A Shares ------------------------------------------------------------ Empyrean Capital Partners, LP and Amos Meron, disclosed in a Schedule 13G filed with the U.S. Securities and Exchange Commission that as of December 31, 2024, they beneficially owned 17,500,000 shares of Altice USA, Inc.'s Class A Common Stock, representing 6.3% of the 276,965,358 shares of Class A Common Stock as of September 30, 2024). Empyrean Capital may be reached through: Jennifer Norman Empyrean Capital Partners, L.P. Chief Compliance Officer 10250 Constellation Boulevard Suite 2950 Los Angeles, CA 90067 Tel: (310) 843-9900 A full-text copy of Empyrean Capital's SEC Report is available at: https://tinyurl.com/39nxufuz About Altice USA Inc. Altice USA, Inc. is an American cable television provider. * * * As reported by the TCR on May 17, 2024, S&P Global Ratings lowered all its ratings on Altice USA Inc. one notch, including the Company credit rating to 'CCC+', and removed them from Credit Watch, where it placed them with negative implications on May 2, 2024. The negative outlook reflects that S&P could lower its ratings if the company opts to pursue a debt restructuring over the next year. S&P said, "We believe Altice USA's capital structure is unsustainable. We believe the company is vulnerable to nonpayment long term and depends on favorable business, financial, and economic conditions to meet its financial obligations as they come due in 2027 and beyond. We believe it is more likely than not that Altice USA will enter into a distressed debt restructuring that we consider tantamount to default, or it could face bankruptcy long term." ALTICE USA: Ramya Rao Holds 6.95% Equity Stake ---------------------------------------------- Ramya Rao, disclosed in a Schedule 13G/A filed with the U.S. Securities and Exchange Commission that as of December 31, 2024, she beneficially owned 19,275,919 Common Shares of Altice USA Inc.'s Common Stock, representing 6.95% of the outstanding shares. Ramya Rao may be reached at: Churchill Place London E14 5HP, United Kingdom A full-text copy of the Report is available at: https://tinyurl.com/ye9xerkn About Altice USA Inc. Altice USA, Inc. is an American cable television provider. * * * As reported by the TCR on May 17, 2024, S&P Global Ratings lowered all its ratings on Altice USA Inc. one notch, including the Company credit rating to 'CCC+', and removed them from Credit Watch, where it placed them with negative implications on May 2, 2024. The negative outlook reflects that S&P could lower its ratings if the company opts to pursue a debt restructuring over the next year. S&P said, "We believe Altice USA's capital structure is unsustainable. We believe the company is vulnerable to nonpayment long term and depends on favorable business, financial, and economic conditions to meet its financial obligations as they come due in 2027 and beyond. We believe it is more likely than not that Altice USA will enter into a distressed debt restructuring that we consider tantamount to default, or it could face bankruptcy long term." AMSTED INDUSTRIES: Moody's Rates New Unsecured Notes Due 2033 'Ba3' ------------------------------------------------------------------- Moody's Ratings assigned Ba3 ratings to Amsted Industries Incorporated new senior unsecured notes due 2033. The issuance does not impact the ratings of Amsted, including the Ba2 Corporate Family Rating, Ba2-PD Probability of Default Rating, and the existing Ba3 senior unsecured rating. The ratings outlook remains stable. Proceeds from the notes are expected to be used to fund the repayment of Amsted's $400 million 5.625% notes due 2027. Additionally, Amsted recently refinanced its existing senior secured credit facilities (unrated) with a new $1.4 billion senior secured revolving credit facility expiring in 2030. The company drew on its new revolver and repaid the remaining balance on its $300 million term loan A due 2027 (unrated). Pro forma for the transaction, Moody's adjusted debt-to-EBITDA will remain around 2x. RATINGS RATIONALE Amsted's Ba2 CFR is supported by a leading market position in its core segments of railroad, vehicular products, and commercial cooling and thermal storage systems which results in good free cash flow through industry cycles. Even with Amsted's end markets slowing, LTM free cash flow was in excess of $300 million for 2024. While slowing freight car deliveries and vehicle production will cause revenue to level off or modestly contract, pricing increases should lead to some margin improvement. Credit metrics will remain strong for the rating including adjusted debt-to-EBITDA which Moody's expects will be at or below 2.0x over the next 12-18 months. The ratings are constrained by the sizable obligations under Amsted's ESOP. The cash outlays associated with redemptions under the ESOP plan vary from year-to-year, largely reflecting the highly cyclical nature of Amsted's businesses as well as volatility in the number of shares redeemed in each period. It is common for Amsted to have times when ESOP redemptions exceed free cash flow, particularly during times of revenue and earnings growth. During these higher redemption periods, Moody's would expect Amsted to use cash reserves or drawings on its revolver to cover a portion of the ESOP redemptions during the year. Nonetheless, the company will maintain good liquidity despite the short-term reduction in cash or revolver availability. In addition, Amsted's leverage is expected to remain at a low level which provides some buffer for times where ESOP redemptions exceed free cash flow. The stable outlook reflects Moody's expectations that credit metrics will remain comparatively strong relative to similarly rated issuers even if there is a modest contraction in revenue over the next 12-18 months tied to market demand. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING The ratings could be upgraded if Amsted can reduce revenue volatility, with lower reliance on highly cyclical industries, transportation in particular, and significantly improve its EBITDA margin. An upgrade would also require demonstration of free cash generation that exceeds ESOP redemptions on a recurring annual basis, regardless of share valuation. Ratings could be downgraded if ESOP share redemptions rise to a level that requires a significant increase in debt or a prolonged reduction in the company's cash reserves. Debt-to-EBITDA sustained above 3.0x could also prompt a downgrade, as could retained cash flow-to-debt sustained below 30%. Amsted Industries Incorporated, headquartered in Chicago, Illinois, is a diversified manufacturer of highly engineered components used in the railroad, vehicular and construction sectors. Revenue is approximately $4.7 billion for 2024. The company is 100% owned by its Employee Stock Ownership Plan. The principal methodology used in this rating was Manufacturing published in September 2021. APPLIED DNA: Special Meeting Adjourned for Second Time to Feb. 28 ----------------------------------------------------------------- Applied DNA Sciences, Inc. disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that it reconvened its special meeting of stockholders which was originally held on January 23 and adjourned. At the Special Meeting, an aggregate of 16,020,694 shares of the Company's common stock were present in person or by proxy and entitled to vote, which did not constitute a quorum determined in accordance with the Company's By-Laws, which requires one-third of the Company's issued and outstanding shares of Common Stock. Accordingly, no action was taken with respect to the proposal presented at the Special Meeting, and the Special Meeting was adjourned for a second time until February 28, 2025, at 11:00 a.m. in order to permit additional solicitation of stockholders and to allow stockholders additional time to vote on the sole proposal under consideration at the Special Meeting. As previously reported on its Form 8-K filed on October 31, 2024, the Company closed on such date a registered direct public offering and concurrent private placement of common stock, series C and D common stock purchase warrants and placement agent warrants. The Private Placement Warrants will only be exercisable upon receipt of such stockholder approval as may be required by the applicable rules and regulations of the Nasdaq Capital Market. Further, pursuant to the terms of the Securities Purchase Agreement entered into in connection with the Offering, if the Company does not obtain Warrant Stockholder Approval at the Special Meeting, as adjourned, it will be obligated to call a subsequent stockholder meeting to seek to obtain Warrant Stockholder Approval. About Applied DNA Sciences Applied DNA Sciences -- adnas.com -- is a biotechnology company developing technologies to produce and detect deoxyribonucleic acid ("DNA"). Using the polymerase chain reaction ("PCR") to enable both the production and detection of DNA, the Company currently operates in three primary business markets: (i) the enzymatic manufacture of synthetic DNA for use in the production of nucleic acid-based therapeutics and the development and sale of a proprietary RNA polymerase ("RNAP") for use in the production of mRNA therapeutics; (ii) the detection of DNA and RNA in molecular diagnostics and genetic testing services; and (iii) the manufacture and detection of DNA for industrial supply chain security services. Melville, NY-based Marcum LLP, the Company's auditor since 2014, issued a "going concern" qualification in its report dated Dec. 17, 2024, citing that the Company has incurred significant losses and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. As of December 31, 2024, Applied DNA Sciences had $16 million in total assets, $3.4 million in total liabilities, and $12.5 in total equity. APPLIED ENERGETICS: Ingalls & Snyder Holds 8.2% Stake ----------------------------------------------------- Ingalls & Snyder LLC, disclosed in a Schedule 13G/A filed with the U.S. Securities and Exchange Commission that as of December 31, 2024, it beneficially owned 18,158,048 shares of Applied Energetics, Inc.'s Common Stock, representing 8.2% of the outstanding shares. Ingalls & Snyder LLC may be reached through: Thomas O. Boucher Jr Managing Director 9070 S. Rita Road Suite 1500 Tucson, Arizona, 85747 A full-text copy of Ingalls & Snyder's SEC Report is available at: https://tinyurl.com/msbv29w5 About Applied Energetics Headquartered in Tucson, Arizona, Applied Energetics, Inc. -- http://www.appliedenergetics.com-- specializes in the development and manufacture of advanced high-performance lasers and optical systems, and integrated guided energy systems, for prospective defense, national security, industrial, biomedical, and scientific customers worldwide. Las Vegas, NV-based RBSM LLP, the Company's auditor since 2016, issued a "going concern" qualification in its report dated March 26, 2024, citing that the Company has suffered recurring losses from operations and will require additional capital to fund its current operating plan, that raises substantial doubt about the Company's ability to continue as a going concern. As of September 30, 2024, Applied Energetics had $3,508,739 in total assets, $1,907,190 in total liabilities, and $1,601,549 in total stockholders' equity. ARENA GROUP: 180 Degree Capital Holds 2.2% Stake ------------------------------------------------ 180 Degree Capital Corp., disclosed in a Schedule 13G/A filed with the U.S. Securities and Exchange Commission that as of December 31, 2024, it beneficially owns 1,027,772 shares of The Arena Group Holdings, Inc.'s Common Stock, representing 2.2% of the outstanding shares. 180 Degree Capital Corp. may be reached through: Daniel B. Wolfe, President 7 N. Willow Street Suite 4B Montclair, NJ 07042 Tel: 973-746-4500 A full-text copy of 180 Degree's SEC Report is available at: https://tinyurl.com/mr2ctch8 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. ARTISAN CONSUMER: Reports Lower Net Loss of $2K for Second Quarter ------------------------------------------------------------------ Artisan Consumer Goods, Inc., submitted its Quarterly Report on Form 10-Q to the Securities and Exchange Commission, showing a net loss of $2,328 for the three months ending Dec. 31, 2024, compared to a net loss of $14,463 for the same period in 2023. For the six months ending Dec. 31, 2024, the Company recorded a net loss of $11,020, compared to a net loss of $20,398 for the six months ending Dec. 31, 2023. As of Dec. 31, 2024, the Company had $1,438 in total assets, $289,731 in total current liabilities, and a total stockholders' deficiency of $288,293. The Company's cash balance was $438 and a working capital deficit was $289,293 at Dec. 31, 2024 compared to a cash balance of $1,795 and working capital deficit of $278,923 at June 30, 2024. Total expenditures over the next 12 months are expected to be approximately $50,000. "If we experience a shortage of funds prior to generating revenues from operations we may utilize funds from our directors, who have informally agreed to advance funds to allow us to pay for operating costs, however they have no formal commitment, arrangement or legal obligation to advance or loan funds to us. Management believes our current cash balance will not be sufficient to fund our operations for the next twelve months," the Company mentioned in the report. To date, the Company has little operations or revenues and consequently has incurred recurring losses from operations. The Company has incurred a loss since inception resulting in an accumulated deficit of $19,288,181 at Dec. 31, 2024 and further losses are anticipated in the development of its business. In addition, the Company has negative working capital and cash flows from operating activities. According to the Company, these factors indicate raising substantial doubt about its ability to continue as a going concern. The Company added that, "The ability to continue as a going concern is dependent upon the Company generating profitable operations in the future and/or obtaining the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. Management intends to finance operating costs over the next twelve months with existing cash on hand, loans from directors and/or private placement of common stock." The Company gives no guarantee that it will be able to raise any capital through any type of offering. The complete text of the Form 10-Q is available for free at: https://www.sec.gov/Archives/edgar/data/1530425/000147793225001135/arrt_10q.htm About Artisan Consumer Artisan Consumer Goods, Inc., specializes in branding, creating, sourcing, and distributing artisan consumer packaged goods. The Company's product line includes original and maple-flavored granola, marketed under the Within/Without Granola brand on the Shopify platform. Incorporated in 2009, the Company is headquartered in Seattle, Washington. Short Hills, New Jersey-based Yusufali & Associates, LLC, the Company's auditor since 2024, issued a "going concern" qualification in its report dated Aug. 10, 2024, citing that the Company has suffered recurring losses from operations and has a significant accumulated deficit. In addition, the Company continues to experience negative cash flows from operations. These factors raise substantial doubt about the Company's ability to continue as a going concern. The Company generated sales of $0 and $7,648 for the years ended June 30, 2024 and 2023, respectively. The Company has incurred net losses of $18,910 and $42,825 for the years ended June 30, 2024 and 2023, respectively. ASPIRA WOMEN'S: Armistice Capital Holds 4.99% Stake as of Dec. 31 ----------------------------------------------------------------- Armistice Capital, LLC and Steven Boyd disclosed in a Schedule 13G/A Report filed with the U.S. Securities and Exchange Commission that as of December 31, 2024, they beneficially owned an aggregate amount of 800,797 shares of Aspira Women's Health Inc.'s Common Stock, representing 4.99% of the shares outstanding. Armistice Capital, LLC may be reached at: Steven Boyd c/o Armistice Capital, LLC 510 Madison Avenue, 7th Floor New York, New York 10022 United States of America Tel: (212) 231-4932 A full-text copy of Armistice Capital's SEC Report is available at: https://tinyurl.com/3das376v About Aspira Women's Health Formerly known as Vermillion, Inc., Aspira Women's Health Inc. -- http://www.aspirawh.com-- is dedicated to the discovery, development, and commercialization of noninvasive, AI-powered tests to aid in the diagnosis of gynecologic diseases. OvaWatch and Ova1Plus are offered to clinicians as OvaSuiteSM. Together, they provide a comprehensive portfolio of blood tests to aid in the detection of ovarian cancer for the 1.2+ million American women diagnosed with an adnexal mass each year. OvaWatch provides a negative predictive value of 99% and is used to assess ovarian cancer risk for women where initial clinical assessment indicates the mass is indeterminate or benign, and thus surgery may be premature or unnecessary. Ova1Plus is a reflex process of two FDA-cleared tests, Ova1 and Overa, to assess the risk of ovarian malignancy in women planned for surgery. Boston, Massachusetts-based BDO USA, P.C., the Company's auditor since 2012, issued a "going concern" qualification in its report dated March 29, 2024, citing that the Company has suffered recurring losses from operations and expects to continue to incur substantial losses in the future, which raises substantial doubt about its ability to continue as a going concern. Aspira Women's Health reported a net loss of $16.69 million for the year ended Dec. 31, 2023, compared to a net loss of $29.88 million for the year ended Dec. 31, 2022. As of June 30, 2024, Aspira Women's Health had $3.96 million in total assets, $7.67 million in total liabilities, and $3.7 million in total stockholders' deficit. ASPIRA WOMEN'S: Regains Nasdaq Compliance After Private Placement ----------------------------------------------------------------- Aspira Women's Health Inc. disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that on June 30, 2024, it entered into a securities purchase agreement with certain existing accredited shareholders and Company insiders for the issuance and sale in a private placement of: (i) 1,264,739 shares of the Company's common stock and (ii) warrants to purchase up to 1,264,739 shares of the Company's Common Stock, at a purchase price of $1.53 per share of Common Stock and accompanying warrants. On February 11, 2025, the Company received written notice from the Nasdaq Stock Market, LLC that based on the closing bid price per share immediately preceding entering into a binding agreement to issue the securities for the Private Placement of $1.47 per share plus $0.125 attributable to the value of the warrants, the market value of the transaction for purposes of Listing Rule 5625(c) was $1.595. Since the shares and warrants sold in the private placement were issued below the market value, and the Company failed to obtain shareholder approval, the Company violated Listing Rule 5635(c). Accordingly, this matter served as an additional basis for delisting the Company's securities from The Nasdaq Stock Market. Subsequently, on February 11, 2025, the Company completed amendments to the warrants prohibiting exercise until shareholder approval has been obtained. As a result, Staff has determined that the Company has regained compliance with Listing Rule 5635(c) and subject to the disclosure requirements below, this matter is now closed. There can be no assurance that the Company will be successful in maintaining its listing of its common stock on the Nasdaq Capital Market. About Aspira Women's Health Formerly known as Vermillion, Inc., Aspira Women's Health Inc. -- http://www.aspirawh.com-- is dedicated to the discovery, development, and commercialization of noninvasive, AI-powered tests to aid in the diagnosis of gynecologic diseases. OvaWatch and Ova1Plus are offered to clinicians as OvaSuiteSM. Together, they provide a comprehensive portfolio of blood tests to aid in the detection of ovarian cancer for the 1.2+ million American women diagnosed with an adnexal mass each year. OvaWatch provides a negative predictive value of 99% and is used to assess ovarian cancer risk for women where initial clinical assessment indicates the mass is indeterminate or benign, and thus surgery may be premature or unnecessary. Ova1Plus is a reflex process of two FDA-cleared tests, Ova1 and Overa, to assess the risk of ovarian malignancy in women planned for surgery. Boston, Massachusetts-based BDO USA, P.C., the Company's auditor since 2012, issued a "going concern" qualification in its report dated March 29, 2024, citing that the Company has suffered recurring losses from operations and expects to continue to incur substantial losses in the future, which raises substantial doubt about its ability to continue as a going concern. Aspira Women's Health reported a net loss of $16.69 million for the year ended Dec. 31, 2023, compared to a net loss of $29.88 million for the year ended Dec. 31, 2022. As of June 30, 2024, Aspira Women's Health had $3.96 million in total assets, $7.67 million in total liabilities, and $3.7 million in total stockholders' deficit. ASSOCIATION MOTOR: Unsecureds Owed $5.18M to Get 4% over 5 Years ---------------------------------------------------------------- Association Motor Club, LLC, d/b/a Auto Spa Bistro, filed with the U.S. Bankruptcy Court for the Northern District of Georgia a Disclosure Statement for Plan of Reorganization dated February 12, 2025. The Debtor is a premium "hand wash" car wash and small bistro located at 348 14th Street NW in Midtown Atlanta. For more than thirteen years, Auto Spa has offered comprehensive vehicle hand washing and detailing services, accompanied by a casual dining experience for waiting customers. The Debtor's business suffered a significant downturn during the COVID‐19 pandemic, which impacted both the hand‐wash car wash and the bistro operations. In addition, Debtor had undertaken plans to expand onto an adjacent property with construction funds promised by First Savings Bank ("FSB"). When FSB declined to continue funding the construction after the purchase of the property and demolition of an existing structure, Debtor was left carrying a non‐ income‐producing vacant lot and a substantial loan balance exceeding the property's actual value. Facing these dual challenges of COVID disruptions, lack of construction financing, and the bank's foreclosure, Debtor ultimately sought protection under Chapter 11 of the Bankruptcy Code on July 9, 2024. Key Terms of the Proposed Plan Secured Claims: * First Savings Bank (Class 5): Under the Plan, FSB's secured claim will be re‐amortized and paid in full over five years, reflecting the current market value of the collateral (approximately $2.76 million). Any remaining deficiency is treated as unsecured. * Tax and Government Liens (Classes 1–4): These Claims are unimpaired and will be paid in full over time, with applicable interest, as required by the Bankruptcy Code. Unsecured Claims: * General Unsecured (Class 7): Holders of allowed general unsecured claims will share in annual pro‐rata distributions totaling $200,000 over five years, resulting in an estimated recovery of about 4%. * Convenience Class (Class 6): Unsecured claims under (or reduced to) a set threshold receive an accelerated or lump‐sum payout at a higher percentage, in order to simplify the overall administration. Administrative Claims and smaller convenience‐class claims may receive payment within sixty days of the Plan's Effective Date (or as otherwise stated in the Plan). The Debtor's Professional Fees will be spread out after the Effective Date as agreed. Class 6 shall consist of unsecured claims less than or equal to $3,000.00. Holders of Allowed Class 6 Claims (or Holders which voluntarily reduce their Allowed claim to no more than $3,000.00) shall be paid, at the option of each Holder of a Class 6 Claim, either (Option 1) 60% of their Allowed claim within 60 days of the Effective Date, or (Option 2) 30% of their Allowed claim within 60 days of the Effective Date and an additional 60% of their Allowed Claim on the first anniversary of the Effective Date, including interest of 4.5% APR through and including the date of the second and final payment. Class 6 is Impaired. Class 7 consists of General Unsecured Claims. Class 7 shall receive pro rata share of annual payments totaling $200,000 over 5 years. The allowed unsecured claims total $5,180,195.20. This Class will receive a distribution of 4% of their allowed claims. Holders of Allowed Class 7 Claims are Impaired and entitled to vote to accept or reject the Plan. The Plan proposes to treat all general unsecured creditors equally. Beginning on December 31, 2025, and continuing on that date each year for five years, Debtor shall pay all Unsecured Creditors, including the Holders of Allowed Class 7 Claims, equal annual pro-rata payments based on a total amount as follows: 12/31/2025 $30,000 12/31/2026 $35,000 12/31/2027 $40,000 12/31/2028 $45,000 12/31/2029 $50,000 Class 8 shall consist of all Interests in the Debtor. Upon entry of the Confirmation Order, the prepetition membership interests in the Debtor will remain the same, and the Debtor shall retain all of Debtor's assets free and clear of any claims, liens, or encumbrances except as specifically set forth in the Plan. In the event Impaired Classes do not vote to accept the Plan, the Debtor proposes that its sole member, Lemont Bradley the owner and operator of the Debtor, shall provide "new value" in the form of a $12,000 cash infusion paid as $2,000 per month for the first six-month. Such new value payments will be used to satisfy (i) the plan obligations of the Debtor (ii) any administrative claims, and (iii) to support the general operations of the Debtor. Mr. Bradley's $12,000 cash infusion is especially important in the early months of the plan, as the company's monthly revenue is still recovering towards what it used to be every month. The Debtor believes the amount of new value to be substantial, necessary, and fair, and it will be funded in monthly installments during the first six months after the Effective Date. The sources of funds for the payments pursuant to the Plan are the ongoing operations of the Debtor, a contribution of "new value" by the Debtor's owner, and potentially, the sale of the 328 Property, the empty lot next door, at a sale price above its current fair market value of $400,000. Specifically regarding the 328 Property, after the Confirmation Date, the Debtor is authorized to sell or refinance the 328 Property located at 328 14th Street NW, Fulton County, Georgia, 30318 for a price at or above the current $400,000 fair market value the ("Minimum Sales Price") minus the payment of customary closing costs including broker fees and other items customarily attributed to the seller (in a sale) and borrower (in a refinancing) (the "Closing Costs"), leaving the net proceeds from the sale (the "Net Proceeds"). Upon the closing of a sale of the 328 Property over the Minimum Sales Price, the Net Proceeds will be used, first, to cover any ad valorem property taxes associated with the particular property, after which the remaining Net Proceeds after the Closing Costs will be given to FSB up to the amount of the remaining Allowed Class 5 Claim after accounting for any other payments already made (the "FSB Sale Proceeds"). After the FSB Sale Proceeds are paid to FSB, the Debtor's regular plan payments to FSB will be suspended until the total suspended payments equal 50% or more of the FSB Sale Proceeds, whereupon the regular plan payments will resume. A full-text copy of the Disclosure Statement dated February 12, 2025 is available at https://urlcurt.com/u?l=OA7xJJ from PacerMonitor.com at no charge. Attorneys for the Debtor: Brad Fallon Fallon Law PC 1201 W. Peachtree St. NW, Suite 2625 Atlanta, Georgia 30309 Tel: (404) 849-2199 Fax: (470) 994-0579 E-mail: brad@fallonbusinesslaw.com About Association Motor Club Association Motor Club, LLC, doing business as Auto Spa Bistro, is an Atlanta-based company engaged in cleaning, washing and waxing automotive vehicles. Association Motor Club sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 24-57098) on July 9, 2024, with assets of $100,000 to $500,000 and liabilities of $1 million to $10 million. Lemont Bradley, company owner, signed the petition. Judge Lisa Ritchey Craig oversees the case. The Debtor is represented by William Rountree, Esq., at Rountree, Leitman, Klein & Geer, LLC. ATTLEBORO REALTY: $2.69M Sale to Simoes to Fund Plan Payments ------------------------------------------------------------- Attleboro Realty LLC filed with the U.S. Bankruptcy Court for the District of Massachusetts a Disclosure Statement for Chapter 11 Plan dated February 12, 2025. The Debtor is a Massachusetts limited liability company with two members pursuant to certain Certificate of Organization, dated as of September 19, 2018 and Operating Agreement entered into as of January 9, 2019 by and between Paul Simoes and Joaquim Duarte (the "Operating Agreement"). The Debtor was formed in September 2018 to own the real estate located and commonly known as 527 Pleasant Street, Unit B, Attleboro, MA 02703 (the "Real Property"). The Debtor's business is the management of the Real Property. The Debtor acquired the Real Property from LES Attleboro Holdings, LLC for $1,050,000.00 pursuant to a certain Commercial Condominium Unit Deed, recorded October 10, 2018. According to the Schedules, the Debtor's primary asset is the Real Property. Under Schedule A/B, the scheduled value for the Real Property is $2,000,000. The Debtor also scheduled as assets certain utility deposit or prepayment for approximately $36,000.00, and accounts receivable of approximately $22,000.00 related to unpaid rent for a tenant that vacated in December 2024. The Debtor believes that this pre-petition receivable is mostly uncollectable. As of January 1, 2025, the total accounts receivable is $3,072.00. According to the Schedules, there is no pre-petition loan obligation and the Secured Lien Claims in Schedule D are listed as disputed. The total for scheduled and filed Claims before the Claims Bar Date (as of January 13, 2025) is approximately $1,097,070.57, including Secured Claims ($475,579.00); Priority Tax Claims ($52,230.47); and General Unsecured Claims ($569,261.10), all subject to the claims objection process. The Plan is a liquidating plan, which is recognized by the Bankruptcy Code. The Plan is for the Debtor to sell the Real Property to Simoes pursuant to certain Purchase and Sale Agreement, as set forth in the Plan for a purchase price of $2,690,000.00 (the "Simoes P&S"). In the event Simoes does not have the financing required for the purchase of the Real Property before the hearing date for approval of the Disclosure Statement, in the alternative, the Debtor's assets, including the Real Property, shall be sold through a Third Party Sale. The Net Proceeds from the Sale Transaction will be used to pay the Allowed claims with the remaining amount, if any, to be distributed to the two LLC members. Class 4 consists of General Unsecured Claims. In full and complete satisfaction, settlement, release and discharge of the Class 4 Claims, each holder of the Allowed Class 4 Claim will receive payments from the Net Proceeds after payment in full of (i) all non-classified Claims as provided in Article III herein, and (ii) Class 1 to 3 Claims. Class 5 consists of Interest Holders. The holders of the Class 5 Interest shall retain all the legal, equitable, and contractual rights to which the Interest entitles the holder of such Interest. Holders of Class 5 Interest will receive the balance of the Net Proceeds after payment in full of (i) all non-classified Claims as provided in Article III herein, and (ii) Class 1 to 4 Claims, with Duarte receiving 50.01%, and Simoes receiving 49.99% of the remaining proceeds. The Plan contains appropriate provisions consistent with sections 1123(a)(5) and 1142(a) of the Bankruptcy Code for its implementation. The Plan will be funded with available Cash, the Net Proceeds, and recoveries from Causes of Action, if any. Confirmation of the Plan shall constitute (i) approval of the Simoes P&S, and (ii) sale of the Real Property pursuant to the terms of the Simoes P&S to Simoes. Such sale shall be free and clear of all Liens, Claims, encumbrances and interests pursuant to sections 105(a), 363, 1123(a)(5)(D), 1123(b), and/or 1141(c) of the Bankruptcy Code, as applicable (the "Simoes Sale"). The closing for the Simoes Sale is expected to be as set forth in the P&S, subject to approval of the Simoes P&S by the Bankruptcy Court. In the event Simoes does not have the financing required for the purchase of the Real Property before the hearing date for approval of the Disclosure Statement, in the alternative, the Debtor's assets, including the Real Property, shall be sold through a third party sale pursuant to the Sale Motion (the "Third Party Sale", collectively with the Simoes Sale, the "Sale Transaction"). A full-text copy of the Disclosure Statement dated February 12, 2025 is available at https://urlcurt.com/u?l=XgFl3e from PacerMonitor.com at no charge. About Attleboro Realty Attleboro Realty LLC sought relief under Chapter 11 of the U.S. Bankruptcy (Bankr. D. Mass. Case No. 24-12070) on Oct. 15, 2024. In the petition filed by Paul Simoes, as authorized representative of the Debtor, the Debtor estimated assets between $1 million and $10 million and estimated liabilities between $500,000 and $1 million. The Debtor is represented by: Alan L. Braunstein, Esq. RIEMER & BRAUNSTEIN LLP 100 Cambridge Street 22nd Floor Boston, MA 02114 Tel: (617) 523-9000 E-mail: abraunstein@riemerlaw.com AVINGER INC: Armistice, Steven Boyd Hold 4.99% Stake as of Dec. 31 ------------------------------------------------------------------ Armistice Capital, LLC and Steven Boyd disclosed in a Schedule 13G/A Report filed with the U.S. Securities and Exchange Commission that as of December 31, 2024, they beneficially owned an aggregate amount of 278,769 shares of Avinger, Inc.'s Common Stock, representing 4.99% of the shares outstanding. Armistice Capital, LLC may be reached at: Steven Boyd c/o Armistice Capital, LLC 510 Madison Avenue, 7th Floor New York, New York 10022 United States of America Tel: (212) 231-4932 A full-text copy of Armistice Capital's SEC Report is available at: https://tinyurl.com/mr382dda About Avinger Inc. Headquartered in Redwood City, Calif., Avinger, Inc. –http://www.avinger.com-- is a commercial-stage medical device company that designs, manufactures, and sells real-time high-definition image-guided, minimally invasive catheter-based systems that are used by physicians to treat patients with peripheral artery disease ("PAD"). Patients with PAD have a build-up of plaque in the arteries that supply blood to areas away from the heart, particularly the pelvis and legs. The Company's mission is to significantly improve the treatment of vascular disease through the introduction of products based on its Lumivascular platform, the only intravascular real-time high-definition image guided system available in this market. San Francisco, Calif.-based Moss Adams LLP, the Company's auditor since 2017, issued a "going concern" qualification in its report dated March 20, 2024, citing that the Company's recurring losses from operations and its need for additional capital, raise substantial doubt about its ability to continue as a going concern. As of Sept. 30, 2024, Avinger had $13.60 million in total assets, $9.73 million in total liabilities, and $3.88 million in total stockholders' equity. B. RILEY FINANCIAL: Holds 9% Stake in DoubleDown Interactive Co. ---------------------------------------------------------------- B. Riley Financial, Inc., B. Riley Securities, Inc., BRF Investments, LLC, and Bryant R. Riley disclosed in a Schedule 13G/A filed with the U.S. Securities and Exchange Commission that as of December 31, 2024, they beneficially owned an aggregate of 222,485.6 common shares of DoubleDown Interactive Co., Ltd.'s American depositary shares, each representing 0.05 common share, par value W10,000 per share, representing 9% of the 2,477,672 outstanding common shares according to the DoubleDown Interactive's Form 6-K as filed with the U.S. Securities and Exchange Commission on November 12, 2024. DoubleDown Interactive may be reached at: 13F, Gangnam Finance Center 152, Teheran-ro Gangnam-gu Seoul, 06236, Republic of Korea Tel: 822-501-7216 B. Riley Financial, Inc. may be reached through: Bryant R. Riley Co-Chief Executive Officer 11100 Santa Monica Blvd., Suite 800 Los Angeles, CA 90025 Tel: 818-884-3737 A full-text copy of the SEC Report is available at: https://tinyurl.com/2v2jfxv9 About B. Riley Financial B. Riley Financial, Inc. -- http://www.brileyfin.com/-- is a diversified financial services company that delivers tailored solutions to meet the strategic, operational, and capital needs of its clients and partners. B. Riley leverages cross-platform expertise to provide clients with full service, collaborative solutions at every stage of the business life cycle. Through its affiliated subsidiaries, B. Riley provides end-to-end financial services across investment banking, institutional brokerage, private wealth and investment management, financial consulting, corporate restructuring, operations management, risk and compliance, due diligence, forensic accounting, litigation support, appraisal and valuation, auction, and liquidation services. B. Riley opportunistically invests to benefit its shareholders, and certain affiliates originate and underwrite senior secured loans for asset-rich companies. As of June 30, 2024, B. Riley Financial had $3.2 billion in total assets, $3.4 billion in total liabilities, and $143.1 million in total deficit. B.G.P. INC: U.S. Trustee Appoints Creditors' Committee ------------------------------------------------------ The U.S. Trustee for Region 21 appointed an official committee to represent unsecured creditors in the Chapter 11 cases of B.G.P., Inc. and its affiliates. The committee members are: 1. C&J Clark America, Inc. c/o Luke Brandonisio 355 Kindig Lane Hanover, PA 17331 Luke.brandonisio@clarks.com 2. Skechers USA, Inc. c/o David Coe 225 S. Sepulveda Blvd. Manhattan Beach, CA 90266 davidc@skechers.com 3. Taos Footwear c/o Bill Langrell 18701 South Figueroa St. Gardena, CA 90248 blangrell@taosfootwear.com Official creditors' committees serve as fiduciaries to the general population of creditors they represent. They may investigate the debtor's business and financial affairs. Committees have the right to employ legal counsel, accountants and financial advisors at a debtor's expense. About B.G.P. Inc. B.G.P., Inc. and its affiliates, BGP Warehouse Indiana, LLC and B.G.P. Stores, LLC, filed Chapter 11 petitions (Bankr. M.D. Fla. Lead Case No. 25-00412) on January 23, 2025. At the time of the filing, B.G.P., Inc. reported between $10 million and $50 million in both assets and liabilities. Judge Roberta A. Colton oversees the cases. The Debtors are represented by: Scott A. Stichter Stichter, Riedel, Blain & Postler, P.A. 110 E. Madison St., Suite 200 Tampa, FL 33602 Tel: (813) 229-0144 Email: sstichter@srpb.com BARRACUDA NETWORKS: $455MM Bank Debt Trades at 21% Discount ----------------------------------------------------------- Participations in a syndicated loan under which Barracuda Networks Inc is a borrower were trading in the secondary market around 78.8 cents-on-the-dollar during the week ended Friday, February 21, 2025, according to Bloomberg's Evaluated Pricing service data. The $455 million Term loan facility is scheduled to mature on August 15, 2030. The amount is fully drawn and outstanding. Barracuda Networks, Inc. (NYSE: CUDA), designs and delivers security and data protection solutions. The Company maintains its headquarters in Campbell, California. BCPE EMPIRE: Moody's Rates New $2.67-Bil. First Lien Loan 'B3' -------------------------------------------------------------- Moody's Ratings assigned a B3 rating to BCPE Empire Holdings, Inc.'s (BCPE) proposed new $2,676 million senior secured first lien term loan that matures in 2030. BCPE is a subsidiary of BCPE Empire Topco Inc. (dba Imperial Dade). All existing ratings of Imperial Dade including the B3 Corporate Family Rating, B3-PD Probability of Default Rating, and the Caa2 rating on the $660 million senior unsecured notes are unchanged at this time. The B3 rating on BCPE's existing $2.4 billion senior secured first lien term loan that matures in 2028 is also unchanged. Imperial Dade will utilize the proceeds from the new term loan to repay the existing term loan, pay down the asset based loan (ABL) borrowings, and pay related financing and transaction fees. Moody's expects to withdraw the B3 rating on the existing senior secured first lien term loan at the transaction close. The rating outlook is stable. Moody's considers this term loan upsize and extension transaction as credit negative because the $240 million upsize indicates a stronger likelihood of the debt remaining in place. Imperial Dade utilizes the revolver and incremental debt to fund acquisitions that raise leverage and cash interest costs. Nevertheless, all existing ratings are unaffected at this time. Moody's expects debt-to-EBITDA leverage to fall below 8x in 2025 from a little above 8x (incorporating Moody's adjustments) as of September 2024 and pro forma for recently closed acquisitions and the refinancing transaction. Moody's expects better operating efficiencies via completed supersites, as well as improving sourcing and cost structure from recent closed acquisitions will drive earnings growth and lower leverage over the next year. Imperial Dade has a good track record of integrating acquisitions onto its operating network and ERP system. Moody's also expects the company to have good liquidity over the next 12 month including about $70-80 million free cash flow. The free cash flow provides good coverage of about $26 million annual term loan amortization. As part of the transaction, the company will also upsize its ABL (unrated) to $700 million from currently $645 million, and extend the maturity to 2029 from 2026. The revolver upsize, maturity extension and revolver paydown improve the company's liquidity position to pursue growth strategies including continued tuck-in acquisitions. RATINGS RATIONALE Imperial Dade's B3 CFR reflects its growing scale as a specialty distributor, but also high financial leverage with debt-to-EBITDA above 8x for the 12-month ended September 30, 2024, pro forma for closed acquisitions and the proposed refinancing. Imperial Dade continues to expand its presence and increase density near major metropolitan areas in the US and Canada. Moody's expects Imperial Dade will continue to be acquisitive and to focus on making growth investments including supersite launches to increase capacity and operating efficiencies. The company sells some low priced and commodity-oriented products for which switching costs are low and there is potential for pricing pressure, though Moody's expects Imperial Dade to effectively manage pricing to cover product and freight costs. Governance factors include the company's aggressive financial policies under private equity ownership including its high financial leverage, aggressive acquisition strategy, and debt funded shareholder dividend distributions. The company's ratings are supported by Imperial Dade's well established and growing market position as a specialty distributor of foodservice packaging (FSP) and janitorial sanitation (Jan-San) products, driven in part by its broad product breadth. The company benefits from a relatively stable revenue stream owing to the disposable nature of products sold, its well diversified customer and supplier bases, and its relatively high EBITA margin for the industry. As of September 30, 2024, the company had $28 million cash on hand and the proposed $700 million committed ABL expires in 2029 will be fully undrawn at the transaction close. Moody's expects the company will maintain adequate liquidity over the next 12-18 months and continue to rely on the revolver to fund future acquisitions. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The stable outlook reflects Moody's expectations that Imperial Dade's revenue and earnings will continue to improve as the company integrates completed acquisitions, increases penetration in its operating regions and realizes operating efficiencies such as network optimization. Moody's also expects Imperial Dade to generate positive free cash flow that comfortably exceeds required term loan amortization and maintain at least adequate liquidity including good revolver capacity to fund investments and acquisitions. The ratings could be upgraded if the company continues to grow its footprint and revenue scale while maintaining a stable profit margin, and generates consistent healthy free cash flow on an annual basis. The company would also need to sustain debt/EBITDA below 6.0x and EBITA/interest approaching 2.0x. A ratings upgrade will also require at least good liquidity and financial policies that support credit metrics at the above levels. The ratings could be downgraded if liquidity weakens for any reason, including the company generating weak or negative free cash flow on an annual basis, if debt/EBITDA is sustained above 8.0x, or EBITA/interest approaches 1.0x. Ratings could also be downgraded if the company completes a large debt-financed acquisition or distribution to shareholders that increases financial leverage. The principal methodology used in this rating was Distribution and Supply Chain Services published in December 2024. Headquartered in Jersey City, New Jersey, BCPE Empire Topco, Inc. (dba Imperial Dade), is a wholesale specialty distributor of Foodservice Disposables (FSD) and Janitorial Sanitation (Jan-San) products. Bain Capital LP acquired a majority stake in the company in June 2019 and retains a majority interest following a 45% stake sale in the company to Advent International Corporation in 2022. Imperial Dade is private and does not publicly disclose its financials. Imperial Dade generated about $5.2 billion of revenue for the 12 months ending September 30, 2024, pro forma for closed acquisitions. BELLTOWN FARMS: To Sell Farm Property to Gaylord Meyer for $60,000 ------------------------------------------------------------------ Belltown Farms GF Opco, LLC, seeks permission from the U.S. Bankruptcy Court for the District of Nebraska, to sell Assets, free and clear of liens, claims, interests, and encumbrances. The Debtor's Asset is a single 2013 Reinke 2065 SSAC Pivot located in Adams County, Nebraska. The Debtor wants to sell the Asset to the Estate of Gaylord Meyer for the sum of $60,000. The proceeds from the Sale will be held by the Debtor until it is determined if there is a lien against the assets. The Debtor believes that the Asset is unencumbered and if it is unencumbered, then the proceeds will be used for administrative expenses and if available a distribution to unsecured creditors. The Debtor's sound justification for moving to sell the Property: a. First, it is Debtor's reasoned analysis that current input prices, insurance costs, other farming related expenses for the 2025 season, and current or projected crop yields and prices make farming for the 2025 season untenable at this time. To that end, Debtor has taken steps to reject its farm ground leases and liquidate its assets. b. Second, the Debtor has rejected the lease where the Asset is currently located, and the Asset is not easily movable. c. Third, it is Debtor's belief that the sale of the Asset to the landowner will bring the highest value, since the Asset will not need to be disassembled, moved, and reassembled, which would be an additional expense. d. Fourth, if the Debtor don't promptly sell the Asset, it may be required to spend money to dismantle and move the Asset or potentially be charged a fee for storing the Asset by Debtor's former landlord. e. Fifth, once sold, Debtor will no longer bear the costs for preservation, maintenance, and insurance for the Asset. The Debtor requests to convey the Asset to the buyer free and clear of all liens, claims, interests, and encumbrances. About Belltown Farms GF Opco, LLC Belltown Farms GF Opco, LLC is engaged in the business of oilseed and grain farming. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Neb. Case No. 24-41171) on December 2, 2024. In the petition signed by Peter Tom Hill-Norton, authorized signatory, the Debtor disclosed up to $50 million in both assets and liabilities. Judge Brian S. Kruse oversees the case. Patrick R. Turner, Esq., at Turner Legal Group, LLC, represents the Debtor as legal counsel. BETTER CHOICE: Altium Entities Hold 6.1% Equity Stake ----------------------------------------------------- Altium Capital Management LLC and affiliated entities -- Altium Healthcare Long Short Onshore Fund LP, and Altium Healthcare Long Short GP LLC -- disclosed in a Schedule 13G/A filed with the U.S. Securities and Exchange Commission that as of December 31, 2024, they beneficially owned 463,459 shares of Better Choice Co Inc.'s common stock, representing 6.1% of the outstanding shares. Altium Capital may be reached through: Jacob Gottlieb CEO and Managing Member 152 West 57th Street FL20 New York, NY 10019 Tel: 212-484-2711 A full-text copy of Altium Capital's SEC report is available at: https://tinyurl.com/39s9wfhn About Better Choice Better Choice Company Inc. is headquartered in Tampa, Florida, and focuses on pet health and wellness. The company is known for its premium pet products under the Halo brand, including Halo Holistic, Halo Elevate, and the rebranded TruDog products. BDO USA, P.C., based in Tampa, Florida, has been the company's auditor since 2021. In its report dated April 12, 2024, BDO USA issued a "going concern" qualification. The report highlighted that the company has consistently incurred operating losses, had an accumulated deficit, and failed to meet certain financial covenants as of December 31, 2023. These factors raise substantial doubt about Better Choice's ability to continue as a going concern for the twelve months after the filing of the report. As of September 30, 2024, Better Choice Company had $17.2 million in total assets, $6.9 million in total liabilities, and $10.3 million in total stockholders' equity. BEYOND AIR: Alyeska Investment, 2 Others Hold 9.9% Equity Stake --------------------------------------------------------------- Alyeska Investment Group, L.P., Alyeska Fund GP, LLC and Anand Parekh disclosed in a Schedule 13G filed with the U.S. Securities and Exchange Commission that as of December 31, 2024, they beneficially owned 7,146,576 shares of Beyond Air, Inc.'s common stock, par value $0.0001 per share, representing 9.9% of the 72,187,636 outstanding shares. Alyeska Investment may be reached through: Jason Bragg, Chief Financial Officer 77 West Wacker Drive 7th Floor Chicago, IL 60601 Tel: 312-899-7902 A full-text copy of Alyeska Investment's SEC report is available at: https://tinyurl.com/4nftrc3m About Beyond Air Headquartered in Garden City, N.Y., Beyond Air, Inc. -- www.beyondair.net -- is a commercial-stage medical device and biopharmaceutical company developing a platform of nitric oxide generators and delivery systems (the "LungFit platform") capable of generating NO from ambient air. The Company's first device, LungFit PH, received premarket approval from the FDA in June 2022. The NO generated by the LungFit PH system is indicated to improve oxygenation and reduce the need for extracorporeal membrane oxygenation in term and near term (34 weeks gestation) neonates with hypoxic respiratory failure associated with clinical or echocardiographic evidence of pulmonary hypertension in conjunction with ventilatory support and other appropriate agents. East Hanover, New Jersey-based Marcum LLP, the Company's auditor since 2019, issued a "going concern" qualification in its report dated June 24, 2024, citing that the Company has incurred significant losses and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. As of December 31, 2024, Beyond Air had $34.1 million in total assets, $15.8 million in total liabilities, and $18.4 million in total equity. BEYOND AIR: Balyasny, 4 Others Hold 9.99% Equity Stake ------------------------------------------------------ Balyasny Asset Management L.P., BAM GP LLC, Balyasny Asset Management Holdings LP, Dames GP LLC, and Dmitry Balyasny disclosed in a Schedule 13G filed with the U.S. Securities and Exchange Commission that as of December 31, 2024, they beneficially owned 12,290,913 shares (including 8,956,504 shares of Common Stock issuable upon exercise of Warrants) of Beyond Air, Inc.'s Common Stock, par value $0.0001 per share, representing 9.99% of the 72,187,636 shares outstanding. Balyasny Asset Management L.P. may be reached through: Dmitry Balyasny, Managing Member 444 West Lake Street 50th Floor Chicago, IL 60606 Tel: 312-499-2999 A full-text copy of Balyasny Asset's SEC report is available at: https://tinyurl.com/4pnt28sr About Beyond Air Headquartered in Garden City, N.Y., Beyond Air, Inc. -- www.beyondair.net -- is a commercial-stage medical device and biopharmaceutical company developing a platform of nitric oxide generators and delivery systems (the "LungFit platform") capable of generating NO from ambient air. The Company's first device, LungFit PH, received premarket approval from the FDA in June 2022. The NO generated by the LungFit PH system is indicated to improve oxygenation and reduce the need for extracorporeal membrane oxygenation in term and near term (34 weeks gestation) neonates with hypoxic respiratory failure associated with clinical or echocardiographic evidence of pulmonary hypertension in conjunction with ventilatory support and other appropriate agents. East Hanover, New Jersey-based Marcum LLP, the Company's auditor since 2019, issued a "going concern" qualification in its report dated June 24, 2024, citing that the Company has incurred significant losses and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. As of December 31, 2024, Beyond Air had $34.1 million in total assets, $15.8 million in total liabilities, and $18.4 million in total equity. BEYOND AIR: Inks $35MM At-The-Market Offering Agreement With BTIG ----------------------------------------------------------------- Beyond Air, Inc. disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that it entered into an At-The-Market Equity Offering Sales Agreement with BTIG, LLC under which the Company may offer and sell, from time to time at its sole discretion, shares of its common stock, par value $0.0001 per share having an aggregate offering price of up to $35,000,000 through the Agent as its sales agent. The issuance and sale, if any, of Common Stock by the Company under the Agreement will be pursuant to the Company's Registration Statement on Form S-3 (File No. 333-284653) filed with the Securities and Exchange Commission on January 31, 2025 and declared effective by the SEC on February 10, 2025, the prospectus supplement relating to the Offering filed with the SEC on February 14, 2025, and any applicable additional prospectus supplements related to the offering that form a part of the Registration Statement. Due to the offering limitations applicable to the Company under General Instruction I.B.6. of Form S-3 and the Company's public float calculated in accordance therewith as of February 14, 2025, and in accordance with the terms of the Agreement, the February 2025 Prospectus Supplement registers the sale of shares of Common Stock having an aggregate gross sales price of up to $9,892,518. If the Company's public float increases such that it may sell additional amounts under the Agreement and the Registration Statement, the Company will file another prospectus supplement prior to making additional sales. Subject to the terms and conditions of the Agreement, the Agent may sell the Common Stock by any method permitted by law deemed to be an "at the market offering" as defined in Rule 415(a)(4) of the Securities Act of 1933, as amended. The Agent will use commercially reasonable efforts to sell the Common Stock from time to time, based upon instructions from the Company (including any price, time or size limits or other customary parameters or conditions the Company may impose). The Company will pay the Agent a commission equal to up to 3% of the gross sales proceeds of any Common Stock sold through the Agent under the Agreement and also has provided the Agent with certain indemnification rights. The Company is not obligated to make any sales of Common Stock under the Agreement. The offering of shares of Common Stock pursuant to the Agreement will terminate upon the earlier of: (i) the sale of all Common Stock subject to the Agreement or (ii) termination of the Agreement in accordance with its terms. About Beyond Air Headquartered in Garden City, N.Y., Beyond Air, Inc. -- www.beyondair.net -- is a commercial-stage medical device and biopharmaceutical company developing a platform of nitric oxide generators and delivery systems (the "LungFit platform") capable of generating NO from ambient air. The Company's first device, LungFit PH, received premarket approval from the FDA in June 2022. The NO generated by the LungFit PH system is indicated to improve oxygenation and reduce the need for extracorporeal membrane oxygenation in term and near term (34 weeks gestation) neonates with hypoxic respiratory failure associated with clinical or echocardiographic evidence of pulmonary hypertension in conjunction with ventilatory support and other appropriate agents. East Hanover, New Jersey-based Marcum LLP, the Company's auditor since 2019, issued a "going concern" qualification in its report dated June 24, 2024, citing that the Company has incurred significant losses and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. As of December 31, 2024, Beyond Air had $34.1 million in total assets, $15.8 million in total liabilities, and $18.4 million in total equity. BIO-KEY INTERNATIONAL: Armistice, Steven Boyd Hold 4.99% Stake -------------------------------------------------------------- Armistice Capital, LLC and Steven Boyd disclosed in a Schedule 13G/A Report filed with the U.S. Securities and Exchange Commission that as of December 31, 2024, they beneficially owned an aggregate amount of 164,235 shares of BIO-key International, Inc.'s Common Stock, representing 4.99% of the shares outstanding. Armistice Capital, LLC may be reached at: Steven Boyd c/o Armistice Capital, LLC 510 Madison Avenue, 7th Floor New York, New York 10022 United States of America Tel: (212) 231-4932 A full-text copy of Armistice Capital's SEC Report is available at: https://tinyurl.com/29629sbf About BIO-key Holmdel, N.J.-based BIO-key International, Inc., founded in 1993, is revolutionizing authentication and cybersecurity with biometric-centric, multi-factor identity and access management (IAM) software securing access for over forty million users. BIO-key allows customers to choose the right authentication factors for diverse use cases, including phoneless, tokenless, and passwordless biometric options. Its hosted or on-premise PortalGuard IAM solution provides cost-effective, easy-to-deploy, convenient, and secure access to computers, information, applications, and high-value transactions. Henderson, Nev.-based Bush & Associates CPA LLC, the Company's auditor since 2024, issued a "going concern" qualification in its report dated June 5, 2024, citing that the Company has suffered substantial net losses and negative cash flows from operations in recent years and is dependent on debt and equity financing to fund its operations, all of which raise substantial doubt about the Company's ability to continue as a going concern. As of September 30, 2024, BIO-key International had $6,399,703 in total assets, $6,266,661 in total liabilities, and $133,042 in total stockholders' equity. BIOXCEL THERAPEUTICS: Armistice, Steven Boyd Hold 9.99% Stake ------------------------------------------------------------- Armistice Capital, LLC and Steven Boyd disclosed in a Schedule 13G Report filed with the U.S. Securities and Exchange Commission that as of December 31, 2024, they beneficially owned an aggregate amount of 4,997,275 shares of BioXcel Therapeutics, Inc.'s Common Stock, representing 9.99% of the shares outstanding. Armistice Capital, LLC may be reached at: Steven Boyd c/o Armistice Capital, LLC 510 Madison Avenue, 7th Floor New York, New York 10022 United States of America Tel: (212) 231-4932 A full-text copy of Armistice Capital's SEC Report is available at: https://tinyurl.com/37tv863a About BioXcel Therapeutics Headquartered in New Haven, Conn., BioXcel Therapeutics, Inc., is a biopharmaceutical company utilizing artificial intelligence to develop transformative medicines in neuroscience and, through the Company's wholly owned subsidiary, OnkosXcel Therapeutics LLC, immuno-oncology. The Company is focused on utilizing cutting-edge technology and innovative research to develop high-value therapeutics aimed at transforming patients' lives. The Company employs various AI platforms to reduce therapeutic development costs and potentially accelerate development timelines. Stamford, Conn.-based Ernst & Young LLP, the Company's auditor since 2021, issued a "going concern" qualification in its report dated March 22, 2024, citing that the Company has suffered recurring losses from operations, has used significant cash in operations, and has stated that substantial doubt exists about the Company's ability to continue as a going concern. As of September 30, 2024, BioXcel Therapeutics had $48.9 million in total assets, $134.5 million in total liabilities, and $85.6 million in total stockholders' deficit. BLACKBERRY LIMITED: FIFTHDELTA Entities Report Equity Stakes ------------------------------------------------------------ FIFTHDELTA Ltd and FIFTHDELTA Master Fund Ltd disclosed in a Schedule 13G/A filed with the U.S. Securities and Exchange Commission that as of December 31, 2024, they beneficially owned 12,045,131 and 11,188,731 common shares of BlackBerry Ltd, respectively, representing 2.04% and 1.89% of the 591,583,200 common shares outstanding as of December 17, 2024. FIFTHDELTA Ltd may be reached through: Natasha Newbold, Chief Compliance Officer 15 Sackville Street, 1st Floor London W1S 3DJ United Kingdom Tel: 44 203 989 5555 FIFTHDELTA Master Fund Ltd may be reached through: Linburgh Martin, Director c/o Walkers Corporate Limited 190 Elgin Avenue George Town, Grand Cayman KY1-9008 Cayman Islands A full-text copy of FIFTHDELTA's SEC Report is available at: https://tinyurl.com/y3uwaxv9 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. BONITA SOL: Seeks to Extend Plan Filing Deadline to March 17 ------------------------------------------------------------ Bonita Sol, LLC, asked the U.S. Bankruptcy Court for the Middle District of Florida to extend its period to file Plan and Disclosure Statement to March 17, 2025. The Debtor explains that the Court should grant this Motion because the company is actively negotiating the Plan's terms, and filing the Plan before negotiations conclude would be an inefficient use of all parties' time and resources. The Debtor claims that it has made progress towards reorganization, and negotiating the Plan. Exclusivity has not previously been extended. The Debtor is substantially certain it will propose a confirmable Plan before March 17, 2025, and does not anticipate an objection from parties in interest. Accordingly, the Court should grant this Motion. Bonita Sol, LLC is represented by: Michael R. Dal Lago, Esq. Christian Garrett Haman, Esq. Jennifer M. Duffy, Esq. DAL LAGO LAW 999 Vanderbilt Beach Road Suite 200 Naples, FL 34108 Telephone: (239) 571-6877 Email: mike@dallagolaw.com Email: chaman@dallagolaw.com Email: jduffy@dallagolaw.com About Bonita Sol Bonita Sol, LLC, is primarily engaged in renting and leasing real estate properties. Bonita Sol sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-01582) on Oct. 18, 2024, with total assets of $2,850,000 and total liabilities of $4,483,248. Amy Denton Mayer of Stichter Riedel Blain & Postler, P.A. serves as Subchapter V trustee. Judge Caryl E. Delano handles the case. The Debtor is represented by Mike Dal Lago, Esq., at Dal Lago Law. BORDER PROPERTIES: Seeks to Hire Brock Veytia & Co. as Accountant ----------------------------------------------------------------- Border Properties Group, LLC seeks approval from the U.S. Bankruptcy Court for the Western District of Texas to employ Brock Veytia & Co. PC as its accountant. The firm will render these services: (a) aid the Debtor in preparing a monthly budget, and adjusting that budget as circumstances change; (b) prepare the Debtor's monthly periodic reports; (c) perform all of the accounting services for the Debtor; (d) prepare payment schedules and budgets for inclusion in the Debtor's proposed Plan of Reorganization; and (e) prepare appropriate federal income and Texas franchise tax returns. The firm will be paid at these hourly rates: Robin Veytia, CPA $120 Rosalinda Herera, CPA $100 Karen Roldan, Staff $60 Angie Bermudez, Staff $40 In addition, the firm will seek reimbursement for expenses incurred. The firm received a retainer of $2,000 from an affiliate of the Debtor, Border Services Group, LLC. Mr. Veytia disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Robin Veytia, CPA Brock Veytia & Co. PC 7350 Remcon Circle El Paso, TX 79912 About Border Properties Group LLC Border Properties Group LLC is the fee simple owner of six properties located in Ruidoso, New Mexico, and El Paso, Texas, with a total current value of $9.96 million. Border Properties Group LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Tex. Case No. 25-30142) on February 3, 2025. In its petition, the Debtor reports total assets of $10,000,000 and total liabilities of $15,641,365. Honorable Bankruptcy Judge Christopher G. Bradley handles the case. The Debtor tapped James & Haughland, PC as counsel and Brock Veytia & Co. PC as accountant. BOXLIGHT CORP: Launches $2.8M Private Placement Priced At Market ---------------------------------------------------------------- Boxlight Corporation announced that it has entered into securities purchase agreements for the purchase and sale of 1,323,000 shares of its Class A common stock (or Common Stock equivalents in lieu thereof) and warrants to purchase up to 1,323,000 shares of Common Stock in a private placement priced at-the-market under Nasdaq rules. The combined purchase price of each share of Common Stock (or Common Stock equivalent in lieu thereof) together with the accompanying Warrant is $2.13. The Warrants will have an exercise price of $2.13 per share, will be exercisable six months following the date of issuance and will expire five and a half years from the date of issuance. The closing of the private placement was expected to occur on or about Feb. 21, 2025, subject to the satisfaction of customary closing conditions. The gross proceeds from the private placement are expected to be approximately $2.8 million. The Company intends to use the net proceeds from the private placement for working capital and general corporate purposes. A.G.P./Alliance Global Partners is acting as the sole placement agent for the private placement. The offer and sale of the foregoing securities is being made in a transaction not involving a public offering, and the securities have not been and will not be registered under the Securities Act of 1933, as amended, or applicable state securities laws. Accordingly, the securities may not be offered or sold in the United States except pursuant to an effective registration statement or an applicable exemption from the registration requirements of the Securities Act and such applicable state securities laws. Pursuant to the securities purchase agreements entered into with the investors, the Company agreed to file a registration statement with the U.S. Securities and Exchange Commission covering the resale of the shares of Common Stock (including the shares of Common Stock underlying the Warrants) to be issued to the investors no later than 45 days after the closing of the private placement and to use commercially reasonable efforts to have the registration statement declared effective as promptly as practicable thereafter, and in any event no later than 60 days after the closing of the private placement, or in the event of a "full review" by the SEC, 90 days after the closing of the private placement. About Boxlight Corporation Boxlight Corporation (Nasdaq: BOXL) -- http://www.boxlight.com/-- is a provider of interactive technology solutions under its brands Clevertouch, FrontRow, and Mimio. Boxlight aims to improve engagement and communication in diverse business and education environments. Boxlight develops, sells, and services its integrated solution suite including interactive displays, collaboration software, audio solutions, supporting accessories, and professional services. Atlanta, Georgia-based Forvis, LLP, the Company's auditor since 2018, issued a "going concern" qualification in its report dated March 14, 2024, citing that the Company has identified certain conditions relating to its outstanding debt and Series B Preferred Stock that are outside the control of the Company. In addition, the Company has generated recent losses. These factors, among others, raise substantial doubt regarding the Company's ability to continue as a going concern. Net loss attributable to common shareholders was $40.4 million and $5.0 million for the years ended Dec. 31, 2023 and 2022, respectively, after deducting fixed dividends to Series B preferred shareholders of $1.3 million in each year. As of Dec. 31, 2023, the Company had cash and cash equivalents of $17.3 million, a working capital balance of $54.1 million, and a current ratio of 2.17. "Cash and cash equivalents, along with anticipated cash flows from operations, may not provide sufficient liquidity for our working capital needs, debt service requirements or to maintain minimum liquidity requirements under our Credit Agreement, and we may need to raise capital to meet current working capital requirements including maintaining sufficient inventory levels to meet future sales demand," the Company stated in its 2023 Annual Report filed with the SEC. BROOKDALE SENIOR: Camber Capital Holds 8.48% Equity Stake --------------------------------------------------------- Camber Capital Management LP and Stephen DuBois disclosed in a Schedule 13G/A filed with the U.S. Securities and Exchange Commission that as of December 31, 2024, they beneficially owned 17,168,525 shares of Brookdale Senior Living Inc.'s common stock, representing 8.48% of the outstanding shares. Camber Capital Management LP and Stephen DuBois may be reached through: Sean George Chief Financial Officer 101 Huntington Avenue Suite 2101 Boston, MA 02199 Tel: 617-717-6600 A full-text copy of Camber Capital's SEC Report is available at: https://tinyurl.com/ynzrjnzb About Brookdale Senior Living Headquartered in Brentwood, Tenn., Brookdale Senior Living Inc. operates senior living facilities in the United States. * * * Egan-Jones Ratings Company on January 14, 2025, maintained its 'CC' foreign currency and local currency senior unsecured ratings on debt issued by Brookdale Senior Living Inc. BROOKDALE SENIOR: Flat Footed, Marc Andersen Hold 5.7% Equity Stake ------------------------------------------------------------------- Flat Footed LLC and Marc Andersen disclosed in a Schedule 13G/A filed with the U.S. Securities and Exchange Commission that as of December 31, 2024, they beneficially owned 11,401,757 shares of Brookdale Senior Living Inc.'s common stock, $0.01 par value, representing 5.7% of the 199,212,529 shares outstanding as of November 5, 2024. Flat Footed LLC may be reached through: Flat Footed LLC Marc Andersen, Managing Member 3415 North Pines Way, Suite 205 Wilson, WY 83014 Tel: 917-439-7926 A full-text copy of Flat Footed's SEC Report is available at: https://tinyurl.com/4zt5sr6z About Brookdale Senior Living Headquartered in Brentwood, Tenn., Brookdale Senior Living Inc. operates senior living facilities in the United States. As of June 30, 2024, Brookdale Senior Living had $5.5 billion in total assets, $5.1 billion in total liabilities, and $341.7 million in total stockholders' equity. * * * Egan-Jones Ratings Company on January 14, 2025, maintained its 'CC' foreign currency and local currency senior unsecured ratings on debt issued by Brookdale Senior Living Inc. CADUCEUS PHYSICIANS: No Patient Care Concern, PCO Report Says ------------------------------------------------------------- Stanley Otake, the patient care ombudsman, filed with the U.S. Bankruptcy Court for the Central District of California his second report regarding the quality of patient care provided by Caduceus Physicians Medical Group. On November 8, 2024 and on December 16, 2024, the PCO performed site inspections on the Caduceus Practices. All sites were inspected, and all were compliant with health and safety requirements. Previous concerns regarding expired medications were addressed and none were found on review of exam and treatment rooms. The PCO reviewed staff scheduling reports and is satisfied that staffing meets patient volume and acuity requirements. He was informed of the relocation of certain services in the Yorba Linda office and has no concerns regarding impact to patient care by the changes made. The PCO observed that all facilities appeared to have ample supplies and medications. Review and discussions related to negative social media postings were conducted and the PCO is satisfied with the feedback regarding patient complaints. Mr. Otake finds that the care being provided to the patients of Caduceus' practice is within the standard of care in the community. A copy of the ombudsman report is available for free at https://urlcurt.com/u?l=1HRUuM from PacerMonitor.com. The ombudsman may be reached at: Stanley Otake 225 N. Deerwood Street Orange, CA 92869 562-225-1934 Email: ucla1000@aol.com About Caduceus Physicians Medical Group Caduceus Physicians Medical Group, a Professional Medical Corporation, d/b/a Caduceus Medical Group, is a physician owned and managed multi-specialty medical group with locations in Yorba Linda, Anaheim, Orange, Irvine, and Laguna Beach. It specializes in primary care, pediatrics, and urgent care. Caduceus Physicians Medical Group and Caduceus Medical Services, LLC, filed Chapter 11 petitions (Bankr. C.D. Cal. Lead Case No. 24-11946) on August 1, 2024. The petitions were signed by CRO Howard Grobstein. At the time of the filing, Caduceus Physicians reported $1 million to $10 million in both assets and liabilities while Caduceus Medical reported up to $50,000 in both assets and liabilities. Judge Theodor Albert presides over the cases. David A. Wood, Esq., at Marshack Hays Wood, LLP, is the Debtors' legal counsel. Stanley Otake is the patient care ombudsman appointed in the Debtor's Chapter 11 case. CAPSTONE GREEN: All Proposals Approved at Annual Meeting -------------------------------------------------------- Capstone Green Energy Holdings, Inc. held its 2024 annual meeting of stockholders on February 12, 2025. At the close of business on December 16, 2024, the record date for the Annual Meeting, 18,540,789 shares of the Company's voting common stock, par value $0.001 per share, were issued and outstanding, and each holder of the Company's Common Stock as of the Record Date was entitled to one vote for each share of Common Stock held by such stockholder on that date. Holders of the Company's non-voting common stock, par value $0.001 per share, were not entitled to notice of, or to vote at, the Annual Meeting. At the Annual Meeting, stockholders entitled to a total of 11,276,755 votes, or approximately 60.82% of the voting power of all outstanding shares of capital stock of the Company entitled to vote at the Annual Meeting, were present or represented by proxy, constituting a quorum. The final voting results on the proposals presented for stockholder approval at the Annual Meeting were as follows: Proposal 1: The election of Ping Fu to the Company's board of directors as a Class I director to serve until the Company's 2027 annual meeting of stockholders or until their successor has been elected and qualified. -- Ms. Fu was re-elected as a Class I director of the Company to serve until the Company's 2027 annual meeting of stockholders or until the election and qualification of her successor in office, subject to her earlier death, resignation, retirement, disqualification or removal. Proposal 2: A non-binding advisory vote on the compensation of the Company's named executive officers. -- The stockholders approved, on a non-binding advisory basis, the compensation of the Company's named executive officers. Proposal 3: A non-binding advisory vote on the frequency of advisory votes on the compensation of the Company's named executive officers. -- In light of the vote of the stockholders on Proposal 3, the Company has determined to hold future advisory votes on named executive officer compensation every year until the next required stockholder vote on the frequency of such votes is held or until the board of directors of the Company otherwise determines that a different frequency for such advisory votes is in the best interests of the Company's stockholders. Proposal 4: Ratification of the selection of Marcum LLP, or CBIZ CPAs P.C., assuming the Company, acting through the Audit Committee of the Board, elects to engage CBIZ CPAs P.C., and subject to the completion of CBIZ CPAs P.C.'s customary client acceptance procedures, as the Company's independent registered public accounting firm for the fiscal year ending March 31, 2025. -- The stockholders voted to ratify the selection of Marcum LLP, or CBIZ CPAs P.C., assuming the Company, acting through the Audit Committee of the Board, elects to engage CBIZ CPAs P.C., and subject to the completion of CBIZ CPAs P.C.'s customary client acceptance procedures, as the Company's independent registered public accounting firm for the fiscal year ending March 31, 2025. About Capstone Green Energy Corporation Capstone Green Energy Corporation builds microturbine energy systems and battery storage systems that allow customers to produce power on-site in parallel with the electric grid or stand-alone when no utility grid is available. Capstone Green offers microturbines designed for commercial, oil and gas, and other industrial applications. Los Angeles, Calif.-based Marcum LLP, the Company's auditor since 2017, issued a "going concern" qualification in its report dated September 26, 2024, citing that the Company has a significant working capital deficiency, has incurred significant operating losses and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. As of December 31, 2024, the Company had $78.4 million in total assets, $86 million in total liabilities, $13.9 million in redeemable noncontrolling interests and $21.5 million in total stockholders' deficiency. CAPSTONE GREEN: Posts $2.7 Million Net Loss in Q3 FY2025 -------------------------------------------------------- Capstone Green Energy Holdings, Inc., the public successor to Capstone Green Energy Corporation, filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $2.7 million on $20.1 million of total net revenues for the three months ended December 31, 2024, compared to a net income of $24.2 million on $14.6 million of total net revenues for the three months ended December 31, 2023. For the nine months ended December 31, 2024, the Company reported a net loss of $7.1 million on $58.5 million of total net revenues, compared to a net income of $12.7 million on $66.9 million of total net revenues for the same period in 2023. Gross profit for the third quarter ended December 31, 2024, of fiscal 2025 was $5.0 million, which was $2 million higher than the same period last year. Further, gross margin was 25%, which was a 4% improvement over same period prior year. The $2 million gross profit increase was driven by higher volumes and improving productivity from operations. Gross margin improvement was mainly due to the effects of the product price increases applied in the second quarter of fiscal 2025 as well as improved financial and business disciplined activities in rentals, service agreements, and parts business categories. Adjusted EBITDA for the third quarter of fiscal 2025 improved to $0.5 million from negative $0.2 million in the third quarter of last year, primarily due to improved gross margin and lower operating expenses. Total cash as of December 31, 2024, was $3.3 million, an increase of $1.2 million from March 31, 2024. As of December 31, 2024, the Company had $78.4 million in total assets, $86 million in total liabilities, $13.9 million in redeemable noncontrolling interests and $21.5 million in total stockholders' deficiency. "We are pleased with the Company's third-quarter results for fiscal 2025, which reflect the improvements in product sales and services. Increased revenue and the continued execution of our corporate initiatives focused on financial and commercial discipline has improved gross profit and gross profit margin," said John Juric, Chief Financial Officer of Capstone. "Additionally, we are pleased that Capstone stock began trading on the OTC Pink market on January 6, 2025." "The results from Q3 fiscal 2025 demonstrate the steady improvements we are making in the business in terms of financial health, sustainable excellence, building culture and talent that is focused on accountability," said Vince Canino, President & Chief Executive Officer of Capstone. A full-text copy of the Company's Form 10-Q is available at: https://tinyurl.com/9p8mxbbh About Capstone Green Energy Holdings Capstone Green builds microturbine energy systems and battery storage systems that allow customers to produce power on-site in parallel with the electric grid or stand-alone when no utility grid is available. Capstone Green offers microturbines designed for commercial, oil and gas, and other industrial applications. Los Angeles, Calif.-based Marcum LLP, the Company's auditor since 2017, issued a "going concern" qualification in its report dated September 26, 2024, citing that the Company has a significant working capital deficiency, has incurred significant operating 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. CARE PAVILION: PCO Reports Resident Care Complaints --------------------------------------------------- Margaret Barajas, the patient care ombudsman, filed with the U.S. Bankruptcy Court for the Western District of Pennsylvania her first report regarding the quality of patient care provided by Care Pavilion, LLC. In a Feb. 5 visit at Care Pavilion Nursing and Rehabilitation Center facility, the local ombudsman reported that call bells were not answered promptly during the night shift. A resident informed the local ombudsman that the night-shift staffing is not adequate. Residents reported meal portions were small and some residents raised the issue of medications being delivered late. The ombudsman observed that the Maplewood Nursing and Rehabilitation Center facility is very clean, and each floor had active cleaning staff. An up-to-date activities calendar is posted. Snacks are available for residents. The temperature was slightly high. Call bells appear to be answered promptly. According to the PCO report, call bells are not always answered promptly on evening and overnight shifts at York Nursing and Rehabilitation Center facility. A complainant reported that the resident's bedsores were not being tended to and have gotten worse since he came to the facility. Residents also reported that formal grievances are not always addressed. The local ombudsman cited a report that clothes of other residents had been thrown into the room of a resident at Cliveden Nursing and Rehabilitation Center facility. The complainant was also concerned with the resident's quality of care. A diabetic resident reported that she is given meals high in carbohydrates and sugars. The resident attempted to self-resolve by calling the kitchen but they do not always get it right. A copy of the ombudsman report is available for free at https://urlcurt.com/u?l=BP538I from Stretto, Inc., claims agent. The ombudsman may be reached at: Margaret Barajas PA Long-Term Care Ombudsman | Ombudsman Office Pennsylvania Department of Aging 555 Walnut St. 5th Floor Harrisburg, PA 17101 Phone: (717) 783-7096 | Fax: (717) 772-3382 Email: mbarajas@pa.gov About Pottsville Operations Pottsville Operations LLC and its affiliates own and operates six skilled nursing facilities in Pennsylvania. Collectively, Pottsville has 925 beds across the six facilities, and 759 residents currently at the Facilities as of the Petition Date. Pottsville acquired the facilities in May of 2021. Pottsville Operations and its 10 affiliates sought relief under sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Pa. Lead Case No. 24-70418) on Oct. 15, 2024. In the petition signed by Neil Luria, as chief restructuring officer, Pottsville reports estimated assets between $1 million and $10 million and estimated liabilities between $10 million and $50 million. Bankruptcy Judge Jeffery A Deller handles the cases. The Debtors tapped Baker & Hostetler, LLP as general bankruptcy counsel; and RAaines Feldman Littrell, LLP as local counsel. SOLIC Capital Advisors LLC is serving as financial advisor, and Solic's Neil Luria has been tapped as CRO of the Debtors. Stretto, Inc. is the claims agent. Margaret Barajas is the patient care ombudsman appointed in the Debtors' cases. CAREPOINT HEALTH: Cohen Weiss & Kaufman Represent Creditors ----------------------------------------------------------- Melissa S. Woods and Matthew E. Stolz at Cohen, Weiss and Simon LLP ("CWS"), and Susan E. Kaufman at the Law Office of Susan E. Kaufman, LLC filed a verified statement pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure to disclose that in the Chapter 11 cases of CarePoint Health Systems Inc., d/b/a Just Health Foundation, et al., the firms represent the following creditors: 1. Committee of Interns and Residents, SEIU ("CIR") 10-27 46th Avenue, Suite 300-2 Long Island City, NY 11101 2. Voluntary Hospitals House Staff Benefits Plan ("VHHSBP") 10-27 46th Avenue, Suite 300-2 Long Island City, NY 11101 CIR and VHHSBP have claims against the Debtors. These claims arise from Debtors' obligations arising under collective bargaining agreements ("CBAs") between CIR and various Debtors. The CBAs set out the terms and conditions of employment for the Debtors' intern and resident physician employees represented by CIR and obligates the Debtors to make contributions to the VHHSBP for health and welfare benefits for the CIR-represented employees. The claims arose both before and during the one-year period prior to the filing of the case. CWS have previously worked with CIR and VHHSBP on numerous matters. In this matter, CWS and Kaufman were engaged by CIR and VHHSBP in November 2024 and February 2025, respectively, at the instance of each entity. CWS and Kaufman have no claims or interests against the Debtors. The law firms can be reached at: LAW OFFICE OF SUSAN E. KAUFMAN, LLC Susan E. Kaufman, Esq. 919 North Market Street, Suite 460 Wilmington, DE 19801 (302) 472-7420 (302) 792-7420 Fax Email: skaufman@skaufmanlaw.com -and- Melissa S. Woods, Esq. Matthew Stolz, Esq. Cohen, Weiss and Simon LLP 909 Third Avenue, 12th Floor New York, NY 10022 (212) 563-4100 Email: mwoods@cwsny.com mstolz@cwsny.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. CARGO LIFTS: Daniel Etlinger Named Subchapter V Trustee ------------------------------------------------------- The U.S. Trustee for Region 21 appointed Daniel Etlinger of Underwood Murray, P.A. as Subchapter V trustee for Cargo Lifts of North Florida, LLC. Mr. Etlinger will be paid an hourly fee of $350 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Etlinger declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Daniel E. Etlinger Underwood Murray, P.A. 100 N. Tampa Street, Suite 2325 Tampa Florida 33602 (813) 540-8401 Email: detlinger@underwoodmurray.com About Cargo Lifts of North Florida Cargo Lifts of North Florida, LLC filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. N.D. Fla. Case No. 25-10036) on February 10, 2025, listing between $100,001 and $500,000 in assets and between $500,001 and $1 million in liabilities. Elena Paras Ketchum, Esq., at Stichter, Riedel, Blain & Postler, P.A. represents the Debtor as legal counsel. CARNIVAL CORP: Fitch Rates Proposed $1BB Unsec. Notes Due 2030 'BB' ------------------------------------------------------------------- Fitch Ratings has assigned Carnival Corporation's (Carnival) anticipated $1 billion senior unsecured notes issuance due 2030 a 'BB' rating with a Recovery Rating of 'RR4'. Carnival's Long-Term Issuer Default Rating (IDR) remains at 'BB' with a Positive Rating Outlook, reflecting no material change in its EBITDA leverage since the last review. The Fitch-calculated 2024 EBITDA leverage of 4.8x for Carnival is slightly higher than the 'BB' midpoint. However, this is offset by the company's scale, high operating margins, strong liquidity and its expectations of continued deleveraging. Potential risks include an economic downturn that reduces leisure demand and results in higher fuel prices. The Positive Outlook reflects Fitch's belief that strong booking activity, which provides short-term visibility, and management's commitment to reduce debt will continue to lead to stronger credit metrics. Fitch intends to resolve the rating 12-18 months from when it was assigned in Aug. 2024. Key Rating Drivers Refinancing Reduces Cash Interest: Carnival's planned issuance of $1 billion in senior unsecured notes, combined with a $2 billion unsecured note refinancing in January should lead to material cash interest reductions and an increase FCF. Fitch estimates $120 million in annual interest savings from both transactions. Cruise Demand Remains Strong: Cruise companies continue to benefit from their better value proposition relative to resort vacations and a large base of repeat customers. Carnival, along with Royal Caribbean and Norwegian Cruise Lines, have publicly stated that bookings are at record levels for both 2024 and 2025. The long-term nature of cruise bookings provides strong visibility, as cancellations are not typically material. Carnival has increased guidance every quarter since the end of the pandemic and projects net yields to rise by approximately 4% (constant currency) in 2025. Continued Debt Reduction: Carnival materially increased debt during the pandemic to fund ship deliveries and cover operating costs. Debt has been reduced to $28 billion in 2024 from $35.6 billion in 2022. Fitch expects that FCF growth and management's commitment to investment-grade metrics will lead to rapid improvement in credit metrics. The decline in new ship deliveries over the next three years should lead to greater FCF growth and further debt reduction. Carnival also has approximately $1.1 billion of convertible notes, which Fitch expects to be largely settled through share exchanges. Increased FCF Growth: Fitch expects EBITDA growth, lower interest costs from debt reduction, and lower growth capex to result in higher FCF through the forecast horizon. Fitch estimates FCF will grow to $1.9 billion in 2025 and materially thereafter. Historically, cruise companies have historically paid minimal taxes, and debt reduction and refinancings should lower interest costs. Carnival should also benefit from higher customer deposits given the continued growth in bookings. Fitch does not anticipate any material shareholder returns until the company achieves investment-grade status. Leader in Cruise Industry: Carnival is the world's largest cruise operator, with multiple brands. Due to its brand acceptance and market leading capacity, the company holds the top market share in the North American and European markets, which contribute most of its EBITDA. Historically, the company's scale has been a credit positive, but pandemic-related disruptions severely impacted Carnival given its high fixed-cost structure and resulted in delayed ship deliveries. Under normal cruise operating conditions, Fitch considers Carnival's scale a positive factor. Moderate Industry Capacity Growth: Capacity growth is expected to be somewhat muted over the next several years given the reduction of new ship orders during the pandemic, as industry credit metrics weakened. However, Fitch believes lower supply growth will support net yield growth in the near term. Recent announcements of new ship builds will mostly not affect the market until the end of the decade, although capacity growth would still be modest. Favorable Industry Dynamics: The top players in the cruise line industry benefit from high barriers to entry due to significant ship capex spend, low global market penetration rates relative to other leisure activities, mobile assets that allow companies to move to other markets when existing markets are facing uncertain economic or geopolitical issues, and favorable tax treatment given their incorporation outside the U.S. Derivation Summary Carnival is the largest cruise ship operator in terms of berths and passengers carried compared to Royal Caribbean Inc. (NR) and Norwegian Cruise Line Holdings, Ltd. (NR). Carnival is also compared to other high-'BB' and low-'BBB' leisure credits such as Hyatt Hotels Corporation (BBB-/Stable) and Wyndham Hotels & Resorts Inc. (BB+/Stable). Carnival has materially greater scale and geographic diversification than its comparable peers, although leverage is higher. Fitch believes that Carnival's scale and FCF generation will result in materially improved credit metrics that will be more indicative of an investment-grade credit over the forecast horizon. Key Assumptions - Passengers carried expected to grow in the low-single digits during the forecast horizon. Occupancy expected to increase to 107% in 2026 and beyond; - Net yields are expected to increase 4% in 2025 and in the low -to mid-single digits over the remainder of the forecast horizon; - Adjusted cruise costs per available lower berth days, excluding fuel, are forecast to increase in the low- to mid-single digits over the forecast horizon; - Capex including new ship deliveries are expected to drop to $3.5 billion in 2025 and $3 billion in 2026; - There are no assumptions for share repurchases, common dividends, acquisitions or asset sales; - FCF is expected to be applied to debt reduction through the forecast horizon. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - EBITDA leverage sustaining above 5.5x; - Economic or geopolitical event that lasts for an extended period and results in a deterioration of the capital structure (i.e., increased debt, use of secured or priority guaranteed financing); - A more aggressive financial policy that includes accelerates ship building plans or increased shareholder allocations that would allow for credit metrics to become vulnerable during a weaker economic environment. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - Sustainable positive FCF with application toward debt payment; - EBITDA leverage approaching 4.5x; - (CFO-capex)/debt is greater than 10%. Liquidity and Debt Structure Rapidly Improving Liquidity: Carnival had $1.2 billion of cash and $2.9 billion of borrowings available (subject to foreign exchange movements) under its current revolving credit facility as of Nov. 30, 2024 maturing in Aug. 2027. The company also had $7.8 billion of undrawn export credit facilities as of Nov. 30, 2024 to fund ship deliveries planned through 2028. Fitch expects Carnival to be FCF positive through the forecast horizon, which further enhances liquidity. Upcoming Maturity Wall: Carnival has material debt repayments due over the next several years, including $4.9 billion due in 2027 and $6.7 billion due in 2028 pro forma the refinancing. Fitch believes debt reduction, potential conversion of convertible debt exchanged into shares, and refinancing opportunities should allow the company to address its debt repayment schedule. Fitch expects new ship deliveries to decline over the forecast horizon. The company will add one ship in 2025, none in 2026, and one each in 2027 and 2028. Carnival recently announced three new ships, but the first delivery is not until 2029. Issuer Profile Carnival Corporation and Carnival plc (together, Carnival) is the largest global cruise company and among the largest leisure travel companies, with a portfolio of world-class cruise lines. Date of Relevant Committee 30-Jul-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 ----------- ------ -------- Carnival Corporation senior unsecured LT BB New Rating RR4 CARNIVAL PLC: EUR814MM Bank Debt Trades at 20% Discount ------------------------------------------------------- Participations in a syndicated loan under which Carnival PLC is a borrower were trading in the secondary market around 80.4 cents-on-the-dollar during the week ended Friday, February 21, 2025, according to Bloomberg's Evaluated Pricing service data. The EUR814 million Term loan facility is scheduled to mature on November 2, 2034. About EUR683.0 million of the loan has been drawn and outstanding. Carnival PLC owns and operates cruise ships. The Company offers cruise vacations in North America, Continental Europe, the United Kingdom, South America, and Australia. CATHETER PRECISION: Armistice Capital, Steven Boyd Hold 9.99% Stake ------------------------------------------------------------------- Armistice Capital, LLC and Steven Boyd disclosed in a Schedule 13G/A Report filed with the U.S. Securities and Exchange Commission that as of December 31, 2024, they beneficially owned an aggregate amount of 4,997,275 shares of Catheter Precision Inc.'s Common Stock, representing 9.99% of the shares outstanding. Armistice Capital, LLC may be reached at: Steven Boyd c/o Armistice Capital, LLC 510 Madison Avenue, 7th Floor New York, New York 10022 United States of America Tel: (212) 231-4932 A full-text copy of Armistice Capital's SEC Report is available at: https://tinyurl.com/3e2fcksm 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. CELULARITY INC: Bristol Myers Squibb Holds 1.9% of Class A Shares ----------------------------------------------------------------- Bristol Myers Squibb Co and its wholly owned subsidiary Celgene Corporation disclosed in a Schedule 13G/A filed with the U.S. Securities and Exchange Commission that as of December 31, 2024, they beneficially owned 426,372 shares of Celularity Inc.'s Class A Common Stock, par value $0.0001 per share, representing 1.9% of the 22,484,239 shares outstanding as of December 2, 2024. The Reporting persons may be reached through: Amy Fallone, Corporate Secretary & Vice President BMS: Route 206 & Province Line Road, Princeton, New Jersey 08543 Tel: 6092524621 Celgene: 86 Morris Avenue, Summit, New Jersey 07901 A full-text copy of Bristol Myers's SEC Report is available at: https://tinyurl.com/3wywewmp About Celularity Inc. Headquartered in Florham Park, N.J., Celularity Inc. -- http://www.celularity.com/-- is a regenerative and cellular medicines company focused on addressing aging related diseases including cancer and degenerative diseases. The Company's goal is to ensure all individuals have the opportunity to live healthier longer. The Company develops and market off-the-shelf placental-derived allogeneic advanced biomaterial products including allografts and connective tissue matrices for soft tissue repair and reconstructive procedures in the treatment of degenerative disorders and diseases including those associated with aging. Morristown, New Jersey-based Deloitte & Touche LLP, the Company's auditor since 2018, issued a "going concern" qualification in its report dated July 30, 2024, citing that the Company has suffered recurring losses and net cash outflows from operations and has outstanding debt that is currently due for which the Company does not have sufficient liquidity to repay. These factors raise substantial doubt about the Company's ability to continue as a going concern. CEMTREX INC: Anson Funds Holds 4.9% Equity Stake ------------------------------------------------ Anson Funds Management LP, disclosed in a Schedule 13G/A filed with the U.S. Securities and Exchange Commission that as of December 31, 2024, it beneficially owned 90,554 shares of Common Stock underlying warrants held by the Fund, representing 4.9% of Cemtrex, Inc.'s Common Stock, based on a total of 1,814,716 shares outstanding (including the 90,554 shares of Common Stock underlying the warrants). Anson Funds may be reached through: Tony Moore, Manager 16000 Dallas Parkway Suite 800 Dallas TX 75248 Tel: 214-866-0202 A full-text copy of Anson Funds's SEC Report is available at: https://tinyurl.com/yck3rnyf About Cemtrex Cemtrex, Inc. was incorporated in 1998 in the state of Delaware and has evolved through strategic acquisitions and internal growth into a multi-industry company. During the first quarter of fiscal year 2023, the Company reorganized its reporting segments to be in line with its current structure consisting of (i) Security, (ii) Industrial Services, and (iii) Cemtrex Corporate. Jericho, New York-based Grassi & Co, CPAs, P.C., the Company's auditor since 2021, issued a "going concern" qualification in its report dated Dec. 30, 2024, citing that the Company has sustained net losses and has significant short-term debt obligations, which raise substantial doubt about its ability to continue as a going concern. As of Dec. 31, 2024, Cemtrex had $46,689,423 million in total assets, $48,178,944 in total liabilities, $70,013 in non-controlling interest, and $1,559,534 in total stockholders' deficit. CEMTREX INC: Widens Net Loss to $28.9MM for Quarter Ended Dec. 31 ----------------------------------------------------------------- Cemtrex, Inc. filed its Quarterly Report on Form 10-Q with the Securities and Exchange Commission, disclosing a net loss of $28,934,519 on $13,739,899 of revenue for the three months ended Dec. 31, 2024, compared to a net loss of $1,303,903 on $16,878,166 of revenue for the same period in 2023. The Company has incurred substantial operational losses of $5,269,745 and $1,511,508 for fiscal years 2024 and 2023, respectively, and an operational loss of $2,281,438 for the three months ended December 31, 2024. Additionally, the Company has debt obligations over the next fiscal year of $10,842,321 and working capital of $4,130,393, that raise substantial doubt with respect to the Company's ability to continue as a going concern. As of Dec. 31, 2024, the Company had $46,689,423 million in total assets, $48,178,944 in total liabilities, $70,013 in non-controlling interest, and $1,559,534 in total stockholders' deficit. A full-text copy of the Company's Form 10-Q is available at: https://tinyurl.com/2s3n7d3e About Cemtrex Cemtrex, Inc. was incorporated in 1998 in the state of Delaware and has evolved through strategic acquisitions and internal growth into a multi-industry company. During the first quarter of fiscal year 2023, the Company reorganized its reporting segments to be in line with its current structure consisting of (i) Security, (ii) Industrial Services, and (iii) Cemtrex Corporate. Jericho, New York-based Grassi & Co, CPAs, P.C., the Company's auditor since 2021, issued a "going concern" qualification in its report dated Dec. 30, 2024, citing that the Company has sustained net losses and has significant short-term debt obligations, which raise substantial doubt about its ability to continue as a going concern. CHAMPIONS ONCOLOGY: Tocqueville Asset Holds 4.4% Stake ------------------------------------------------------ Tocqueville Asset Management L.P., Taubenpost Capital L.P., Taubenpost Capital LLC, and Donald Wang disclosed in a Schedule 13G/A filed with the U.S. Securities and Exchange Commission that as of December 31, 2024, they beneficially own 608,915 shares of Champions Oncology, Inc.'s common stock, par value $0.001 per share, representing 4.4% of the outstanding shares. Tocqueville may be reached through: Kelsey Graham, Chief Compliance Officer Tocqueville Asset Management L.P. 40 West 57th Street, 19th Floor New York, NY 10019 Tel: 212-698-0800 A full-text copy of Tocqueville's SEC Report is available at: https://tinyurl.com/ye25mcsh About Champions Oncology Hackensack, N.J.-based Champions Oncology, Inc. is a technology-enabled research organization engaged in creating technology solutions to be utilized in drug discovery and development. Its research center operates in both regulatory and non-regulatory environments and consists of a comprehensive set of computational and experimental research platforms. Its pharmacology, biomarker, and data platforms are designed to facilitate drug discovery and development at lower costs and increased speeds. West Palm Beach, Fla.-based EisnerAmper LLP, the Company's auditor since 2015, issued a "going concern" qualification in its report dated July 16, 2024, citing that the Company has experienced net losses and negative cash flows from operations that raise substantial doubt about its ability to continue as a going concern. As of October 31, 2024, Champions Oncology had $25.2 million in total assets, $24.6 million in total liabilities, and $0.7 million in total shareholders' equity. CINEMARK HOLDINGS: New Bonus Plan OK'd -------------------------------------- Cinemark Holdings, Inc. disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that the Compensation Committee of the Board of Directors approved a new bonus plan, the Cinemark Holdings, Inc. Amended and Restated Short-Term Incentive Plan, which provides the terms of annual bonus opportunities to be granted to certain of the Company's executive officers and other key employees. The following summary is qualified in its entirety by the provisions of the STIP, which is filed as Exhibit 10.1 hereto and incorporated herein by reference. Under the STIP, each of the Company's executive officers and other key employees selected to participate in the STIP for a particular plan year will be eligible to receive a cash bonus if the Company achieves certain performance goals established by the Compensation Committee. A Participant's performance bonus, other than the Chief Executive Officer's performance bonus, may be modified by the Chief Executive Officer or, with respect to any named executive officer, the Compensation Committee to decrease the Participant's performance bonus up to a maximum of 50% or increase the Participant's performance bonus up to a maximum of 15% except when any positive increase would result in a bonus payment in excess of 200% of the target bonus. Any modifications are based upon such Participant's individual performance against such Participant's annual business objectives and goals. Participants who achieve a performance rating of "marginal impact" are ineligible to receive a performance bonus. The STIP provides that, except as otherwise provided by the Compensation Committee or as set forth in an offer letter or employment agreement, a Participant generally must remain employed with the Company or a subsidiary of the Company through the last day of the plan year to be eligible for a bonus for that year. About Cinemark Holdings Inc. Headquartered in Plano, Texas, Cinemark Holdings, Inc. operates as a movie theater. * * * Egan-Jones Ratings Company on November 11, 2024, upgraded the foreign currency and local currency senior unsecured ratings on debt issued by Cinemark Holdings, Inc. to CCC+ from CCC. CINEMARK HOLDINGS: Orbis, Allan Gray Australia Hold 9.2% Stake -------------------------------------------------------------- Orbis Investment Management Ltd and Allan Gray Australia Pty Ltd disclosed in a Schedule 13G filed with the U.S. Securities and Exchange Commission that as of December 31, 2024, they beneficially owned a total of 11,297,455 shares of Cinemark Holdings, Inc.'s common stock, representing 9.2% of the outstanding shares. ORBIS INVESTMENT MANAGEMENT LTD may be reached through: Matt Gaarder, Attorney-in-Fact Orbis Investment Management Limited 25 Front Street, Hamilton HM11, Bermuda Tel: 441-296-3000 Allan Gray Australia Pty Ltd may be reached through: Matt Gaarder, Attorney-in-Fact Allan Gray Australia Pty Limited Level 2, Challis House, 4 Martin Place Sydney NSW 2000, Australia A full-text copy of Orbis Investment's SEC Report is available at: https://tinyurl.com/yf8fzw53 About Cinemark Holdings Inc. Headquartered in Plano, Texas, Cinemark Holdings, Inc. operates as a movie theater. * * * Egan-Jones Ratings Company on November 11, 2024, upgraded the foreign currency and local currency senior unsecured ratings on debt issued by Cinemark Holdings, Inc. to CCC+ from CCC. CINEMARK HOLDINGS: Third Point Holds 3.06% Equity Stake ------------------------------------------------------- Third Point LLC and Daniel S. Loeb disclosed in a Schedule 13G/A filed with the U.S. Securities and Exchange Commission that as of December 31, 2024, they beneficially owned 3,750,000 shares of Cinemark Holdings, Inc.'s common stock, representing 3.06% of the 122,364,524 outstanding shares. Third Point may be reached through: Jana Tsilman, Attorney-in-Fact 55 Hudson Yards New York, New York 10001 Tel: 212-715-3880 A full-text copy of Third Point's SEC Report is available at: https://tinyurl.com/43bdyphr About Cinemark Holdings Inc. Headquartered in Plano, Texas, Cinemark Holdings, Inc. operates as a movie theater. * * * Egan-Jones Ratings Company on November 11, 2024, upgraded the foreign currency and local currency senior unsecured ratings on debt issued by Cinemark Holdings, Inc. to CCC+ from CCC. CITRIN COOPERMAN: S&P Assigns 'B-' ICR, Outlook Stable ------------------------------------------------------ S&P Global Ratings assigned its 'B-' issuer credit rating to Citrin Cooperman Advisors LLC. At the same time, S&P assigned its 'B-' issue-level and '3' recovery rating to the proposed senior secured credit facility. The '3' recovery rating indicates its expectation of meaningful (50%-70%; rounded estimate: 50%) recovery for lenders in the event of a payment default The stable outlook reflects S&P's view that Citrin will successfully be able to organically grow revenue between 4% and 6% and successfully integrate acquisitions leading to realized cost efficiencies. Private-equity sponsor Blackstone and co-investors have entered into an agreement to acquire a majority stake in New York-based accounting and professional services firm Citrin Cooperman Advisors LLC. The new $1.05 billion senior secured credit facility comprises a $775 million term loan due 2032, a $50 million delayed draw term loan due 2032, and a $225 million revolving credit facility due 2030. The company will fund the acquisition with proceeds from the term loan, along with equity from Blackstone, co-investors, and current partners of the firm, while the delayed drawn term loan and revolving credit facility will have full availability at close. S&P said, "The 'B-' issuer credit rating on Citrin Cooperman Advisors LLC is based on our assessment of the company's limited size and scale as a national professional services firm that participates in the highly competitive and mature tax, advisory, and attest services business. With $871 million of sales in fiscal 2024, Citrin provides small and medium sized businesses, middle-market firms and high net worth individuals with tax, advisory and attest services. Our rating is constrained by the company's limited scale and geographic diversity as it generates a majority of its revenue from the U.S. Additionally, the company operates in a mature industry with a competitive pricing environment that constrains its ability to significantly raise bill rates and therefore restricts organic growth. However, Citrin receives a majority of its revenue from a highly-recurring customer base and nondiscretionary services, which we believe allows for good revenue stability. The company also benefits from a diversified client base in which no client generated more than 1% of the revenue. Twenty-one percent of the company's billings are from high net worth individuals, which allows the company to differentiate itself from other national firms. Finally, the company operates in multiple industries, which limits its exposure to one sector and adds further stability to the business. "The rating also reflects the company's majority ownership by a financial sponsor and our expectation of S&P Global Ratings-adjusted leverage above 9x for fiscal year 2025 and in the 7x area in fiscal 2026, which we view as high, but adequate for the current rating level. In line with S&P's standard ratio calculations and adjustments, we have taken a more conservative approach to our EBITDA calculations. In particular, we do not add back transaction and integration costs related to acquisitions and we do not give full credit for pro forma acquisition EBITDA, leading to an S&P Global Ratings-adjusted EBITDA different from managements pro forma calculations. In addition, we view Blackstone's ownership as a risk because we believe financial sponsors are more likely to engage in debt-financed acquisitions and shareholder returns. However, we expect the company to continue to benefit from its asset-lite and low capital expenditure (capex) business model, which allows for good free cash flow generation. "We expect organic revenue growth to be between 4% and 6% in 2025, allowing for stable growth and potential margin improvement as the company continues to increase offshoring efforts. The company benefits from operating in a noncyclical, regulatory-driven industry with high levels of reoccurring revenue which supports organic growth in the mid-single digits. However, we believe significant organic growth above those levels are unlikely due to the competitive nature of the regional accounting segment, which reduces the company's pricing power. We expect the company to continue to invest in offshore support in all three business segments as in efforts to improve operating leverage. Therefore, we expect S&P Global Ratings adjusted EBITDA margins to be between 10% and 14% in 2025, which is relatively in line with rated accounting peers. "We expect the company to continue its highly acquisitive business strategy, which poses increased execution risk. Under former ownership the company completed over 20 acquisitions in a three-year period, and we believe this acquisitive strategy will continue with Blackstone as the sponsor. We believe the current certified public accountant (CPA) shortage creates an attractive merger and acquisition (M&A) market for the company and will allow the company to generate synergies related to headcount and office consolidation. However, the acquisitive strategy creates sizeable integration and transaction costs that could significantly increase leverage if there were operational missteps. We also believe that future acquisitions may be debt-funded. "The stable outlook reflects our view that Citrin will grow revenue organically between 4% and 6% and successfully integrate acquisitions leading to realized cost efficiencies." S&P could lower the rating if it believes the company's current capital structure was unsustainable, which could occur if: -- Aggressive financial policy decisions such as large debt-funded acquisitions or substantial debt-funded distributions that weaken credit metrics take place. -- The company faces operational challenges such as acquisition-integration missteps, changing industry dynamics or client volume declines that reduce revenue or EBITDA, leading to negligible free operating cash flow or EBITDA interest coverage approaching 1x on a sustained basis. Although unlikely within the next 12 months, S&P could raise the issuer credit rating if the company exhibits: -- A track record of conservative financial policy that leads us to believe that S&P Global Ratings adjusted leverage will be below 6.5X on a sustained basis; and -- Successful integration of acquisitions that significantly grows its EBITDA base without constraining margins due to sizeable integration and transaction cost. COASTAL GROWERS: Hires Porter White Capital as Investment Banker ---------------------------------------------------------------- Coastal Growers, LLC and Coastal Growers Holdings, LLC seek approval from the U.S. Bankruptcy Court for the Southern District of Alabama to employ Porter White Capital Advisors, Inc. as investment banker. The firm will provide these services: (a) prepare updated information materials as needed describing the Debtors and their prospects; (b) undertake a coordinated outreach to prospective acquirers and distribution of information materials to interested parties who have executed a Debtors' approved non-disclosure agreement; (c) coordinate on behalf of the Debtors a prospective acquirer's due diligence investigation; (d) receipt and evaluate offers from prospective acquirers consistent with approved bid procedures; (e) assist with negotiations with prospective acquirers and with the timely and appropriate closing of a transaction. The firm will receive a commission of 1 percent as success fee for a closed transaction. The firm will be paid at these hourly rates: Chairman $600 President $550 Managing Director $475 Vice President $375 Associate $325 Analyst $275 Michael Stone, CFA, a chartered financial analyst at Porter White Capital Advisors, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Michael Stone, CFA Porter White Capital Advisors, Inc. 1927 1st Avenue North, 10th Floor Birmingham, AL 35203 About Coastal Growers LLC Coastal Growers, LLC is a company that helps peanut farmers achieve higher returns by sharing in farming and shelling profits and operates a shelling facility in Atmore. Since its launch in 2021, the facility has served as a key center for peanut shelling, storage, and shipping, contributing to regional agricultural growth and economic development, the report relays. Coastal Growers filed Chapter 11 petition (Bankr. S.D. Ala. Case No. 24-13034) on November 27, 2024, with total assets of $10 million to $50 million and total liabilities of $100 million to $500 million. Holly Johnson, chief financial officer of Coastal Growers, signed the petition. Judge Henry A. Callaway presides over the case. The Debtor tapped Edward J. Peterson, III at Johnson Pope Bokor Ruppel & Burns, LLP as counsel and Porter White Capital Advisors, Inc. as investment banker. COLINEAR MACHINE: U.S. Trustee Unable to Appoint Committee ---------------------------------------------------------- The U.S. Trustee for Region 3 disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of Colinear Machine & Design Holdings, LLC. About Colinear Machine & Design Holdings Colinear Machine & Design Holdings, LLC is a limited liability company in Sparta, N.J. Colinear Machine & Design Holdings filed Chapter 11 petition (Bankr. D. N.J. Case No. 25-10813) on January 27, 2025, listing between $1 million and $10 million in both assets and liabilities. Judge Vincent F. Papalia oversees the case. The Debtor is represented by Anthony Sodono, III, Esq., at McManimon, Scotland & Baumann, LLC, in Roseland, N.J. COLLECTIVE SPEAKERS: Hires Kutner Brinen Dickey Riley as Counsel ---------------------------------------------------------------- Collective Speakers, LLC seeks approval from the U.S. Bankruptcy Court for the District of Colorado to employ Kutner Brinen Dickey Riley PC as legal counsel. The firm will render these services: (a) provide the Debtor with legal advice with respect to its powers and duties; (b) aid the Debtor in the development of a plan of reorganization under Chapter 11; (c) file the necessary petitions, pleadings, reports, and actions which may be required in the continued administration of the Debtor's property under Chapter 11; (d) take necessary actions to enjoin and stay until final decree herein continuation of pending proceedings and to enjoin and stay until final decree herein commencement of lien foreclosure proceedings and all matters; and (e) perform all other legal services for the Debtor which may be necessary herein. The hourly rates of the firm's counsel are as follows: Jeffrey Brinen, Attorney $540 Jonathan Dickey, Attorney $400 Keri Riley, Attorney $390 In addition, the firm will seek reimbursement for expenses incurred. The firm received a retainer of $16,738 from the Debtor. Ms. Riley disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Keri L. Riley, Esq. Kutner Brinen Dickey Riley, PC 1660 Lincoln Street, Suite 1720 Denver, CO 80264 Telephone: (303) 832-2400 Email: klr@kutnerlaw.com About Collective Speakers Collective Speakers LLC is a full-service speakers bureau specializing in organizing impactful spoken word and lecture events. The bureau represents a diverse roster of artists and thought leaders who address a wide range of topics, including addiction, social justice, diversity, education, feminism, mental health, and more. In addition to event organization, Collective Speakers offers coaching services. With over 27 years in the speaking industry, the bureau provides speech coaching sessions and speech writing services to help individuals enhance their speaking skills and craft compelling presentations. Collective Speakers LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Col. Case No.: 25-10783) on February 14, 2025. In its petition, the Debtor reports total assets of $25,000 and total liabilities of $1,956,440. Honorable Bankruptcy Judge Kimberley H. Tyson handles the case. Keri L. Riley, Esq., at Kutner Brinen Dickey Riley, PC serves as the Debtor's counsel. COMMUNITY HEALTH: Board OKs 2025 Compensation Plan for Execs ------------------------------------------------------------ Community Health Systems, Inc. disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that the Board of Directors, upon the recommendation of the Compensation Committee of the Board, met and approved the following compensation arrangements for 2025 for the Company's named executive officers as reflected in the Company's definitive proxy statement for its 2024 annual meeting of stockholders (other than Lynn T. Simon, M.D., the Company's former President, Healthcare Innovation and Chief Medical Officer who retired on December 31, 2024). 2025 Base Salaries The Board approved the following base salary amounts for the named executive officers for fiscal year 2025: * Tim L. Hingtgen, Chief Executive Officer – $1,365,909 * Kevin J. Hammons, President and Chief Financial Officer – $819,545 * Kevin A. Stockton, Executive Vice President of Operations and Development – $731,331 * Chad A. Campbell, Regional President - Region Operations – $692,187 2025 Cash Incentive Compensation The Board approved performance goals for the named executive officers for fiscal year 2025 under the Company's 2019 Employee Performance Incentive Plan with target opportunities as follows (expressed as a percentage of base salary): * Tim L. Hingtgen, Chief Executive Officer – 215% * Kevin J. Hammons, President and Chief Financial Officer – 115% * Kevin A. Stockton, Executive Vice President of Operations and Development – 95% * Chad A. Campbell, Regional President - Region Operations – 95% In addition, each of the named executive officers will have the opportunity to achieve an additional percentage of his base salary for the attainment of specific non-financial performance improvements up to a maximum of an additional 50% for Mr. Hingtgen; 45% for Mr. Hammons; and 30% for each of Mr. Stockton and Mr. Campbell. Each Applicable NEO will also have the opportunity to achieve an additional percentage of his base salary for overachievement of performance goals up to a maximum of an additional 35% for Mr. Hingtgen; 65% for Mr. Hammons; 75% for Mr. Stockton; and 50% for Mr. Campbell. Long-Term Incentive Compensation – Equity Awards Pursuant to the Company's Amended and Restated 2009 Stock Option and Award Plan, the Board approved the following equity grants to the named executive officers, with a grant date of March 1, 2025: (Tim L. Hingtgen, Chief Executive Officer * Non-Qualified Stock Options: 200,000 * Time Vesting Restricted Stock: 200,000 * Performance-Based Restricted Stock: 400,000 Kevin J. Hammons, President and Chief Financial Officer * Non-Qualified Stock Options: 90,000 * Time Vesting Restricted Stock: 90,000 * Performance-Based Restricted Stock: 180,000 Kevin A. Stockton, Executive Vice President of Operations and Development * Non-Qualified Stock Options: 40,000 * Time Vesting Restricted Stock: 40,000 * Performance-Based Restricted Stock: 80,000 Chad A. Campbell, Regional President - Region Operations * Non-Qualified Stock Options: 25,000 * Time Vesting Restricted Stock: 25,000 * Performance-Based Restricted Stock: 50,000 The number of shares of performance-based restricted stock granted to each Applicable NEO is subject to the attainment of certain performance objectives during the three-year period beginning January 1, 2025 and ending December 31, 2027, with the ultimate number of performance-based restricted shares vesting in respect of such awards after such three-year period ranging from 0% to 200% of the shares set forth above based on the level of achievement with respect to such performance objectives. Both the non-qualified stock options and the time-vesting restricted stock vest ratably over three years, beginning on the first anniversary of the Grant Date. About Community Health Systems Inc. Community Health Systems, Inc. -- http://www.chs.net/-- is a publicly traded hospital company and an operator of general acute care hospitals in communities across the country. Its affiliates provide healthcare services, developing and operating healthcare delivery systems in 40 distinct markets across 15 states. For the year ended December 31, 2023, the net loss attributable to Community Health Systems, Inc. stockholders was $133 million, compared to net income of $46 million for the same period in 2022. As of June 30, 2024, the Company had $14.4 billion in total assets, $15.3 billion in total liabilities, $324 million in redeemable noncontrolling interests in equity of consolidated subsidiaries, and $1.2 billion in total stockholders' deficit. * * * Egan-Jones Ratings Company on January 23, 2025, maintained its 'CCC+' foreign currency and local currency senior unsecured ratings on debt issued by Community Health Systems, Inc. In August 2024, S&P Global Ratings raised its rating on Community Health Systems Inc. to 'CCC+' from 'SD' (selective default). At the same time, S&P also raised its ratings on the senior unsecured notes to 'CCC-' from 'D'. The outlook is negative, reflecting the risk of further distressed exchanges in the intermediate future despite credit metrics potentially improving in 2024. COMMUNITY HEALTH: Eversept Partners, 2 Others Hold 2% Equity Stake ------------------------------------------------------------------ Eversept Partners, L.P., Eversept 1 LLC, and Kamran Moghtaderi disclosed in a Schedule 13G/A filed with the U.S. Securities and Exchange Commission that as of December 31, 2024, they beneficially owned 2,827,000 shares of Community Health Systems, Inc.'s Common Stock, representing 2% of the 138,943,058 shares of outstanding stock as of October 18, 2024, as reported in the Issuer's Form 10-Q. Eversept Partners, L.P. and affiliates may be reached through Kamran Moghtaderi, Managing Principal 444 Madison Avenue 22nd Floor New York, NY 10022 Tel: 212-271-4200 A full-text copy of Eversept's SEC Report is available at: https://tinyurl.com/bdv2hjh7 About Community Health Systems Inc. Community Health Systems, Inc. -- http://www.chs.net/-- is a publicly traded hospital company and an operator of general acute care hospitals in communities across the country. Its affiliates provide healthcare services, developing and operating healthcare delivery systems in 40 distinct markets across 15 states. For the year ended December 31, 2023, the net loss attributable to Community Health Systems, Inc. stockholders was $133 million, compared to net income of $46 million for the same period in 2022. As of June 30, 2024, the Company had $14.4 billion in total assets, $15.3 billion in total liabilities, $324 million in redeemable noncontrolling interests in equity of consolidated subsidiaries, and $1.2 billion in total stockholders' deficit. * * * Egan-Jones Ratings Company on January 23, 2025, maintained its 'CCC+' foreign currency and local currency senior unsecured ratings on debt issued by Community Health Systems, Inc. In August 2024, S&P Global Ratings raised its rating on Community Health Systems Inc. to 'CCC+' from 'SD' (selective default). At the same time, S&P also raised its ratings on the senior unsecured notes to 'CCC-' from 'D'. The outlook is negative, reflecting the risk of further distressed exchanges in the intermediate future despite credit metrics potentially improving in 2024. CONN'S INC: Seeks to Extend Plan Exclusivity to May 4 ----------------------------------------------------- Conn's, Inc., and affiliates asked the U.S. Bankruptcy Court for the Southern District of Texas to extend their exclusivity periods to file a plan of reorganization and obtain acceptance thereof to May 4 and July 5, 2025, respectively. The Debtors explain that the relevant factors strongly favor extensions of the Debtors' Exclusivity Periods. The relevant factors strongly weigh in favor of an extension of the Exclusivity Periods: * The Debtors' Chapter 11 Cases Are Large and Complex. These cases met the requirements for and were designated as complex cases. Notice of Designation as Complex Chapter 11 Bankruptcy Case. As of the Petition Date, the Debtors had approximately $530 million of funded debt, along with unsecured obligations to various vendors, contractual counterparties, and, as of the Petition Date, and thousands of employees and independent contractors worldwide. Accordingly, this factor weighs in favor of granting an extension of the Exclusivity Periods. * The Debtors Have Made Good Faith Progress Towards Exiting Chapter 11. The Debtors have progressed their cases substantially since the Petition Date, and are strenuously endeavoring to formulate and solicit a plan in order to exit chapter 11 in the near term. The Debtors have spent these cases operating in the ordinary course and running multiple successful sale processes for the benefit of all stakeholders. Accordingly, this factor weighs in favor of granting an extension of the Exclusivity Periods. * An Extension Will Not Pressure or Prejudice Creditors. The Debtors are not seeking an extension of the Exclusivity Periods to pressure or prejudice any of their stakeholders. All parties in interest have had an opportunity to actively participate in substantive discussions with the Debtors throughout these chapter 11 cases. As demonstrated throughout these cases, the Debtors have actively pursued consensual resolutions to reasonable concerns raised by stakeholders, and the Debtors seek to continue those efforts as a plan is developed. Accordingly, this factor weighs in favor of granting an extension of the Exclusivity Periods. * Relatively Little Time Has Elapsed in These Chapter 11 Cases. Slightly more than six months has lapsed since the Petition Date, during which substantial progress was made advancing these chapter 11 cases. Accordingly, this factor weighs in favor of granting an extension of the Exclusivity Periods. The Debtors' Counsel: Duston McFaul, Esq. Jeri Leigh Miller, Esq. Maegan Quejada, Esq. SIDLEY AUSTIN LLP 1000 Louisiana Street, Suite 6000 Houston, Texas 77002 Tel: (713) 495-4500 Fax: (713) 495-7799 Email: dmcfaul@sidley.com jeri.miller@sidley.com mquejada@sidley.com - and - William E. Curtin, Esq. Michael Sabino, Esq. 787 Seventh Avenue New York, New York 10019 Tel: (212) 839-5300 Fax: (212) 839-5599 Email: wcurtin@sidley.com msabino@sidley.com About Conn's, Inc. Conn's, Inc., is a retailer of home goods and furniture in The Woodlands, Texas. Conn's and its affiliates sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Texas Lead Case No. 24-33357) on July 23, 2024. In its petition, Conn's reported $1 billion to $10 billion in both assets and liabilities. Judge Jeffrey P. Norman oversees the cases. The Debtors tapped Duston K. McFaul, Esq., at Sidley Austin, LLP as legal counsel; Houlihan Lokey, Inc. as investment banker; and BRG Capital Advisors, LLC, as interim management services provider. Epiq Corporate Restructuring, LLC, is the Debtors' notice and claims agent. CONROE CORRAL: Catherine Curtis Named Subchapter V Trustee ---------------------------------------------------------- The U.S. Trustee for Region 7 appointed Catherine Curtis as Subchapter V trustee for Conroe Corral Murphy, LLC. Ms. Curtis will be paid an hourly fee of $425 for her services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Ms. Curtis declared that she is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Catherine Stone Curtis MCGINNIS LOCHRIDGE P.O. Box 720788 McAllen, TX 78504 Ph: (956) 489-5958 Fax: (956) 331-2304 Email: ccurtis@mcginnislaw.com About Conroe Corral Murphy Conroe Corral Murphy, LLC operates within the restaurant industry. It is based in Conroe, Texas. Conroe Corral Murphy filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D. Texas Case No. 25-30765) on February 7, 2025. In its petition, the Debtor listed up to $50,000 in assets and between $1 million and $10 million in liabilities. Judge Jeffrey P. Norman handles the case. The Debtor is represented by: Alex O. Acosta, Esq. Acosta Law P.C. One Northwest Centre Houston TX 77040 COOPER-STANDARD: Narrows Net Loss to $78.1 Million in FY 2024 ------------------------------------------------------------- Cooper-Standard Holdings Inc. filed with the Securities and Exchange Commission its Annual Report on Form 10-K disclosing a net loss of $78.1 million for the year ended December 31, 2024, compared to a net loss of $203.3 million for the year ended December 31, 2023. The Company's Sales totaled $2.73 billion, a decrease of 3.0% vs. 2023. Operating income totaled $69.8 million, an increase of 51.7% vs. 2023. Adjusted EBITDA of $180.7 million, or 6.6% of sales, increased by $13.6 million vs. 2023. And Net cash provided by operating activities of $76.4 million and free cash flow of $25.9 million As of December 31, 2024, the Company had $1.7 billion in total assets, $1.9 billion in total liabilities, and $133.4 million in total deficit. "We were able to deliver profit, cash flow and margin improvement essentially in line with our original guidance and expectations, despite lower production and foreign exchange headwinds," said Jeffrey Edwards, chairman and CEO, Cooper Standard. "The new organizational structure we implemented at the beginning of 2024 continues to drive significant efficiencies and cost savings and we expect to continue the momentum of operational excellence and margin enhancement in 2025." A full-text copy of the Company's Form 10-K is available at: https://tinyurl.com/4m4a5ejw About Cooper-Standard Cooper-Standard Holdings Inc. (www.cooperstandard.com), headquartered in Northville, Mich., with locations in 21 countries, is a global supplier of sealing and fluid handling systems and components. Utilizing the Company's materials science and manufacturing expertise, the Company creates innovative and sustainable engineered solutions for diverse transportation and industrial markets. * * * S&P Global Ratings revised its outlook on U.S.-based Cooper-Standard Holdings Inc. to positive from negative and affirmed our 'CCC+' Company credit rating. S&P said, "At the same time we affirmed our 'CCC+' issue-level on the senior secured first-lien notes due in 2027; the recovery ratings are unchanged at '4' (30%-50%; rounded estimate: 45%). We affirmed our 'CCC-' issue-level rating on the senior secured third-lien notes due in 2027; the recovery ratings are unchanged at '6' (0%-10%; rounded estimate: 0%). We also affirmed our 'CCC-' issue-level rating on the company's senior unsecured notes; the recovery ratings are unchanged at '6' (0%-10%; rounded estimate: 0%). "The positive outlook reflects the potential that we could raise our ratings within the next 12 months if we anticipate the company to further improve its earnings and free cash flow generation even as we expect capex to increase in the longer term." COSMOS HEALTH: Armistice Capital, Steven Boyd Hold 9.99% Stake -------------------------------------------------------------- Armistice Capital, LLC and Steven Boyd disclosed in a Schedule 13G/A Report filed with the U.S. Securities and Exchange Commission that as of December 31, 2024, they beneficially owned an aggregate amount of 2,508,013 shares of Cosmos Health Inc.'s Common Stock, representing 9.99% of the shares outstanding. Armistice Capital, LLC may be reached at: Steven Boyd c/o Armistice Capital, LLC 510 Madison Avenue, 7th Floor New York, New York 10022 United States of America Tel: (212) 231-4932 A full-text copy of Armistice Capital's SEC Report is available at: https://tinyurl.com/ahwjnhh8 About Cosmos Health Inc. Cosmos Health Inc. (Nasdaq: COSM), incorporated in 2009 in Nevada, is a diversified, vertically integrated global healthcare group. The Company owns a portfolio of proprietary pharmaceutical and nutraceutical brands, including Sky Premium Life, Mediterranation, bio-bebe, and C-Sept. Through its subsidiary, Cana Laboratories S.A., which is licensed under European Good Manufacturing Practices (GMP) and certified by the European Medicines Agency, it manufactures pharmaceuticals, food supplements, cosmetics, biocides, and medical devices within the European Union. Cosmos Health also distributes a broad line of pharmaceuticals and parapharmaceuticals, including branded generics and OTC medications, to retail pharmacies and wholesale distributors through its subsidiaries in Greece and the UK. Furthermore, the Company has established R&D partnerships targeting major health disorders such as obesity, diabetes, and cancer, enhanced by artificial intelligence drug repurposing technologies. It focuses on the R&D of novel patented nutraceuticals, specialized root extracts, proprietary complex generics, and innovative OTC products. Additionally, Cosmos Health has entered the telehealth space through the acquisition of ZipDoctor, Inc., based in Texas, USA. With a global distribution platform, the Company is currently expanding throughout Europe, Asia, and North America, with offices and distribution centers in Thessaloniki and Athens, Greece, and in Harlow, UK. New York, N.Y.-based RBSM LLP, the Company's auditor since 2024, issued a "going concern" qualification in its report dated August 5, 2024, citing that the Company has incurred substantial operating losses and will require additional capital to continue as a going concern. This raises substantial doubt about the Company's ability to continue as a going concern. As of September 30, 2024, Cosmos Health had $64,519,982 in total assets, $29,543,383 in total liabilities, and $34,976,599 in total stockholders' equity. CREATIVE REALITIES: Extends Option Vesting Period for CEO Mills --------------------------------------------------------------- Creative Realities, Inc., filed a Form 8-K with the Securities and Exchange Commission, disclosing that it modified an option granted to its CEO and Chairman, Richard Mills, by extending the vesting period from Feb. 17, 2025, to the date when the "Guaranteed Price" is either agreed upon by the Company and RSI Exit Corporation or finalized according to the Merger Agreement. This extension will apply as long as Mr. Mills remains employed or serves the Company in a role as director, officer, employee, or consultant. RSI is a party to the Agreement and Plan of Merger dated Nov. 12, 2021, involving the Company, Reflect Systems, Inc., CRI Acquisition Corporation, and itself. In June 2022, the Company issued an option to purchase up to 1,000,000 shares of its common stock to Mr. Mills. The number of option shares was subsequently reduced to 333,334 effective upon the Company's March 27, 2023 1-for-3 reverse stock split. The vesting of the Option depends in part on the Company's share price meeting various share price targets. One such share price target is an amount equal to the "Guaranteed Price," as that term is defined in the Merger Agreement. Under the terms of the option agreement, the Option was to vest on or before Feb. 17, 2025, which is the date on which the amount of the "Guaranteed Consideration" payable to former Reflect stockholders was to be determined under the Merger Agreement, after which unvested portions of the Option would terminate. The Company and RSI (as the representative of the former stockholders of Reflect) currently disagree on the Guaranteed Price and the amount of the Guaranteed Consideration. About Creative Realities Creative Realities, Inc. -- http://www.cri.com-- transforms environments through digital solutions by providing innovative digital signage solutions for key market segments and use cases, including: Retail, Entertainment and Sports Venues, Restaurants (including QSRs), Convenience Stores, Financial Services, Automotive, Medical and Healthcare Facilities, Mixed Use Developments, Corporate Communications, Employee Experience, and DOOH Advertising Networks. Through a combination of organically grown platforms and a series of strategic acquisitions, including its acquisition of Reflect Systems, Inc. in February 2022, the Company assists customers to design, deploy, manage, and monetize their digital signage networks. Louisville, Kentucky-based Deloitte & Touche LLP, the Company's auditor since 2020, issued a "going concern" qualification in its report dated March 21, 2024, citing that the Company is experiencing difficulty in generating sufficient cash flow to service its debt and contingent consideration obligations, which raises substantial doubt about its ability to continue as a going concern. The Company has incurred historical net losses, and it has had negative cash flows from operations. The Company incurred a net loss of $2.94 million in 2023. As of Dec. 31, 2023, the Company had an accumulated deficit of $53.35 million. The Company stated that while it has been able to achieve net income in 2021 and 2022, it is uncertain whether it will be able to sustain or increase its profitability in successive periods. CURIS INC: Maverick Capital, 2 Others Hold 8% Equity Stake ---------------------------------------------------------- Maverick Capital, Ltd., Maverick Capital Management, LLC, and Lee S. Ainslie III disclosed in a Schedule 13G/A filed with the U.S. Securities and Exchange Commission that as of December 31, 2024, they beneficially owned 681,381 shares of Curis, Inc.'s common stock, representing 8% of the 8,466,957 of the outstanding shares. Maverick Capital, Ltd. may be reached through: Trevor Wiessmann (under Power of Attorney) Maverick Capital, Ltd. 1900 N. Pearl Street, 20th Floor Dallas, Texas 75201 Tel: 214-880-4050 A full-text copy of Maverick Capital's SEC Report is available at: https://tinyurl.com/mu4cyc6c About Curis Lexington, Mass.-based Curis, Inc. is a biotechnology company focused on the development of emavusertib (CA-4948), an orally available, small molecule inhibitor of Interleukin-1 receptor associated kinase, or IRAK4. IRAK4 plays an essential role in the toll-like receptor, or TLR, and interleukin-1 receptor, or IL-1R, signaling pathways, which are frequently dysregulated in patients with Cancer. As of March 31, 2024, the Company had $62 million in total assets, $52.6 million in total liabilities, and $9.5 million in total stockholders' equity. Boston, Mass.-based PricewaterhouseCoopers, the Company's auditor since 2002, issued a "going concern" qualification in its report dated February 8, 2024, citing that the Company has incurred losses and cash outflows from operations that raise substantial doubt about its ability to continue as a going concern." CYTOSORBENTS CORP: Avenir Corp Holds 5.7% Equity Stake ------------------------------------------------------ AVENIR CORP disclosed in a Schedule 13G/A filed with the U.S. Securities and Exchange Commission that as of December 31, 2024, they beneficially owned 3,093,946 shares of Cytosorbents Corp's Common Stock, representing 5.7% of the outstanding shares. AVENIR CORP may be reached through: James H. Rooney, President 277 South Washington St. Suite 350 Alexandria, VA 22314 Tel: (202) 659-4427 A full-text copy of AVENIR CORP's SEC Report is available at: https://tinyurl.com/9pp2mct5 About CytoSorbents Based in Monmouth Junction, N.J., CytoSorbents Corporation is engaged in critical care immunotherapy, specializing in blood purification. Its flagship product, CytoSorb, is approved in the European Union with distribution in more than 75 countries around the world as an extracorporeal cytokine adsorber designed to reduce the "cytokine storm" or "cytokine release syndrome" seen in common critical illnesses that may result in massive inflammation, organ failure, and patient death. East Brunswick, New Jersey-based WithumSmith+Brown, PC, the Company's auditor since 2004, issued a "going concern" qualification in its report dated March 14, 2024, citing that the Company has suffered recurring losses from operations, has experienced cash used from operations, and has an accumulated deficit, which raise substantial doubt about its ability to continue as a going concern. As of September 30, 2024, Cytosorbents had $47,804,011 in total assets, $34,804,921 in total liabilities, and $12,999,090 in total stockholders' equity. DARE BIOSCIENCE: Requests Nasdaq Hearing to Appeal Delisting ------------------------------------------------------------ As previously reported, on August 12, 2024, Dare Bioscience, Inc. received a letter from The Nasdaq Stock Market LLC notifying the Company that it does not meet the requirement in Nasdaq Listing Rule 5550(b)(2) for continued listing on The Nasdaq Capital Market. Nasdaq Listing Rule 5550(b)(2) requires a company listed on Nasdaq to maintain a minimum market value of listed securities of $35 million. The Company was provided an initial period of 180 calendar days, or until February 10, 2025, to regain compliance with the Minimum MVLS Rule. On February 13, 2025, Nasdaq's Listing Qualifications Department notified the Company that because the Company did not timely regain compliance with the Minimum MVLS Rule by February 10, 2025, the Company's common stock is subject to delisting from Nasdaq unless the Company timely requests a hearing before the Nasdaq Hearing Panel. The Company will timely request a hearing before the Panel, which request will stay the delisting of the Company's common stock pending the Panel's decision following the hearing and the expiration of any extension period that the Panel may grant. Pursuant to published Nasdaq guidance, hearings are typically scheduled 30 to 45 days following the hearing request, with the Panel typically issuing decisions within 30 days of the hearing. There can be no assurance that the Panel will grant the Company any extension period within which to regain compliance with the Minimum MVLS Rule, or if any such extension period is granted, that the Company will regain compliance with the Minimum MVLS Rule within such extension period, or that the Company will be successful in otherwise maintaining the listing of its common stock on The Nasdaq Capital Market. About Dare Bioscience Dare Bioscience, Inc. is a biopharmaceutical company committed to advancing innovative products for women's health. The Company's mission is to identify, develop, and bring to market a diverse portfolio of differentiated therapies that prioritize women's health and well-being, expand treatment options, and improve outcomes, primarily in the areas of contraception, vaginal health, reproductive health, menopause, sexual health, and fertility. Irvine, California-based Haskell & White LLP, the Company's auditor since 2023, issued a "going concern" qualification in its report dated March 28, 2024, citing that the Company has recurring losses from operations, negative cash flow from operations, and is dependent on additional financing to fund operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. DESTINATIONS TO RECOVERY: No Patient Care Concern, PCO Report Says ------------------------------------------------------------------ Tamar Terzian, the patient care ombudsman, filed with the U.S. Bankruptcy Court for the Central District of California her first report regarding the quality of patient care provided at Destinations to Recovery, LLC's treatment facilities. In the report which covers the period Nov. 25, 2024 to Feb. 7, 2025, the PCO disclosed a site visit to the Woodland Hills office and two residential facilities Hatteras, and Ladrillo. Some of the locations have no patients due to the company not having enough patients and as such, the PCO did not visit locations with no patients. Destinations to Recovery will notify the PCO if they have more patients in the other facilities. The PCO finds that the outpatient services are above the requisite standard of care. She will review each treatment plan, any incident reports, and discharge planning. There are no pending complaints or incidents. The PCO finds that the company provides individualized treatment plans and individualized discharge planning. The PCO observed staff being trained and reviewed employee records. She finds that the company has more than sufficient staff to add more patients. Destinations to Recovery is utilizing this time to train its staff and prepare for new patients. Ms. Terzian reviewed each log maintained on site at the facility and that each patient's belongings were stored in separate baskets in a locker that only responsible parties could access. The PCO noted that the company also provides an educational component to these various patients who are in secondary school. The PCO has the following observations for each residential location: * The First Residential Facility of Hatteras Street is licensed for six patients and during the time of the visit there were five patients at this location. The safety binders are properly updated, and the office was locked only available for staff. The medications are properly labeled with two patients only on medication. All kitchen knives and cleaning products are locked with staff having the only access to the locked area. No concerns noted. * The Second Residential Facility of Ladrillo Street has four patients present at the time of PCO's visit. The home was clean and fully supplied in the kitchen for patients' meals and care. All exits and emergency signs were properly placed. All exits and emergency signs were properly placed. PCO checked each bin and all medications are current. PCO reviewed the medication logs which also are properly maintained and current. No concerns noted. A copy of the ombudsman report is available for free at https://urlcurt.com/u?l=mvYck9 from PacerMonitor.com. The ombudsman may be reached at: Tamar Terzian, Esq. Email: tterzian@hansonbridgett.com Hanson Bridgett, LLP 601 W. 5th Street, 3rd Floor Los Angeles, CA 90071 Tel: (323) 210-7747 About Destinations to Recovery Destinations to Recovery, LLC, operates an IPO and PHO rehabilitation center located at 20951 Burbank Blvd., Woodland Hills, Calif. Destinations to Recovery filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 24-11877) on November 8, 2024, with up to $1 million in both assets and liabilities. Mark Sharf, Esq., a practicing attorney in Los Angeles, serves as Subchapter V trustee. Judge Martin R. Barash oversees the case. The Debtor is represented by Eric Bensamochan, Esq., at The Bensamochan Law Firm, Inc. Tamar Terzian is the patient care ombudsman appointed in the Debtor's case. DIGITAL ALLY: Anson Funds and Affiliates Hold 9.9% Stake -------------------------------------------------------- Anson Funds Management LP, Anson Management GP LLC, Tony Moore, Anson Advisors Inc., Amin Nathoo, and Moez Kassam, disclosed in a Schedule 13G filed with the U.S. Securities and Exchange Commission that as of December 31, 2024, they beneficially owned 576,541 shares of Digital Ally's Common Stock, representing 9.9% of the outstanding shares, which includes shares underlying outstanding warrants subject to beneficial ownership limitations. Anson Funds may be reached through: Tony Moore, Manager 16000 Dallas Parkway Suite 800 Dallas TX 75248 Tel: 214-866-0202 A full-text copy of Anson Funds's SEC Report is available at: https://tinyurl.com/bdf37n35 About Digital Ally Headquartered in Lenexa, KS, the business of Digital Ally (NASDAQ: DGLY) through its subsidiaries, is divided into three reportable operating segments: 1) the Video Solutions Segment, 2) the Revenue Cycle Management Segment and 3) the Entertainment Segment. The Video Solutions Segment is the Company's legacy business that produces digital video imaging, storage products, disinfectant and related safety products for use in law enforcement, security and commercial applications. This segment includes both service and product revenues through its subscription models offering cloud and warranty solutions, and hardware sales for video and health safety solutions. The Revenue Cycle Management Segment provides working capital and back-office services to a variety of healthcare organizations throughout the country, as a monthly service fee. The Entertainment Segment acts as an intermediary between ticket buyers and sellers within the Company's secondary ticketing platform, ticketsmarter.com, and the Company also acquires tickets from primary sellers to then sell through various platforms. For additional news and information please visit www.digitalally.com New York, NY-based RBSM LLP, the Company's auditor since 2019, issued a "going concern" qualification in its report dated April 1, 2024, citing that the Company has incurred substantial operating losses and will require additional capital to continue as a going concern. This raises substantial doubt about the Company's ability to continue as a going concern. DIGITAL ALLY: Closes $15 Million Underwritten Public Offering ------------------------------------------------------------- Digital Ally, Inc., announced the completion on February 14 of its previously disclosed public offering with firm commitment underwriting. The Company raised approximately $15.0 million in gross proceeds, before accounting for underwriting fees and other offering-related expenses. The offering consisted of 100,000,000 Common Units (or Pre-Funded Units), each consisting of (i) one share of Common Stock or one Pre-Funded Warrant, (ii) one Series A Registered Common Warrant to purchase one share of Common Stock per warrant at an exercise price of $0.1875 and (iii) one Series B Registered Common Warrant to purchase one share of Common Stock per warrant at an exercise price of $0.30. The public offering price per Common Unit was $0.15 (or $0.149 for each Pre-Funded Unit, which is equal to the public offering price per Common Unit sold in the offering minus an exercise price of $0.001 per Pre-Funded Warrant). The Pre-Funded Warrants are immediately exercisable and may be exercised at any time until exercised in full. For each Pre-Funded Unit sold in the offering, the number of Common Units in the offering will be decreased on a one-for-one basis. The initial exercise price of each Series A Warrant is $0.1875 per share of Common Stock. The Series A Warrants are exercisable following stockholder approval and expire five years thereafter. The initial exercise price of each Series B Warrant is $0.30 per share of Common Stock or pursuant to an alternative cashless exercise option. The Series B Warrants are exercisable following stockholder approval and expire two and one half years thereafter. The number of securities issuable under the Series B Warrant is subject to adjustment. Solely to cover over-allotments, if any, the Company granted Aegis Capital Corp. a 45-day option to purchase additional shares of Common Stock and/or Warrants of (i) up to 15.0% of the number of shares of Common Stock sold in the offering, (ii) up to 15.0% of the number of Series A Warrants sold in the offering and (iii) up to 15.0% of the number of Series B Warrants sold in the offering. The purchase price per additional share of Common Stock is equal to the public offering price of one Common Unit (less $0.00001 allocated to each Warrant), less the underwriting discount. The purchase price per additional Warrant is $0.00001. On Feb. 14, 2025, Aegis exercised its over-allotment option with respect to 15,000,000 Series A Warrants and 15,000,000 Series B Warrants. Aegis Capital Corp. acted as the sole book-running manager for the offering. Sullivan & Worcester LLP acted as counsel to the Company. Kaufman & Canoles, P.C. acted as counsel to Aegis Capital Corp. The offering was made pursuant to a registration statement on Form S-1 (No. 333-284448) previously filed with the U.S. Securities and Exchange Commission and declared effective by the SEC on Feb. 12, 2025. The offering was made only by means of a prospectus. A final prospectus describing the terms of the proposed offering will be filed with the SEC and will be available on the SEC's website located at www.sec.gov. Electronic copies of the preliminary prospectus supplement and the accompanying prospectus may be obtained, when available, by contacting Aegis Capital Corp., Attention: Syndicate Department, 1345 Avenue of the Americas, 27th floor, New York, NY 10105, by email at syndicate@aegiscap.com, or by telephone at +1 (212) 813-1010. About Digital Ally Headquartered in Lenexa, KS, the business of Digital Ally (NASDAQ: DGLY) through its subsidiaries, is engaged in video solution technology, human & animal health protection products, healthcare revenue cycle management, ticket brokering and marketing, event production and jet chartering. Digital Ally continues to add organizations that demonstrate the common traits of positive earnings, growth potential, innovation and organizational synergies. New York, NY-based RBSM LLP, the Company's auditor since 2019, issued a "going concern" qualification in its report dated April 1, 2024, citing that the Company has incurred substantial operating losses and will require additional capital to continue as a going concern. This raises substantial doubt about the Company's ability to continue as a going concern. The Company reported net losses of $25,463,949 and $18,873,758 for the years ended Dec. 31, 2023 and 2022, respectively, a decline of $6,590,191 (35%). "We have experienced net losses and cash outflows from operating activities since inception. Based upon our current operating forecast, we anticipate that we will need to restore positive operating cash flows and/or raise additional capital in the short-term to fund operations, meet our customary payment obligations and otherwise execute our business plan over the next 12 months. We are continuously in discussions to raise additional capital, which may include a variety of equity and debt instruments; however, there can be no assurance that our capital raising initiatives will be successful. Our recurring losses and level of cash used in operations, along with uncertainties concerning our ability to raise additional capital, raise substantial doubt about our ability to continue as a going concern," according to the Company's 10-K filing for the year ended Dec. 31, 2024 (filed with the SEC on April 1, 2024). DORMIFY INC: Hires B. Riley Advisory Services as Financial Advisor ------------------------------------------------------------------ Dormify, Inc. seeks approval from the U.S. Bankruptcy Court for the District of Delaware to employ B. Riley Advisory Services as financial advisor. The firm will provide these services: (a) review historical and projected financial information; (b) assist the Debtor in developing financial projections and a liquidity projection model to help assess capital needs; (c) work with the Debtor's other professionals, as needed; (d) coordinate all activities on behalf of the Debtor in connection with a sale process for it; (e) assist the Debtor in developing marketing materials for a sale transaction; (f) provide financial advice and assistance to the Debtor in connection with a sale transaction and conduct a section 363 auction to sell its assets; (g) assess potential restructuring alternatives; (h) render testimony before the Bankruptcy Court presiding over the Debtor's bankruptcy case in connection with the foregoing, as required, on its behalf; and (i) perform other financial advisory tasks as may be mutually agreed upon by B. Riley and the Debtor. The firm will be paid a: (a) Retainer Fee of $50,000; and (b) Transaction Fee: $250,000 or 5 percent of the cumulative Transaction Price to $5,000,000, plus 7 percent of the cumulative Transaction Price in excess of $5,000,000 provided. Mark Shapiro, a managing director at B. Riley Advisory Services, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Mark Shapiro B. Riley Advisory Services 11100 Santa Monica Blvd Ste 800 Los Angeles, CA 90025 Telephone: (310) 966-1445 About Dormify Inc. Dormify, Inc. filed Chapter 11 petition (Bankr. D. Del. Case No. 24-12634) on November 18, 2024, with $1 million to $10 million in assets and $10 million to $50 million in liabilities. Judge Thomas M. Horan oversees the case. The Debtor tapped Goldstein & McClintock, LLLP as counsel and B. Riley Advisory Services as financial advisor. Reliable Companies is the Debtor's claims and noticing agent. DRAFTKINGS INC: Fitch Assigns 'BB+' LongTerm IDR, Outlook Stable ---------------------------------------------------------------- Fitch Ratings has assigned DraftKings Inc., DK Crown Holdings Inc., Golden Nugget Online Gaming, Inc., and Jackpocket LLC (collectively, DraftKings at DKNG) 'BB+' Long-Term Issuer Default Ratings (IDRs). Additionally, Fitch has assigned a 'BBB-' rating with a Recovery Rating of 'RR1' to the borrowers' senior secured debt and a 'BB+'/'RR4' rating to DraftKings Holdings Inc.'s senior unsecured convertible notes. The Rating Outlook is Stable. The 'BB+' IDR reflects the company's leading market position in a growing industry, conservative financial structure, and robust FCF profile. This is offset by limited diversification and heavy exposure to the volatile online sports betting (OSB) segment, along with a highly competitive online gaming industry (both iGaming and sports betting). Key Rating Drivers Minimal Debt Burden: The proposed senior secured term loan will negligibly impact DraftKings' financial structure. Fitch forecasts high revenue growth and margin expansion will drive EBITDA leverage to low 1x by 2026. Additionally, robust cash generation is expected to allow the issuer to pay down the convertible notes with cash in 2027, further reducing leverage a full turn. Fitch expects DraftKings' FCF margins to increase from low single-digits in 2024 to over 20% by 2026, driven by minimal interest, net operating loss carryforwards, and a negative working capital cycle financed by customer deposits. Fitch anticipates these cash flows will allow for shareholder returns through share buybacks and the repayment of the company's senior unsecured convertible notes over the medium term. Sports Betting Focus Leads to Volatility: DraftKings' exposure to online gaming makes it vulnerable to variable trends, particularly in the OSB sector. The OSB market is less stable than iGaming due to the unpredictability of sports betting outcomes, influenced by various factors, causing high volatility. DraftKings benefits from an OSB presence across 26 states and Ontario, Canada; however, these jurisdictions exhibit similar betting trends linked to major U.S. sports. Most recently, 2024 saw historically favorable customer outcomes representing material headwinds in revenue and EBITDA. Increased scale and diversification in iGaming or global OSB can mitigate the impact of high-profile events like the Super Bowl on earnings. While iGaming is more stable than OSB, it faces high competition, as a less differentiated product. Additionally, iGaming has lagged behind OSB growth due to slower U.S. legalizations caused by regulatory scrutiny. Despite OSB's risks, DraftKings' low financial leverage offsets its high operating leverage. Market Leader: DraftKings benefits from its leading market share in both iGaming and OSB. As a market leader, DraftKings benefits from its substantial user base and wide product offering, resulting in lower customer acquisition costs. The online gaming market, known for its high competition and promotional spend, continues to evolve as competitors such as Churchill Downs and Caesars have either dropped out or curtailed investment. In the U.S. OSB market, DKNG and FanDuel lead significantly, while others hold single-digit shares. In U.S. iGaming, DKNG and FanDuel lead, with BetMGM definitively in third. High Growth Boosts Margins: Fitch forecasts DraftKings' revenue will grow 36% in 2025, followed by high single-digit growth, assuming no new online betting legalizations under the base case. Revenue growth is expected to be driven primarily by normalization in hold, higher revenue per user, and increased parlay utilization. Fitch also believes DKNG's active user growth will improve as existing jurisdictions continue to expand and DraftKings cross markets to Jackpocket users. These growth levers result in high flow through to EBITDA, driving margin expansion. Competitive Promotional Environment: Despite DraftKings' market-leading position, the promotional environment remains competitive. Fitch expects marketing spend to remain elevated. However, as DKNG scales, Fitch expects it to decline as a percent of revenue from 33% in 2023 to the mid-teens over the medium term. The Jackpocket acquisition is an additional opportunity to decrease customer acquisition costs through cross-marketing. Fitch's forecast does not assume any further legalizations in the U.S. In that scenario, marketing spend may increase above Fitch's assumptions. Fiscal and Regulatory Risks: While DraftKings benefits from OSB and iGaming legalization trends, it faces risks from tax legislation and potential reputational concerns, which could lead to increased scrutiny and regulatory challenges. Recently, Illinois implemented a significant tax hike, raising the OSB revenue tax rate to as high as 40%. This increase may pose a substantial financial burden on DKNG and other operators. Derivation Summary DraftKings holds a strong position in the U.S. online gaming market, supporting its 'BB+'/Stable rating. Its peer FanDuel, via Flutter (BBB-/Stable), is larger with greater diversification, leading in both the U.S. and globally. BetMGM (Entain; BB/Stable) is another key competitor, more diversified than DraftKings despite lower market share. evoke plc ('B+' Negative), a similar but smaller-scale business exited the U.S. market in early 2024. DraftKings' rating benefits from a more conservative leverage profile. Fitch expects DKNG EBITDA margins to improve to 23% by 2027, positioning it favorably compared to peers. This growth is fueled by increased revenue per user and strategic product differentiation. While DraftKings exhibits strong financial performance, it faces challenges with less geographic diversification compared to Flutter and is more susceptible to volatility due to its strong focus on the OSB sector. Fitch anticipates DraftKings' leverage to remain modest, benefiting from minimal debt exposure and robust cash generation, which supports its strategic initiatives. This financial strength contrasts with some peers, allowing DraftKings to invest heavily in marketing and innovation to maintain its competitive advantage in a dynamic and evolving industry landscape. Parent Subsidiary Linkage Fitch follows the strong subsidiary path (Path SS) for each of DraftKings' subsidiaries, including borrowers DK Crown Holdings Inc., Golden Nugget Online Gaming, Inc., and Jackpocket LLC. In this framework, both legal ring-fencing and access and control are assessed as 'open' resulting in a consolidated approach to reviewing the credit. Key Assumptions - From 2024 to 2027, revenue growth continues to be fueled by increasing Monthly Unique Payers (MUPs) and Average Revenue Per MUP. Fitch assumes more muted user growth in outer years as existing markets reach saturation. As company spends less on marketing to new users, revenue per user benefits from increased hold and decreased promotional spend. - Fitch also assumes a normalization in sport outcomes in 2025 which represented a headwind in fiscal year 2024. Total revenue growth rates during this period are 30% in 2024, 36% in 2025, 11% in 2026, and 10% in 2027, indicating a gradual slowdown but still strong growth. - Gross profit margin improves steadily from 38% in 2024 to 49% in 2027, as revenue base grows. - SG&A expenses as a percentage of revenue decrease from 16% in 2024 to 10% by 2027, reflecting improved scalability and efficiency as the user base expands. - From 2024 to 2025, sales and marketing expenses remain relatively stable between $1.2 and $1.3 billion. As a percentage of revenue, they drop from 27% in 2024 to 16% in 2027. - From 2024 to 2027, EBITDA improves significantly with flow through fluctuating around 50%. As growth slows in 2026, Fitch assumes sales and marketing spend decreases as well expanding margins further. As a result, the flow through in 2026 is 68%. The EBITDA margin increases from 4% in 2024 to 23% by 2027. - Taxes paid increases throughout the forecast as company winds down NOLs reaching ~$100 million outflow in 2027. - FCF margins grow from low single digits in 2024 to over 20% by 2027. - Fitch assumes the issuer fully prepays their 2028 convertible notes with cash in 2027. - Fitch assumes about $2 billion in share repurchases from 2024 through 2027 (currently $1 billion authorized), with share repurchases peaking at $700 million in 2027. - Cash builds to $2 billion by 2027. - EBITDA leverage declines to 0.3x by 2027 driven by substantial EBITDA growth and debt repayment. - Fitch assumes no acquisitions in the forecast but notes the issuer may be opportunistic and will have sufficient cash for accretive tuck ins. - SOFR rate assumptions consistent with market forward rates. 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, per its "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 (RR) that are too high across all instruments. Where an RR 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. Fitch classifies DraftKings' revolving credit facility and its proposed senior secured term loan as Category 1. Considering the IDR of 'BB+', the Category 1 first lien senior secured debt is notched one levels to 'BBB-'/'RR1'. The unsecured debt is equalized at 'BB'/'RR4'. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - Sustained EBITDA leverage above 3.5x; - Change in promotional environment leading to expectation of increased spend on sales and marketing and/or promotions. This could be influenced by declining market share or an entry into a new material jurisdiction; - EBITDA margins sustained below 15%. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - Increased confidence in the issuer's ability to manage operational volatility, minimizing its impact on earnings; - Successful execution of growth strategy resulting in the issuer scaling above $1 billion in EBITDA; - Sustained EBITDA leverage below 2.5x coupled with a publicly stated EBITDA leverage target below 2.5x; - EBITDA margin sustained above 20%. Liquidity and Debt Structure As of Dec. 31, 2024, DraftKings had $788 million in unrestricted cash and a $500 million revolving line of credit, with $490 million available. These figures do not include the anticipated proceeds from the proposed $500 million term loan, expected to be used for general corporate purposes. DraftKings' FCF profile is expected to improve materially in 2025 from low single-digits in 2024 and negative outflows historically. Fitch forecasts FCF margin steadily improving throughout the forecast to over 20% in 2027. DraftKings cash flows benefit from customer deposits, net operating losses (NOLs), and 0% interest on its convertible notes. DraftKings' most significant medium-term financial obligation is its $1.265 billion in senior unsecured convertible notes, maturing in 2028. Fitch anticipates DraftKings will address this maturity using available cash reserves. The proposed term loan has DK Crown Holdings Inc. as its sole borrower, while the revolving credit facility's borrowers include DraftKings Inc., DK Crown Holdings Inc., Golden Nugget Online Gaming, Inc., and Jackpocket LLC. Both the term loan and revolving credit facility are secured by the same collateral and pari passu. The term loan is expected to have minimal amortization, roughly 1% of its par value. Issuer Profile DraftKings Inc., founded in 2011, is a prominent digital sports entertainment and gaming company. It offers online and retail sports betting, online casino, and daily fantasy sports product offerings, as well as digital lottery courier, media, and other product offerings. 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 ----------- ------ -------- DK Crown Holdings Inc. LT IDR BB+ New Rating senior secured LT BBB- New Rating RR1 DraftKings Holdings Inc. senior unsecured LT BB+ New Rating RR4 Jackpocket LLC LT IDR BB+ New Rating senior secured LT BBB- New Rating RR1 DraftKings Inc. LT IDR BB+ New Rating senior secured LT BBB- New Rating RR1 Golden Nugget Online Gaming, Inc. LT IDR BB+ New Rating senior secured LT BBB- New Rating RR1 DURECT CORP: Terrence Blaschke Resigns From Board of Directors -------------------------------------------------------------- DURECT Corporation filed a Form 8-K with the Securities and Exchange Commission, announcing that Terrence F. Blaschke has resigned from the Board of Directors, effective immediately, including his role on the Nominating and Corporate Governance Committee. Dr. Blaschke's resignation was not the result of any disagreement with management or the Board, on any matter relating to the Company's operations, policies, or practices. About DURECT Corporation Headquartered in Cupertino, Calif., DURECT is a late-stage biopharmaceutical company pioneering the development of epigenetic therapies that target dysregulated DNA methylation to transform the treatment of serious and life-threatening conditions, including acute organ injury and cancer. Larsucosterol, DURECT's lead drug candidate, binds to and inhibits the activity of DNA methyltransferases (DNMTs), epigenetic enzymes that are elevated and associated with hypermethylation found in alcohol-associated hepatitis (AH) patients. Larsucosterol is in clinical development for the potential treatment of AH, for which the FDA has granted a Fast Track and a Breakthrough Therapy designation; metabolic dysfunction-associated steatohepatitis (MASH) is also being explored. In addition, POSIMIR (bupivacaine solution) for infiltration use, a non-opioid analgesic utilizing the innovative SABER platform technology, is FDA-approved and is exclusively licensed to Innocoll Pharmaceuticals for sale and distribution in the United States. San Francisco, Calif.-based Ernst & Young LLP, the Company's auditor since 1998, issued a "going concern" qualification in its report dated March 28, 2024, citing that the Company has an accumulated deficit as well as negative cash flows from operating activities and has stated that substantial doubt exists about the Company's ability to continue as a going concern. Since its inception in 1998, the Company has generally had a history of operating losses. At Dec. 31, 2023, the Company had an accumulated deficit of $589.0 million. The Company's net losses were $27.6 million and $35.3 million for the years ended Dec. 31, 2023 and 2022, respectively. These losses have resulted primarily from costs incurred to research and develop its product candidates and, to a lesser extent, from selling, general and administrative costs associated with its operations and product sales. EARTH SCIENCE: Posts $206,411 Net Income for Quarter Ended Dec. 31 ------------------------------------------------------------------ Earth Science Tech, Inc. filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net income of $206,411 on $7,352,635 of revenues for the three months ended December 31, 2024, compared to a net income of $225,443 on $3,790,112 of revenues for the three months ended December 31, 2023. For the nine months ended December 31, 2024, the Company reported a net income of $2,081,033 on $24,440,600 of revenues, compared to a net income of $582,815 on $5,937,766 of revenues for the same period in 2023. As of December 31, 2024, the Company had $5,708,014 in total assets, $2,427,567 in total liabilities, and $3,280,447 in total stockholders' equity. A full-text copy of the Company's Form 10-Q is available at: https://tinyurl.com/bdd2z7dn About Earth Science Tech Miami, Fla.-based Earth Science Tech, Inc. was incorporated under the laws of the State of Nevada on April 23, 2010, subsequently changed to the State of Florida on June 27, 2022. As of November 8, 2022, the Company is a holding entity set to acquire companies with its current focus in the health and wellness industry. The Company is presently in compounding pharmaceuticals and telemedicine through its wholly owned subsidiaries RxCompoundStore.com, LLC., Peaks Curative, LLC., and Earth Science Foundation, Inc. Boca Raton, Fla.-based R. Bolko, CPA P.A, the Company's auditor since 2022, issued a "going concern" qualification in its report dated April 16, 2024, citing that the Company has suffered negative cash flows and has a significant accumulated deficit. These factors raise substantial doubt about the Company's ability to continue as a going concern. EASTSIDE DISTILLING: Beeline CEO Buys $655K Preferred Shares ------------------------------------------------------------ Eastside Distilling, Inc., d/b/a Beeline Holdings disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that Mr. Nicholas Liuzza, Jr., the principal shareholder of the Company and Chief Executive Officer of the Company's wholly-owned subsidiary, Beeline Financial Holdings, Inc. increased his ownership of the Company's securities by purchasing $655,000 of Series G Convertible Preferred Stock and five-year Warrants to purchase 642,157 shares of the Company's Common Stock. The Series G is convertible into 1,284, 314 shares of Common Stock. In addition, upon receipt of Audit Committee approval, Mr. Liuzza plans to convert his $700,000 bridge loan into additional Series G and Warrants. The Company intends to use the net proceeds, after deducting offering expenses and related costs, for working capital and general corporate purposes. The offer and sale of the units were exempt from registration Section 4(a)(2) of the Securities Act of 1933 and Rule 506(b) promulgated thereunder. About Eastside Distilling Headquartered in Portland, Oregon, Eastside Distilling, Inc. (d/b/a Beeline Holdings) has been producing craft spirits in Portland, Oregon since 2008. The Company is distinguished by its highly decorated product lineup that includes Azunia Tequilas, Burnside Whiskeys, Hue-Hue Coffee Rum, and Portland Potato Vodkas. All Eastside spirits are crafted from natural ingredients for the highest quality and taste. Eastside's Craft Canning + Printing subsidiary is one of the Northwest's leading independent mobile canning, co-packing, and digital can printing businesses. The Woodlands, Texas-based M&K CPAS, PLLC, the Company's former auditor, issued a "going concern" qualification in its report dated April 1, 2024, citing that the Company suffered a net loss from operations and used cash in operations, which raises substantial doubt about its ability to continue as a going concern. Eastside Distilling incurred a net loss of $7.5 million during the year ended December 31, 2023. As of June 30, 2024, Eastside Distilling had $16,589,000 in total assets, $18,523,000 in total liabilities, and $1,934,000 in total stockholders' deficit. EASTSIDE DISTILLING: Board Adopts 2025 Equity Incentive Plan ------------------------------------------------------------ Eastside Distilling, Inc. disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that the Board of Directors adopted the 2025 Equity Incentive Plan and authorized the 2025 Plan to be submitted to stockholders of the Company for approval. The Company has not issued any awards under the 2025 Plan. As of the adoption date, 300,000 shares of the Company's Common Stock, par value $0.0001 per share, were available for award under the 2025 Plan. Following approval of the Company's shareholders of the conversion of the Company's Series F and Series F-1 Preferred Stock into Common Stock, shares available for award under the 2025 Plan will increase to 12 million shares without further action by the Company. On February 4, 2025, the Board authorized a reverse split of the Company's capital stock at a ratio of 1 share for every 10 shares outstanding with an effective date of March 6. Following effectiveness of the reverse split, shares authorized under the 2025 Plan will be reduced in accordance with the reverse split ratio. Types of Awards: -- The 2025 Plan provides for the issuance of incentive stock options, non-statutory stock options, share appreciation rights, restricted shares, restricted share units, and other share-based awards. Administration: -- The 2025 Plan will be administered by the Board, or if the Board does not administer the 2025 Plan, a committee or a committee of the Board. The plan administrator may interpret the 2025 Plan and may prescribe, amend and rescind rules and make all other determinations necessary or desirable for the administration of the 2025 Plan. The 2025 Plan permits the plan administrator to select the eligible recipients who will receive awards, to determine the terms and conditions of those awards, including but not limited to the exercise price or other purchase price of an award, the number of common shares or cash or other property subject to an award, the term of an award and the vesting schedule applicable to an award, and to amend the terms and conditions of outstanding awards. Restricted Shares and Restricted Share Units: -- Restricted shares and RSUs may be granted under the 2025 Plan. The plan administrator will determine the purchase price, vesting schedule and performance goals, if any, and any other conditions that apply to a grant of restricted shares and RSUs. If the restrictions, performance goals or other conditions determined by the plan administrator are not satisfied, the restricted shares and RSUs will be forfeited. Subject to the provisions of the 2025 Plan and the applicable award agreement, the plan administrator has the sole discretion to provide for the lapse of restrictions in installments. Unless the applicable award agreement provides otherwise, participants with restricted shares will generally have all of the rights of a shareholder; provided that dividends will only be paid if and when the underlying restricted share vests. RSUs will not be entitled to dividends prior to vesting, but may be entitled to receive dividend equivalents if the award agreement provides for them. The rights of participants granted restricted shares or RSUs upon the termination of employment or service to the Company will be set forth in the award agreement. Options: -- Incentive stock options and non-statutory stock options may be granted under the 2025 Plan. An "incentive stock option" means an option intended to qualify for tax treatment applicable to incentive stock options under Section 422 of the Internal Revenue Code. A "non-statutory stock option" is an option that is not subject to statutory requirements and limitations required for certain tax advantages that are allowed under specific provisions of the Internal Revenue Code. A non-statutory stock option under the 2025 Plan is referred to for federal income tax purposes as a "non-qualified" stock option. Each option granted under the Plan will be designated as a non-qualified stock option or an incentive stock option. At the discretion of the administrator, incentive stock options may be granted only to the Company's employees, employees of the Company's "parent Company" (as such term is defined in Section 424(e) of the Code) or employees of the Company's subsidiaries. The exercise period of an option may not exceed ten years from the date of grant and the exercise price may not be less than 100% of the fair market value of a common share on the date the option is granted (110% of fair market value in the case of incentive stock options granted to ten percent shareholders). The exercise price for common shares subject to an option may be paid in cash, or as determined by the administrator in its sole discretion, (i) through any cashless exercise procedure approved by the administrator (including the withholding of common shares otherwise issuable upon exercise), (ii) by tendering unrestricted common shares owned by the participant, (iii) with any other form of consideration approved by the administrator and permitted by applicable law or (iv) by any combination of these methods. The option holder will have no rights to dividends or distributions or other rights of a shareholder with respect to the common shares subject to an option until the option holder has given written notice of exercise and paid the exercise price and applicable withholding taxes. In the event of a participant's termination of employment or service, the participant may exercise his or her option (to the extent vested as of such date of termination) for such period of time as specified in hte option agreement. Share Appreciation Rights: -- SARs may be granted either alone or in conjunction with all or part of any option granted under the 2025 Plan. A Free-Standing Right will entitle its holder to receive, at the time of exercise, an amount per share up to the excess of the fair market value (at the date of exercise) of a common share over the base price of the Free-Standing Right (which shall be no less than 100% of the fair market value of the related common shares on the date of grant) multiplied by the number of shares in respect of which the SAR is being exercised. A Related Right will entitle its holder to receive, at the time of exercise of the SAR and surrender of the applicable portion of the related option, an amount per share up to the excess of the fair market value (at the date of exercise) of a common share over the exercise price of the related option multiplied by the number of shares in respect of which the SAR is being exercised. The exercise period of a Free-Standing Right may not exceed 10 years from the date of grant. The exercise period of a Related Right will also expire upon the expiration of its related option. The holder of a SAR will have no rights to dividends or any other rights of a shareholder with respect to the common shares subject to the SAR until the holder has given written notice of exercise and paid the exercise price and applicable withholding taxes. In the event of a participant's termination of employment or service, the holder of a SAR may exercise his or her SAR (to the extent vested as of such date of termination) for such period of time as specified in the SAR agreement. Other Share-Based Awards: -- The administrator may grant other share-based awards under the 2025 Plan, valued in whole or in part by reference to, or otherwise based on, common shares. The administrator will determine the terms and conditions of these awards, including the number of common shares to be granted pursuant to each award, the manner in which the award will be settled, and the conditions to the vesting and payment of the award (including the achievement of performance goals). The rights of participants granted other share-based awards upon the termination of employment or service to the Company will be set forth in the applicable award agreement. In the event that a bonus is granted in the form of common shares, the common shares constituting such bonus shall, as determined by the administrator, be evidenced in uncertificated form or by a book entry record or a certificate issued in the name of the participant to whom such grant was made and delivered to such participant as soon as practicable after the date on which such bonus is payable. Any dividend or dividend equivalent award issued hereunder shall be subject to the same restrictions, conditions and risks of forfeiture as apply to the underlying award. Equitable Adjustment and Treatment of Outstanding Awards Upon a Change in Control Equitable Adjustments: -- In the event of a merger, consolidation, reclassification, recapitalization, spin-off, spin-out, repurchase, reorganization, special or extraordinary dividend or other extraordinary distribution (whether in the form of common shares, cash or other property), combination, exchange of shares, or other change in corporate structure affecting the Company's common shares, an equitable substitution or proportionate adjustment shall be made in: (i) the aggregate number and kind of securities reserved for issuance under the 2025 Plan; (ii) the kind and number of securities subject to, and the exercise price of, any outstanding options and SARs granted under the 2025 Plan; (iii) the kind, number and purchase price of common shares, or the amount of cash or amount or type of property, subject to outstanding restricted shares, RSUs and other share-based awards granted under the 2025 Plan; and (iv) the terms and conditions of any outstanding awards (including any applicable performance targets). Equitable substitutions or adjustments other than those listed above may also be made as determined by the plan administrator. In addition, the plan administrator may, subject in all events to the requirements of Section 409A of the Internal Revenue Code, may terminate all outstanding awards for the payment of cash or in-kind consideration having an aggregate fair market value equal to the excess of the fair market value of the common shares, cash or other property covered by such awards over the aggregate exercise price, if any, of such awards, but if the exercise price of any outstanding award is equal to or greater than the fair market value of the common shares, cash or other property covered by such award, the plan administrator may cancel the award without the payment of any consideration to the participant. With respect to awards subject to foreign laws, adjustments will be made in compliance with applicable requirements. Except to the extent determined by the plan administrator, adjustments to ISOs will be made only to the extent not constituting a "modification" within the meaning of Section 424(h)(3) of the Code. Change in Control: -- The 2025 Plan provides that, unless otherwise determined by the plan administrator and evidenced in an award agreement, if a "change in control" (as defined below) occurs and a participant is employed by the Company or any of the Company's affiliates immediately prior to the consummation of the change in control, then the plan administrator, in its sole and absolute discretion, may: (i) provide that any unvested or unexercisable portion of an award carrying a right to exercise will become fully vested and exercisable; and (ii) cause the restrictions, deferral limitations, payment conditions and forfeiture conditions applicable to any award granted under the 2025 Plan to lapse, and the awards will be deemed fully vested and any performance conditions imposed with respect to such awards will be deemed to be fully achieved at target performance levels. The administrator shall have discretion in connection with such change in control to provide that all outstanding and unexercised options and SARs shall expire upon the consummation of such change in control. For purposes of the 2025 Plan, a "change in control" means, (i) a tender offer (or series of related offers) shall be made and consummated for the ownership of 50% or more of the outstanding voting securities of the Company, unless as a result of such tender offer more than 50% of the outstanding voting securities of the surviving or resulting Company shall be owned in the aggregate by the stockholders of the Company (as of the time immediately prior to the commencement of such offer), any employee benefit plan of the Company or its Subsidiaries, and their affiliates; (ii) the Company shall be merged or consolidated with another entity, unless as a result of such merger or consolidation more than 50% of the outstanding voting securities of the surviving or resulting entity shall be owned in the aggregate by the stockholders of the Company (as of the time immediately prior to such transaction), any employee benefit plan of the Company or its Subsidiaries, and their affiliates; (iii) the Company shall sell substantially all of its assets to another entity that is not wholly owned by the Company, unless as a result of such sale more than 50% of such assets shall be owned in the aggregate by the stockholders of the Company (as of the time immediately prior to such transaction), any employee benefit plan of the Company or its Subsidiaries and their affiliates; or (iv) a Person shall acquire 50% or more of the outstanding voting securities of the Company (whether directly, indirectly, beneficially or of record), unless as a result of such acquisition more than 50% of the outstanding voting securities of the surviving or resulting Company shall be owned in the aggregate by the stockholders of the Company (as of the time immediately prior to the first acquisition of such securities by such Person), any employee benefit plan of the Company or its Subsidiaries, and their affiliates. About Eastside Distilling Headquartered in Portland, Oregon, Eastside Distilling, Inc. (d/b/a Beeline Holdings) has been producing craft spirits in Portland, Oregon since 2008. The Company is distinguished by its highly decorated product lineup that includes Azunia Tequilas, Burnside Whiskeys, Hue-Hue Coffee Rum, and Portland Potato Vodkas. All Eastside spirits are crafted from natural ingredients for the highest quality and taste. Eastside's Craft Canning + Printing subsidiary is one of the Northwest's leading independent mobile canning, co-packing, and digital can printing businesses. The Woodlands, Texas-based M&K CPAS, PLLC, the Company's former auditor, issued a "going concern" qualification in its report dated April 1, 2024, citing that the Company suffered a net loss from operations and used cash in operations, which raises substantial doubt about its ability to continue as a going concern. Eastside Distilling incurred a net loss of $7.5 million during the year ended December 31, 2023. As of June 30, 2024, Eastside Distilling had $16,589,000 in total assets, $18,523,000 in total liabilities, and $1,934,000 in total stockholders' deficit. EKSO BIONICS: Armistice Capital, Steven Boyd Hold 9.99% Stake ------------------------------------------------------------- Armistice Capital, LLC and Steven Boyd disclosed in a Schedule 13G/A Report filed with the U.S. Securities and Exchange Commission that as of December 31, 2024, they beneficially owned an aggregate amount of 2,250,021 shares of Ekso Bionics Holdings, Inc.'s Common Stock, representing 9.99% of the shares outstanding. Armistice Capital, LLC may be reached at: Steven Boyd c/o Armistice Capital, LLC 510 Madison Avenue, 7th Floor New York, New York 10022 United States of America Tel: (212) 231-4932 A full-text copy of Armistice Capital's SEC Report is available at: https://tinyurl.com/4na8y7j9 About Ekso Bionics Holdings San Rafael, Calif.-based Ekso Bionics Holdings, Inc. designs, develops, and markets exoskeleton products to augment human strength, endurance, and mobility. San Francisco, Calif.-based WithumSmith+Brown PC, the Company's auditor since 2010, issued a 'going concern' qualification in its report dated March 4, 2024, citing that the entity has an accumulated deficit at December 31, 2023, and, since inception, has suffered significant operating losses and negative cash flows from operations that raise substantial doubt about its ability to continue as a going concern. For the years ended December 31, 2023, and 2022, Ekso reported net losses of $15.2 million and $15.1 million, respectively. As of September 30, 2024, Ekso Bionics Holdings had $29.2 million in total assets, $14.3 million in total liabilities, and $14.9 million in total stockholders' equity. EKSO BIONICS: Kent Lake PR, 2 Others Hold 4.6% Equity Stake ----------------------------------------------------------- Kent Lake PR LLC, Kent Lake Partners LP, and Benjamin Natter disclosed in a Schedule 13G filed with the U.S. Securities and Exchange Commission that as of December 31, 2024, they beneficially own 1,000,000 shares of Ekso Bionics Holdings, Inc.'s common stock, representing 4.6% of the outstanding shares. Kent Lake PR may be reached through: Benjamin Natter, Managing Member 4512 Hacienda Shoppe CTR Ste 11 #26 Anasco, Puerto Rico 00610 Tel: (415) 799-2720 A full-text copy of Kent Lake PR's SEC Report is available at: https://tinyurl.com/mupcmu4d About Ekso Bionics Holdings San Rafael, Calif.-based Ekso Bionics Holdings, Inc. designs, develops, and markets exoskeleton products to augment human strength, endurance, and mobility. San Francisco, Calif.-based WithumSmith+Brown PC, the Company's auditor since 2010, issued a 'going concern' qualification in its report dated March 4, 2024, citing that the entity has an accumulated deficit at December 31, 2023, and, since inception, has suffered significant operating losses and negative cash flows from operations that raise substantial doubt about its ability to continue as a going concern. For the years ended December 31, 2023, and 2022, Ekso reported net losses of $15.2 million and $15.1 million, respectively. As of September 30, 2024, Ekso Bionics Holdings had $29.2 million in total assets, $14.3 million in total liabilities, and $14.9 million in total stockholders' equity. EL CANO: Seeks to Hire Modesto Bigas Mendez as Bankruptcy Counsel ----------------------------------------------------------------- El Cano Development Inc. seeks approval from the U.S. Bankruptcy Court for the District of Puerto Rico to employ Modesto Bigas Mendez, Esq., an attorney practicing in Ponce, Puerto Rico, to handle its Chapter 11 case. Mr. Mendez will be compensated at his hourly rate of $250 plus expenses. The attorney also received a retainer of $5,000 from Desarrolladora Connie, Inc., in favor of the Debtor. Mr. Mendez disclosed in a court filing that he is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The attorney can be reached at: Modesto Bigas Mendez, Esq. Modesto Bigas Law Office P.O. Box 7462 Ponce, PR 00732 Telephone: (787) 844-1444 Facsimile: (787) 842-4090 Email: modestobigas@yahoo.com About El Cano Development El Cano Development Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.P.R. Case No. 25-00637) on February 17, 2025, listing up to $1 million in both assets and liabilities. Modesto Bigas Mendez, Esq., serves as the Debtor's counsel. EMX ROYALTY: Extract Advisors, 2 Others Hold 8% Equity Stake ------------------------------------------------------------ Extract Advisors LLC, Extract Capital Master Fund Ltd., and Darin Milmeister disclosed in a Schedule 13G/A filed with the U.S. Securities and Exchange Commission that as of December 31, 2024, they beneficially own 8,837,071 common shares of EMX Royalty Corporation, representing 8% of the 110,875,339 shares outstanding as of November 6, 2024. The shares are held by Extract Capital Master Fund Ltd., managed by Extract Advisors LLC, with Darin Milmeister serving as the managing member. Extract Advisors may be reached through: Darin Milmeister, Managing Member 21255 Burbank Blvd., Suite 120 Los Angeles, California 91367 Tel: 212-255-0972 A full-text copy of Extract Advisors' SEC Report is available at: https://tinyurl.com/2kdp2ts6 About EMX EMX Royalty Corporation -- https://emxroyalty.com/ -- is a precious and base metals royalty company. EMX's investors are provided with discovery, development, and commodity price optionality while limiting exposure to risks inherent to operating companies. The Company's common shares are listed on the NYSE American Exchange and TSX Venture Exchange under the symbol "EMX." Vancouver, Canada-based Davidson & Company LLP, the Company's auditor since 2002, issued a "going concern" qualification in its report dated March 21, 2024, citing that the Company has a working capital deficiency that raises substantial doubt about its ability to continue as a going concern. For the year ended December 31, 2023, the Company reported a net loss of $4.63 million, compared to a net income of $3.35 million for the same period in 2022. As of September 30, 2024, EMX had $156.5 million in total assets, $39.1 million in total liabilities, and $117.4 million in total shareholders' equity. ENDRA LIFE: L1 Capital Global Holds 6.22% Equity Stake ------------------------------------------------------ L1 Capital Global Opportunities Master Fund, Ltd. disclosed in a Schedule 13G/A filed with the U.S. Securities and Exchange Commission that as of December 31, 2024, it beneficially owned 35,589 Common Shares of ENDRA Life Sciences Inc.'s Common Stock, representing 6.22% of the 536,908 shares of Common Stock outstanding as of November 19, 2024 based on the Company's Amendment No. 1 to the Quarterly Report on Form 10-Q/A filed with the Securities and Exchange Commission on November 21, 2024. L1 Capital Global Opportunities Master Fund, Ltd. may be reached through: David Feldman, Director 161A Shedden Road, 1 Artillery Court PO Box 10085, Grand Cayman Cayman Islands KY1-1001. Tel: 646-688-5654 A full-text copy of L1 Capital Global's SEC Report is available at: https://tinyurl.com/bp74f2s2 About ENDRA Life Headquartered in Ann Arbor, Mich., ENDRA Life Sciences Inc. -- http://www.endrainc.com-- is the pioneer of Thermo Acoustic Enhanced UltraSound (TAEUS), a groundbreaking technology that characterizes tissue similar to an MRI, but at 1/40th the cost and at the point of patient care. TAEUS is designed to work in concert with the more than 700,000 ultrasound systems in use globally today. TAEUS is initially focused on the non-invasive assessment of fatty tissue in the liver. Steatotic liver disease (SLD, formerly known as NAFLD-NASH) is a chronic liver disease spectrum that affects over two billion people globally, and for which there are no practical diagnostic tools. Beyond the liver, ENDRA is exploring several other clinical applications of TAEUS, including non-invasive visualization of tissue temperature during energy-based surgical procedures. New York, N.Y.-based RBSM LLP, the Company's auditor since 2015, issued a "going concern" qualification in its report dated March 28, 2024, citing that the Company has suffered recurring losses from operations, generated negative cash flows from operating activities, has an accumulated deficit, and has stated that substantial doubt exists about the Company's ability to continue as a going concern. As of Sept. 30, 2024, ENDRA Life Sciences had $8.38 million in total assets, $1.77 million in total liabilities, and $6.60 million in total stockholders' equity. EPR INVESTMENTS: Water49 Files Amendment to Disclosure Statement ---------------------------------------------------------------- Water49, LLC submitted an Amended Disclosure Statement in connection with Chapter 11 Plan for EPR Investments, L.C. dated February 12, 2025. 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 Water49 Plan provides for the liquidation and conversion of the Property and all of the Debtor's assets to cash and the distribution of the net proceeds therefrom to the Holders of Allowed Claims (and, if proceeds remain after paying all Claims in full) then to the Holders of Allowed Equity Interests. Water49 has determined that it is in the best interest of the Debtor, the Estate, and its creditors to arrange for the sale of the Property. The Debtor will continue to exist, but its sole purpose will be to liquidate and sell the Property and pay proceeds to the Holders of Allowed Claims and to Holders of Equity Interests as provided in the Plan. Water49 intends to appoint a Liquidation Agent. The Liquidation Agent shall be an individual or entity who will be authorized to act on behalf of the Debtor to fulfill the terms of the Water49 Plan and to cause the sale of the Property. The Liquidation Agent may be Water49 or one of its affiliates. Water49 shall have the power and authority to execute and deliver any agreements or documents necessary to engage or retain the Liquidation Agent. Like in the prior iteration of the Plan, on, or as soon as reasonably practicable after, the later of (i) the Sale Date or (ii) the date a General Unsecured Claim in Class 3 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. The Water49 Plan contemplates that a Liquidating Agent will be appointed who will undertake to sell the Property. The Plan contemplates that all proceeds from the sale will be paid to a Disbursing Agent and then will be paid to Holders of Allowed Claims and Allowed Interests as provided in the Plan. All Creditors will be paid in full under the Plan. 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. Water49 shall be entitled to credit in the amount of its Allowed Secured Claim as part of any sale or auction of the Property. A full-text copy of the Amended Disclosure Statement dated February 12, 2025 is available at https://urlcurt.com/u?l=CvpaCk 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. EXECUTIVE BOAT: U.S. Trustee Unable to Appoint Committee -------------------------------------------------------- The U.S. Trustee for Region 14 disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of Executive Boat and RV Storage, LLC. About Executive Boat and RV Storage Executive Boat and RV Storage, LLC operates a boat and recreational vehicle storage facility in Chandler, Ariz. Executive Boat and RV Storage filed Chapter 11 petition (Bankr. D. Ariz. Case No. 25-00643) on January 24, 2025, listing between $1 million and $10 million in both assets and liabilities. Judge Brenda Moody handles the case. The Debtor is represented by Patrick F. Keery, Esq., at Keery McCue, PLLC. EXELA TECHNOLOGIES: Shay Capital Entities Hold 0.63% Equity Stake ----------------------------------------------------------------- Shay Capital LLC and Shay Capital Holdings LLC disclosed in a Schedule 13G/A filed with the U.S. Securities and Exchange Commission that as of December 31, 2024, they beneficially owned 175,600 shares of Exela Technologies, Inc.'s common stock, par value $0.0001 per share, representing 0.63% of the outstanding shares. This includes 100,600 shares issuable upon the exercise of call options that are currently exercisable. Shay Capital may be reached through: Elan Foxman, Chief Financial Officer 280 Park Avenue 5th Floor West New York, NY 10017 Tel: 646-561-0434 A full-text copy of Shay Capital's SEC Report is available at: https://tinyurl.com/yreyctsr About Exela Technologies Headquartered in Irving, Texas, Exela Technologies, Inc. -- http://www.exelatech.com/-- is a business process automation (BPA) company, leveraging a global footprint and proprietary technology to provide digital transformation solutions enhancing quality, productivity, and end-user experience. With decades of experience operating mission-critical processes, Exela serves a growing roster of more than 4,000 customers throughout 50 countries, including over 60% of the Fortune 100. Utilizing foundational technologies spanning information management, workflow automation, and integrated communications, Exela's software and services include multi-industry, departmental solution suites addressing finance and accounting, human capital management, and legal management, as well as industry-specific solutions for banking, healthcare, insurance, and the public sector. Through cloud-enabled platforms, built on a configurable stack of automation modules, and approximately 13,600 employees operating in 20 countries, Exela rapidly deploys integrated technology and operations as an end-to-end digital journey partner. Iselin, New Jersey-based EisnerAmper LLP, the Company's auditor since 2023, issued a "going concern" qualification in its report dated April 3, 2024, citing that the Company has experienced recurring losses, has a working capital deficit and stockholders' deficit, and significant future required cash payments for interest under its long-term debt obligations that raise substantial doubt about its ability to continue as a going concern. As of September 30, 2024, Exela Technologies had $567 million in total assets, $1.5 billion in total liabilities, and $936.2 million in total stockholders' deficit. FARIFOX CORPORATION: Seeks Subchapter V Bankruptcy in Texas ----------------------------------------------------------- On February 21, 2025, Farifox Corporation filed Chapter 11 protection in the U.S. Bankruptcy Court for the Eastern District of Texas. According to court filing, the Debtor reports $1,185,640 in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. About Farifox Corporation Farifox Corporation, d/b/a AestheticFX, doing business as AestheticFX, is a medical spa based in Frisco, TX, specializing in advanced aesthetic services designed to enhance both appearance and well-being. These services include injectables, skin treatments like RF resurfacing and chemical peels, laser hair removal, tattoo removal, and body contouring. AestheticFX utilizes state-of-the-art technology, including Alma's Harmony XL PRO and Soprano ICE Platinum systems, to provide non-invasive, effective treatments for their clients. Farifox Corporation sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Tex.Case No. 25-40488) on February 21, 2025. In its petition, the Debtor reports total assets as of Feb. 14, 2025 amounting to $264,737 and total liabilities as of Feb. 14, 2025 of $1,185,640. The Debtor is represented by: Daniel C. Durand III, Esq. DURAND & ASSOCIATES, PC 522 South Edmonds Lane, Suite 101 Lewisville, TX 75067 Tel: 972-221-5655 Email: diana@durandlaw.com durand@durandlaw.com FLUID MARKET: Seeks to Extend Plan Exclusivity to May 14 -------------------------------------------------------- Fluid Market Inc. and Fluid Fleet Services, LLC, asked the U.S. Bankruptcy Court for the District of Delaware to extend their exclusivity periods to file a plan of reorganization and obtain acceptance thereof to May 14 and July 14, 2025, respectively. The Debtors explain that they continue to make good-faith progress. Early on in these cases, the Debtors obtained first day relief to ensure a smooth transition into chapter 11 and filed their schedules of assets and liabilities and statements of financial affairs, among other tasks. The Debtors have also conducted a sale process that resulted in entry of the Sale Order approving the Sale to Kingbee, with the sale closing effective as of December 20, 2024. Among other activities, the Debtors are requesting an extension of the Exclusive Periods to focus on working with the Committee and Kingbee to implement certain components of the Global Settlement. Continued exclusivity will permit the Debtors to maintain flexibility. All stakeholders will benefit from such continued stability and predictability. The Debtors claim that they are not seeking to delay the chapter 11 cases by requesting the relief sought herein. Continued exclusivity will permit the Debtors to maintain flexibility so that a plan by a third party does not derail the parties' efforts towards effectuating the Global Settlement. All stakeholders will benefit from such continued stability and predictability. The Debtors assert that creditors will not be prejudiced by extending the Exclusive Periods. These cases are less than four months old. The Debtors' request for an extension of the Exclusive Periods is the Debtors' first such request. During this short time, the Debtors have accomplished a great deal: they closed the Sale to Kingbee, are working to effectuate the Global Settlement, are continuing to explore the disposition of their other remaining assets. The Debtors further assert that all stakeholders would benefit from the continued stability and predictability of having the Debtors oversee the remaining actions under the Global Settlement, and the Debtors will continue to work constructively with their creditors and all parties in interest to resolve any outstanding issues on a consensual basis whenever possible. Furthermore, the Debtors have continued to pay their debts as they become due throughout the pendency of these chapter 11 cases. Counsel to the Debtors: Laura Davis Jones, Esq. David M. Bertenthal, Esq. Timothy P. Cairns, Esq. Pachulski Stang Ziehl & Jones LLP 919 North Market Street, 17th Floor P.O. Box 8705 Wilmington, DE 19899 Telephone: (302) 652-4100 Facsimile: (302) 652-4400 Email: ljones@pszjlaw.com dbertenthal@pszjlaw.com tcairns@pszjlaw.com About Fluid Market Fluid Market, Inc., et al., operate and manage a technology-based, peer-to-peer truck-sharing platform across the United States with a fleet of nearly 5,500 vehicles owned by their non-Debtor affiliates or third-party owners who have elected to put their vehicles on the Debtors' platform, https://www.fluidtruck.com. Customers have quick and easy access to the right vehicle whenever they need it via the Debtors' mobile app and website. Fluid Market Inc. and Fluid Fleet Services, LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 24-12363) on Oct. 16, 2024. In the bankruptcy petition, Fluid Market reported $50 million to $100 million in assets and liabilities. The petition was signed by T. Scott Avila as chief executive officer. Pachulski Stang Ziehl & Jones LLP serves as the Debtors' counsel. Paladin Management Group, LLC acts as the Debtors' restructuring advisor; SSG Capital Advisors, LLC acts as investment banker to the Debtors; and Epiq Corporate Restructuring LLC is claims and noticing agent to the Debtors. FRANCHISE GROUP: $1BB Bank Debt Trades at 50% Discount ------------------------------------------------------ Participations in a syndicated loan under which Franchise Group Inc is a borrower were trading in the secondary market around 49.6 cents-on-the-dollar during the week ended Friday, February 21, 2025, according to Bloomberg's Evaluated Pricing service data. The $1 billion Term loan facility is scheduled to mature on March 10, 2026. About $762.3 million of the loan has been drawn and outstanding. Franchise Group, Inc., through its subsidiaries, operates franchised and franchisable businesses including The Vitamin Shoppe, Pet Supplies Plus, LLC, Badcock Home Furniture & More, American Freight, Buddy’s Home Furnishings and Sylvan Learning Systems, Inc. FRANCHISE GROUP: $300MM Bank Debt Trades at 50% Discount -------------------------------------------------------- Participations in a syndicated loan under which Franchise Group Inc is a borrower were trading in the secondary market around 50 cents-on-the-dollar during the week ended Friday, February 21, 2025, according to Bloomberg's Evaluated Pricing service data. The $300 million Term loan facility is scheduled to mature on March 10, 2026. About $295.5 million of the loan has been drawn and outstanding. Franchise Group, Inc., through its subsidiaries, operates franchised and franchisable businesses including The Vitamin Shoppe, Pet Supplies Plus, LLC, Badcock Home Furniture & More, American Freight, Buddy’s Home Furnishings and Sylvan Learning Systems, Inc. FRANCHISE GROUP: Updates Several Unsecured Claims Pay Details ------------------------------------------------------------- Franchise Group, Inc., and its Affiliated Debtors submitted a Disclosure Statement describing Fourth Amended Joint Plan dated February 12, 2025. The Plan constitutes a separate Plan for each Debtor for the resolution of outstanding Claims and Interests pursuant to the Bankruptcy Code. Each Debtor is a proponent of the Plan within the meaning of section 1129 of the Bankruptcy Code. The Non-Liquidating Debtors are pursuing Equitization Transaction with the possibility of consummating a Partial Sale Transaction. The American Freight Debtors are pursuing Store-Closing and Liquidation Sales, all as described in further detail in the Disclosure Statement. Following the Store-Closing and Liquidation Sales, the American Freight Debtors will be wound down. The proceeds of the Store-Closing and Liquidation Sales shall be distributed in accordance with the applicable provisions of this Plan. Pursuant to the Committee Settlement, the Committee Settlement Parties have agreed to, among other things, resolve any and all disputes between the Required Consenting First Lien Lenders, the Debtors, and the Creditors' Committee in exchange for, among other things: (i) the establishment of the OpCo Debtor Litigation Trust; (ii) funding of the OpCo Debtor Litigation Trust Escrow Account with the OpCo Debtor Litigation Trust Escrow Amount; (iii) mutual releases as provided for in this Plan; and (iv) support for this Plan. Class 6-A consists of Franchise Group, Inc. and OpCo Intermediate Debtors General Unsecured Claims. In full and final satisfaction, compromise, settlement, release, and discharge of each Allowed General Unsecured Claim at Franchise Group, Inc. and each Allowed General Unsecured Claim at the OpCo Intermediate Debtors, except to the extent that a Holder of a General Unsecured Claim against Franchise Group, Inc. or a Holder of a General Unsecured Claim against an OpCo Intermediate Debtor agrees to less favorable treatment, on the Effective Date, or as soon as practicable thereafter, each Holder of an Allowed General Unsecured Claim at Franchise Group, Inc. and each Holder of an Allowed General Unsecured Claim at any OpCo Intermediate Debtor shall receive its pro rata share of the OpCo Debtor Litigation Trust Units allocable to Franchise Group, Inc. or the applicable OpCo Intermediate Debtor, respectively. This Class is impaired. Class 8-A consists of Freedom HoldCo General Unsecured Claims. In full and final satisfaction, compromise, settlement, release, and discharge of each Allowed Freedom HoldCo General Unsecured Claim, except to the extent that a Holder of an Allowed Freedom HoldCo General Unsecured Claim agrees to less favorable treatment on account of its Claim, on the Effective Date, or as soon as practicable thereafter, each Holder of an Allowed Freedom HoldCo General Unsecured Claim shall receive its pro rata share of the proceeds from the Freedom HoldCo Debtor Litigation Trust. If there is no recovery from the Freedom HoldCo Debtor Litigation Trust, then such Holder of a Freedom HoldCo General Unsecured Claim shall receive no consideration on account of its Freedom HoldCo General Unsecured Claim. Class 8-B consists of HoldCo Receivables General Unsecured Claims. In full and final satisfaction, compromise, settlement, release, and discharge of each Allowed HoldCo Receivables General Unsecured Claim, except to the extent that a Holder of an Allowed HoldCo Receivables General Unsecured Claim agrees to less favorable treatment on account of its Claim, on the Effective Date, or as soon as practicable thereafter, each Holder of an Allowed HoldCo Receivables General Unsecured Claim shall receive its pro rata share of Cash, if any, held by the HoldCo Receivables Debtors. If there is no Cash held at the HoldCo Receivables Debtors after paying all Claims in Class 8-B that are senior or structurally senior to the Allowed HoldCo Receivables General Unsecured Claims, if applicable, then such Holder of a HoldCo Receivables General Unsecured Claim shall receive no consideration on account of its HoldCo Receivables General Unsecured Claim. This Class is impaired. Class 8-C consists of TopCo General Unsecured Claims. In full and final satisfaction, compromise, settlement, release, and discharge of each Allowed TopCo General Unsecured Claim, except to the extent that a Holder of an Allowed TopCo General Unsecured Claim agrees to less favorable treatment on account of its Claim, on the Effective Date, or as soon as practicable thereafter, each Holder of an Allowed TopCo General Unsecured Claim shall receive its pro rata share of Cash, if any, held by TopCo following the allocation described in Section 3.3(c) hereof. If there is no Cash held at TopCo following the allocation described in Section 3.3(c) hereof, then such Holder of a TopCo General Unsecured Claim shall receive no consideration on account of its TopCo General Unsecured Claim. This Class is impaired. The Debtors shall fund Cash distributions under the Plan with Cash on hand, including Cash from operations, the American Freight Liquidation Proceeds, the Sale Proceeds (if any) and the proceeds of the DIP Facility. Cash payments to be made pursuant to the Plan will be made by the Reorganized Debtors or the Disbursing Agent. The Debtors shall fund Cash distributions under the Plan from Cash on hand (if any), the American Freight Liquidation Proceeds, and the Sale Proceeds (if any) in accordance with the terms of the Sale Documents and the Plan. The Debtors shall fund distributions to Allowed Claims against the Freedom HoldCo Debtors from proceeds of the Freedom HoldCo Debtor Litigation Trust. A full-text copy of the Fourth Amended Plan dated February 12, 2025 is available at https://urlcurt.com/u?l=826YKE from Kroll Restructuring Administration LLC, claims agent. Proposed Co-Counsel to the Debtors: Edmon L. Morton, Esq. Shella Borovinskaya, Esq. Matthew B. Lunn, Esq. Allison S. Mielke, Esq. Shella Borovinskaya, Esq. YOUNG CONAWAY STARGATT & TAYLOR, LLP Rodney Square 1000 North King Street Wilmington, Delaware 19801 Tel: (302) 571-6600 Fax: (302) 571-1253 E-mail: emorton@ycst.com mlunn@ycst.com amielke@ycst.com sborovinskaya@ycst.com Debra M. Sinclair, Esq. Matthew A. Feldman, Esq. Betsy L. Feldman, Esq. Joseph R. Brandt, Esq. WILLKIE FARR & GALLAGHER LLP 787 Seventh Avenue New York, New York 10019 Tel: (212) 728-8000 Fax: (212) 728-8111 E-mail: dsinclair@willkie.com mfeldman@willkie.com bfeldman@willkie.com jbrandt@willkie.com About Franchise Group Inc. Franchise Group, Inc., through its subsidiaries, operates franchised and franchisable businesses including The Vitamin Shoppe, Pet Supplies Plus, LLC, Badcock Home Furniture & More, American Freight, Buddy's Home Furnishings and Sylvan Learning Systems, Inc. Franchise Group, Inc. and its affiliates filed their voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 24-12480) on Nov. 3, 2024, listing $1,000,000,001 to $10 billion in both assets and liabilities. The petitions were signed by David Orlofsky as chief restructuring officer. Willkie Farr & Gallagher LLP and Young Conaway Stargatt & Taylor, LLP are serving as legal counsel, AlixPartners is serving as financial advisor and Chief Restructuring Officer, and Ducera Partners is serving as investment banker to the Company. Paul Hastings LLP is serving as legal counsel and Lazard is serving as investment banker to the first lien ad hoc group. GLOSSLAB LLC: Appointment of Chapter 11 Trustee Sought ------------------------------------------------------ Willam Harrington, the U.S. Trustee for Region 2, asked the U.S. Bankruptcy Court for the Southern District of New York to appoint a Chapter 11 trustee for Glosslab, LLC and its affiliates. In his motion, the U.S. trustee argued that the companies have demonstrated incompetence to successfully reorganize their business. In response to mounting cash pressure, the companies state that they made the decision to lay off their entire corporate management team. This wholesale termination, if true, has had consequences. Additionally, the companies have been unable to provide a detailed accounting of the disposition of $20 million of fundraising or demonstrate what the sizable payments made from the companies' accounts to their chief executive officer have been for. They have dozens if not hundreds of related entities, and they are unaware of what assets and liabilities these related entities may have. In fact, in firing their corporate management team, the companies ignored rather than investigated their financial woes. The U.S. trustee cited that the companies apparently conducted an informal marketing process in early 2024 with marketing materials that are completely at odds with the business as it stands today that consisted of personal outreach from CEO Rachel Apfel Glass to her network of investors. The companies did not hire a chief restructuring officer or other professional who might right-size the business, instead jumping at the first possible opportunity to sell their businesses. The U.S. trustee incorporated by reference his arguments from Section II, infra, that demonstrate a lack of trustworthiness in the companies and their management. A cost-benefit analysis weighs in favor of a Chapter 11 trustee, because as of now, the only entities who will benefit from Glosslab's sale are Weinberg Zareh Malkin Price, LLP, the companies' legal counsel, Vernon Consulting, Inc., the companies' financial advisor, VD Brand Holdings, Inc., and one landlord (and, should the buyer choose, Glosslab's contractors). Mr. Harrington claimed that appointing a Chapter 11 trustee is also in the best interests of creditors because a trustee will be able to impartially investigate the companies' pre-bankruptcy expenditures. The companies failed to budget any funds for an investigation of such expenditures, whether in the form of Chapter 7 burial expenses or otherwise. Neither are they planning to preserve estate resources to investigate potentially significant tax refunds or other potential sources of value, such as the many entities that the companies own in full. A copy of the motion is available for free at https://urlcurt.com/u?l=9s0YIk from PacerMonitor.com. About Glosslab LLC Glosslab, LLC and affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. N.Y. Lead Case No. 24-12399) on December 23, 2024, with up to $50,000 in assets and up to $10 million in liabilities. Rachel Apfel Glass, chief executive officer, signed the petition. Judge Michael E. Wiles oversees the case. Adrienne Woods, Esq., at Weinberg Zareh Malkin Price, LLP, represents the Debtor as legal counsel. GPS HOSPITALITY: Burger King Operator Hires Paul Hastings, Houlihan ------------------------------------------------------------------- Reshmi Basu and Eliza Ronalds-Hannon of Bloomberg News reports that GPS Hospitality LLC, the operator of Burger King and Popeyes Louisiana Kitchen franchises, is consulting with advisers to manage a declining cash reserve amid revenue challenges, according to sources. The Atlanta-based franchisee has hired law firm Paul Hastings and investment bank Houlihan Lokey Inc. to assist in managing its debt and reducing the risk of covenant breaches, the sources said, requesting anonymity due to the sensitivity of the discussions, the report says. Meanwhile, a group of GPS creditors is seeking legal counsel from Paul Weiss Rifkind Wharton & Garrison, the report states. About GPS Hospitality Headquartered in Atlanta, Georgia, GPS Hospitality Holding Company LLC owns and operates around 394 Burger King restaurants, 19 Popeyes and 62 Pizza Hut locations across 11 states. GPS Hospitality is privately held and is majority owned by Tom Garrett, the company's founder and CEO. Annual revenue exceeds $600 million. GREENWAVE TECHNOLOGY: Director Henry Sicignano Resigns ------------------------------------------------------ Greenwave Technology Solutions, Inc. disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that Henry Sicignano III, Director, notified the Company of his resignation from the Company's Board of Directors effective February 14, 2025. Mr. Sicignano's resignation is not the result of a dispute or disagreement with the Company. Mr. Sicignano served as Chairman of the Company's Audit Committee and as a member of the Company's Compensation Committee and Nominating and Corporate Governance Committee. About Greenwave As an operator of 13 metal recycling facilities, Greenwave Technology Solutions, Inc. (Nasdaq: GWAV) supplies leading steel mills and industrial conglomerates with ferrous and non-ferrous metal. With steel being one of the most recycled materials worldwide, Greenwave supplies the raw metal utilized in critical infrastructure projects and U.S. warships vital to American national security interests. Headquartered in Chesapeake, VA, the Company has 167 employees with metal recycling operations across Virginia, North Carolina, and Ohio. For detailed financials and updates, visit www.GWAV.com. New York, NY-based RBSM LLP, the Company's auditor since 2017, issued a "going concern" qualification in its report dated April 16, 2024. The report emphasizes that Greenwave has net loss, has generated negative cash flows from operating activities, has an accumulated deficit and has stated that substantial doubt exists about Company's ability to continue as a going concern. As of Sept. 30, 2024, Greenwave had $69.57 million in total assets, $18.30 million in total liabilities, and $51.27 million in total stockholders' equity. GUAM: S&P Affirms 'BB-' LT Rating on GO Debt, Outlook Positive -------------------------------------------------------------- S&P Global Ratings removed all ratings on the Government of Guam (GovGuam) from CreditWatch, where they were placed with negative implications on Nov. 27, 2024, and assigned a positive outlook to the ratings. S&P said, "At the same time, we affirmed our 'BB-' long term rating on GovGuam's general obligation (GO) debt, our 'BB' rating on GovGuam's business privilege tax (BPT) and section 30 revenue bonds, and our 'B+' rating on GovGuam's appropriation-backed certificates of participation (COPs)." "The CreditWatch removal follows the receipt of sufficient information of quality from GovGuam to maintain our ratings, including GovGuam's fiscal 2023 audited financial statements," said S&P Global Ratings credit analyst Oscar Padilla. "The positive outlook reflects our view that there is one-in-three chance we could raise our rating on GovGuam's GO debt within the next two years should positive operating performance result in a strengthening of its reserve position sufficient, in our view, to balance against a comparatively elevated debt and liability profile and an inherently vulnerable economic base susceptible to shifts in federal spending priorities, tourism activities, and adverse climate events," added Mr. Padilla. GovGuam's GO bonds are secured by a full faith and credit pledge. S&P's GO rating is based on the application of its "Methodology For Rating U.S. Governments," published Sept. 9, 2024, on RatingsDirect. S&P said, "Our rating on the COPs reflects our view of appropriation risk. Our 'BB' long-term rating on GovGuam's BPT and section 30 revenue bonds reflects the application of our "Priority-Lien Tax Revenue Debt Criteria" (published Oct. 22, 2018), which factors in both the strength and stability of the pledged revenue, as well as the general credit quality of the obligor, which collects and transfers the pledged revenue for debt service payment. The priority-lien rating on these bonds is constrained to one notch above Guam's creditworthiness." GULFSLOPE ENERGY: Delays 10-Q Filing Over Working Capital Issues ---------------------------------------------------------------- Gulfslope Energy, Inc. disclosed a Form 12b-25 with the U.S. Securities and Exchange Commission that it is unable to complete the preparation of its Form 10-Q for the period ended December 31, 2024 in a timely manner because of working capital issues. About Gulfslope Headquartered in Houston, Texas, Gulfslope Energy, Inc. -- http://www.gulfslope.com-- is an independent crude oil and natural gas exploration and production company whose interests are concentrated in the United States Gulf of Mexico federal waters. The Company is a technically driven company, and it uses its licensed 2.2 million acres of advanced three-dimensional (3-D) seismic data to identify, evaluate, and acquire assets with attractive economic profiles. The Company has incurred accumulated losses as of June 30, 2023 of $69.8 million, has negative working capital of $14.7 million and for the nine months ended June 30, 2023 generated losses of $0.94 million. Further losses are anticipated in developing its business. As a result, the Company stated there exists substantial doubt about its ability to continue as a going concern. As of June 30, 2023, the Company had approximately $2,200 of unrestricted cash on hand. HANESBRANDS INC: New Term Loan Upsize No Impact on Moody's 'B1' CFR ------------------------------------------------------------------- Moody's Ratings said Hanesbrands Inc.'s ratings and stable outlook are not impacted by the upsize of the proposed senior secured Term Loan B to $1.1 billion from the previously contemplated $600 million. The company's B1 corporate family rating and B1-PD probability of default rating remain unchanged as the upsize in the term loan B will be used to repay existing debt and is leverage neutral. In addition, Moody's views positively that the proposed transaction pushes out the companies maturities. Hanesbrands' Ba2 ratings on the new senior secured bank credit facilities including its new 5-year $750 million revolving credit facility, new 5-year $400 million Term Loan A and 7-year $1.1 billion Term Loan B (which is being upsized from $600 million) remain unchanged. Additionally, Hanesbrands' B3 senior unsecured rating also remains unchanged. Proceeds from the proposed new facilities will be used to pay off Hanesbrands' existing senior secured Term Loan A due 2026, Term Loan B due 2030 and the company's existing 4.875% senior unsecured notes due 2026. The Ba2 ratings on the existing senior secured bank credit facilities and B3 rating on the 2026 senior unsecured notes will be withdrawn at transaction close. Headquartered in Winston-Salem, North Carolina, Hanesbrands Inc. manufactures and distributes basic apparel products under brands that include Hanes, Maidenform, Bali, Bonds and Playtex. Revenue for the go-forward business following the sale of Champion was about $3.5 billion for the 12 months ended December 31, 2024. HOOPERS DISTRIBUTING: Seeks to Tap Dawkins & Murray as Accountant ----------------------------------------------------------------- Hoopers Distributing LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of North Carolina to employ Dawkins & Murray CPA PA as accountant. The Debtor needs an accountant to complete and file its tax returns for the 2024 tax year. The firm will receive a flat fee of $1,000 for its services. Jean Murray, a certified public accountant at Dawkins & Murray, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Jean Murray, CPA Dawkins & Murray CPA, PA 1743-101 South Main St. Wake Forest, NC 27587 About Hoopers Distributing Hoopers Distributing, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.C. Case No. 25-00447) on February 7, 2025, listing between $500,001 and $1 million in both assets and liabilities. J.M. Cook serves as Subchapter V trustee. Judge Joseph N. Callaway presides over the case. The Debtor tapped Hendren, Redwine & Malone, PLLC as counsel and Dawkins & Murray CPA PA as accountant. HOSPITAL FOR SPECIAL: Plan Exclusivity Period Extended to May 6 --------------------------------------------------------------- Judge Janice D. Loyd of the U.S. Bankruptcy Court for the Western District of Oklahoma extended Hospital for Special Surgery, LLC d/b/a OneCore Health's exclusive periods to file a plan of reorganization and obtain acceptance thereof to May 6, 2025, and July 8, 2025, respectively. As shared by Troubled Company Reporter, the Debtor claims that the size and complexity of this Chapter 11 Case contributes to its need for an extension. Debtor and its advisors have been actively engaged since the Petition Date with ongoing diligence necessary for Debtor's reorganization. The Debtor has coordinated with the Patient Care Ombudsman appointed by this Court to ensure its operations continue at an exceptional level. These (and other activities) increase the complexity of the reorganization process while Debtor seeks to maintain its current operations, provide exceptional care to its patients, maximize its value for creditors, and work toward its proposal of a confirmable plan. The Debtor explains that it foresees needing additional time to conclude its ongoing negotiations with stakeholders and to negotiate and secure the necessary combination of cash and financing to facilitate Debtor's ability to propose an approvable plan and successfully exit this Chapter 11 Case. Thus, Debtor seeks this extension in good faith, and not for the purpose of pressuring its creditors, but to support its ability to present a plan that will provide the greatest value. Moreover, the financial strength of Debtor during the course of this Chapter 11 Case reveals its likely prospects of proposing a viable plan because Debtor's positive cash flow is an attractive sign to entities interested in investing in Debtor's future and providing financial support to facilitate its reorganization. It also assures that the requested extension will not jeopardize the rights of any creditors or other parties doing business with Debtor. Thus, these factors weigh in favor of granting the extension. Hospital for Special Surgery, LLC is represented by: William H. Hoch, Esq. Craig M. Regens, Esq. Mark A. Craige, Esq. Kaleigh Ewing, Esq. Crowe & Dunlevy 324 N. Robinson Ave., Suite 100 Oklahoma City, OK 73102 Telephone: (405) 235-7700 Email: will.hoch@crowedunlevy.com craig.regens@crowedunlevy.com mark.craige@crowedunlevy.com kaleigh.ewing@crowedunlevy.com About Hospital for Special Surgery Hospital for Special Surgery, LLC is a Medicare-certified surgical specialty hospital in Oklahoma City that specializes in diagnostic, surgical and rehabilitative services. Hospital for Special Surgery sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Okla. Case No. 24-12862) on Oct. 7, 2024, with total assets of $8,285,647 and total liabilities of $21,797,844. Steve Hockert, chief executive officer, signed the petition. Judge Janice D. Loyd oversees the case. The Debtor is represented by Mark A. Craige, Esq., at Crowe & Dunlevy. HS PURCHASER: $670MM Bank Debt Trades at 32% Discount ----------------------------------------------------- Participations in a syndicated loan under which HS Purchaser LLC is a borrower were trading in the secondary market around 67.6 cents-on-the-dollar during the week ended Friday, February 21, 2025, according to Bloomberg's Evaluated Pricing service data. The $670 million Term loan facility is scheduled to mature on November 19, 2027. The amount is fully drawn and outstanding. HS Purchaser, LLC develops infrastructure software. HYPERSCALE DATA: Holds 1.72% Stake in Adamas One Corp. ------------------------------------------------------ Hyperscale Data, Inc. disclosed in a Schedule 13G filed with the U.S. Securities and Exchange Commission that as of December 31, 2024, it beneficially owned 665,813 shares of Adamas One Corp.'s Common Stock, $0.001 par value, representing 1.72% of the outstanding shares. These shares are issuable upon the exercise of warrants held by Ault Lending, LLC. Adamas One Corp. may be reached at: 17767 N. Perimeter Dr. Suite B115 Scottsdale AZ 85255 Tel: (480) 356-8798 Hyperscale Data, Inc. may be reached through Milton C. Ault, III, Executive Chairman 11411 Southern Highlands Parkway Suite 240 Las Vegas, NV 89141 Tel: (949) 444-5464 3679 A full-text copy of Hyperscale Data's SEC Report is available at: https://tinyurl.com/27jsfza9 About Hyperscale Data Headquartered in Las Vegas, NV, Hyperscale Data, Inc., formerly known as Ault Alliance, Inc., is transitioning from a diversified holding company pursuing growth by acquiring undervalued businesses and disruptive technologies with a global impact to becoming solely an owner and operator of data centers to support high performance computing services. Through its wholly and majority-owned subsidiaries and strategic investments, Hyperscale Data owns and operates a data center at which it mines digital assets and offers colocation and hosting services for the emerging artificial intelligence ecosystems and other industries. It also provides, through its wholly owned subsidiary, Ault Capital Group, Inc., mission-critical products that support a diverse range of industries, including an artificial intelligence software platform, social gaming platform, equipment rental services, defense/aerospace, industrial, automotive, medical/biopharma and hotel operations. In addition, Hyperscale Data is actively engaged in private credit and structured finance through a licensed lending subsidiary. New York, New York-based Marcum LLP, the Company's auditor since 2016, issued a "going concern" qualification in its report dated April 16, 2024, citing that the Company has a working capital deficiency, has incurred net 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. HYPERSCALE DATA: Holds 14.02% Equity Stake in EVmo, Inc. -------------------------------------------------------- Hyperscale Data, Inc. disclosed in a Schedule 13G/A filed with the U.S. Securities and Exchange Commission that as of December 31, 2024, it beneficially owns 10,000,000 shares of EVmo, Inc.'s Common Stock, $0.000001 par value, representing 14.02% of the outstanding shares. EVmo, Inc. may be reached at: 33 N. Camden Drive Suite 600 Beverly Hills, California 90210 Tel: 310 926 2643 Hyperscale Data, Inc. may be reached through Milton C. Ault, III, Executive Chairman 11411 Southern Highlands Parkway Suite 240 Las Vegas, NV 89141 Tel: (949) 444-5464 3679 A full-text copy of Hyperscale Data's SEC Report is available at: https://tinyurl.com/4c2s5tjv About Hyperscale Data Headquartered in Las Vegas, NV, Hyperscale Data, Inc., formerly known as Ault Alliance, Inc., is transitioning from a diversified holding company pursuing growth by acquiring undervalued businesses and disruptive technologies with a global impact to becoming solely an owner and operator of data centers to support high performance computing services. Through its wholly and majority-owned subsidiaries and strategic investments, Hyperscale Data owns and operates a data center at which it mines digital assets and offers colocation and hosting services for the emerging artificial intelligence ecosystems and other industries. It also provides, through its wholly owned subsidiary, Ault Capital Group, Inc., mission-critical products that support a diverse range of industries, including an artificial intelligence software platform, social gaming platform, equipment rental services, defense/aerospace, industrial, automotive, medical/biopharma and hotel operations. In addition, Hyperscale Data is actively engaged in private credit and structured finance through a licensed lending subsidiary. New York, New York-based Marcum LLP, the Company's auditor since 2016, issued a "going concern" qualification in its report dated April 16, 2024, citing that the Company has a working capital deficiency, has incurred net 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. HYPERSCALE DATA: Holds No Shares in Mullen Automotive as of Dec. 31 ------------------------------------------------------------------- Hyperscale Data, Inc. disclosed in a Schedule 13G/A filed with the U.S. Securities and Exchange Commission that as of December 31, 2024, it no longer holds shares of Mullen Automotive Inc.'s common stock. Mullen Automotive Inc. may be reached at: 1405 Pioneer Street Brea, California 92821 Tel: 714-613-1900 Hyperscale Data, Inc. may be reached through Milton C. Ault, III, Executive Chairman 11411 Southern Highlands Parkway Suite 240 Las Vegas, NV 89141 Tel: (949) 444-5464 3679 A full-text copy of Hyperscale Data's SEC Report is available at: https://tinyurl.com/4refrykh About Hyperscale Data Headquartered in Las Vegas, NV, Hyperscale Data, Inc., formerly known as Ault Alliance, Inc., is transitioning from a diversified holding company pursuing growth by acquiring undervalued businesses and disruptive technologies with a global impact to becoming solely an owner and operator of data centers to support high performance computing services. Through its wholly and majority-owned subsidiaries and strategic investments, Hyperscale Data owns and operates a data center at which it mines digital assets and offers colocation and hosting services for the emerging artificial intelligence ecosystems and other industries. It also provides, through its wholly owned subsidiary, Ault Capital Group, Inc., mission-critical products that support a diverse range of industries, including an artificial intelligence software platform, social gaming platform, equipment rental services, defense/aerospace, industrial, automotive, medical/biopharma and hotel operations. In addition, Hyperscale Data is actively engaged in private credit and structured finance through a licensed lending subsidiary. New York, New York-based Marcum LLP, the Company's auditor since 2016, issued a "going concern" qualification in its report dated April 16, 2024, citing that the Company has a working capital deficiency, has incurred net 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. IM3NY LLC: Reaches Deal w/ Unsecured Creditors in Chapter 11 ------------------------------------------------------------ Ben Zigterman of Law360 Bankruptcy Authority reports that lithium-ion battery maker iM3NY has settled with its unsecured creditors' committee, avoiding a potential dispute over converting the case to Chapter 7 liquidation. The settlement follows creditors' objections to the company's Chapter 11 financing and auction plans. About iM3NY LLC IM3NY LLC -- https://im3ny.com/ -- is an independent lithium-ion cell manufacturer that is commercializing cell chemistry developed in the USA. iM3NY LLC and Imperium3 New York, Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 25-10131) on January 27, 2025. In the petition, the Debtors reported estimated assets between $50 million and $100 million and estimated liabilities between $100 million and $500 million. The Honorable Bankruptcy Brendan Linehan Shannon handles the cases. The Debtors tapped William E. Chipman, Jr., Esq., at Chipman Brown Cicero & Cole, LLP as counsel; Novo Advisors as financial advisor; and Hilco Corporate Finance, LLC as investment banker. Stretto, Inc. is the Debtors' noticing claims management and reconciliation consultant. INET TAXI: Sec. 341(a) Meeting of Creditors on March 24 ------------------------------------------------------- On February 20, 2025, Inet Taxi Corp. filed Chapter 11 protection in the U.S. Bankruptcy Court for the Eastern District of New York. According to court filing, the Debtor reports $1,288,699 in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. A meeting of creditors under Section 341(a) to be held on March 24, 2025 at 02:00 PM at Telephonic Meeting: Phone 1 (866) 919-4760, Participant Code 4081400#. About Inet Taxi Corp. Inet Taxi Corp. operates a taxi service in Rockaway Park, NY, owning taxi medallions 7L17 and 7L18, which allow it to operate yellow taxis in New York City. Inet Taxi Corp. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.Y. Case No. 25-40853) on February 20, 2025. In its petition, the Debtor reports total assets of $999,627 and total liabilities of $1,288,699. Honorable Bankruptcy Judge Jil Mazer-Marino handles the case. The Debtor is represented by: Alla Kachan, Esq. LAW OFFICES OF ALLA KACHAN, P.C. 2799 Coney Island Avenue, Suite 202 Brooklyn, NY 11235 Tel: (718) 513-3145 Fax: (347) 342-3156 E-mail: alla@kachanlaw.com INGENOVIS HEALTH: $675MM Bank Debt Trades at 53% Discount --------------------------------------------------------- Participations in a syndicated loan under which Ingenovis Health Inc is a borrower were trading in the secondary market around 47.5 cents-on-the-dollar during the week ended Friday, February 21, 2025, according to Bloomberg's Evaluated Pricing service data. The $675 million Term loan facility is scheduled to mature on March 6, 2028. About $650.4 million of the loan has been drawn and outstanding. Ingenovis Health is an Ohio based temporary healthcare staffing agency providing nurses on assignments to hospitals and medical centers, including both traditional and fast response staffing, across the US. The company also supplies nurses during strikes and provides interventional cardiologists for rural and remote hospitals. Ingenovis is majority owned by Cornell and Trilantic Capital Partners (the Investor Group). INNOV8TIVE NUTRITION: Frances Smith Named Subchapter V Trustee -------------------------------------------------------------- The U.S. Trustee for Region 6 appointed Frances Smith, Esq., at Ross, Smith & Binford, PC, as Subchapter V trustee for Innov8tive Nutrition, Inc. Ms. Smith will be paid an hourly fee of $475 for her services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Ms. Smith declared that she is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Frances A. Smith, Esq. Ross, Smith & Binford, PC 700 N. Pearl Street, Ste. 1610 Dallas, TX 75201 Phone: 214-593-4976 Fax: 214-377-9409 Email: frances.smith@rsbfirm.com About Innov8tive Nutrition Inc. Innov8tive Nutrition Inc. provides nutritional products and fosters a supportive community. Innov8tive Nutrition filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. E.D. Texas Case No. 25-40277) on February 1, 2025. In its petition, the Debtor reported between $100,000 and $500,000 in both assets and liabilities. Judge Brenda T. Rhoades handles the case. The Debtor is represented by Robert DeMarco, III, Esq., in Dallas, Texas. INNOVATIVE DESIGNS: Posts $96K 2024 Income, 'Going Concern' Stays ----------------------------------------------------------------- Innovative Designs, Inc., filed its annual report on Form 10-K with the Securities and Exchange Commission, showing a net income of $96,923 on net revenues of $1.38 million for the fiscal year ending Oct. 31, 2024. This marks an improvement over the previous year, when the Company reported a net loss of $301,378 on revenues of $347,763. As of Oct. 31, 2024, the Company had $1.69 million in total assets, $249,954 in total liabilities, and $1.44 million in total stockholders' equity. Asesoria Global, S.A., the Company's auditor based in Guatemala City, Guatemala, issued a "going concern" qualification in its report dated Feb. 19, 2025. The auditor pointed out that, due to accumulated losses and the risks tied to the Company's heavy reliance on two customers for sales, the Company is evaluating its ability to continue as a going concern. The Company reported minimal net income for the year ending Oct. 31, 2024, a net loss for the year ending Oct. 31, 2023, negative cash flows from operations for both fiscal years, and an accumulated deficit. According to the Company, these factors raise substantial doubt regarding its ability to continue as a going concern for a period of one year from the issuance of these financial statements. Management's plans include cash receipts through sales, sales of Company stock, and borrowings from private parties. The full text of the Form 10-K is available for free at: https://www.sec.gov/Archives/edgar/data/1190370/000173112225000267/e6374_10-k.htm 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. The Company also offers a product that helps restore the waterproof character of the outer side of its Arctic Armor clothing. In addition, the Company offers cold weather headgear and base insulation clothing product. INNOVATIVE MEDTECH: Delays 10-Q Filing for the Period Ended Dec. 31 ------------------------------------------------------------------- Innovative Medtech, Inc. disclosed a Form 12b-25 with the U.S. Securities and Exchange Commission that its management could not complete the required financial statements for its Quarterly Report for the period ended December 31, 2024, and the Management's Discussion and Analysis of such financial statements prior to the filing deadline. About Innovative Medtech Innovative Medtech, Inc., headquartered in Blue Island, IL, is a provider of health and wellness services, and has two divisions: the RX Vitality digital wallet and health care app (available on both the iOS and Google Play App Stores), and the company's wholly owned subsidiary SarahCare, an adult day care center franchisor with 2 corporate-owned centers and 24 franchise locations across the United States. SarahCare offers seniors daytime care and activities ranging from exercise and medical needs daily to nursing care and salon services. On March 25, 2021, the Company acquired SarahCare for a total of $3,718,833; $2,000,110 was paid in cash and the Company assumed approximately $393,885 in debt due to sellers, and the remaining is payable through a royalty fee liability due in the amount of $1,500,000. With 25 centers (2 corporate and 23 franchise locations) located in 13 states, SarahCare offers seniors daytime care and activities focusing on meeting their physical and medical needs on a daily basis, and ranging from nursing care to salon services and providing meals, to offering engaging and enriching activities to allow them to continue to lead active and engaged lives. Tampa, Florida-based Astra Audit & Advisory, LLC, the Company's auditor since 2024, issued a "going concern" qualification in its report dated Oct. 15, 2024, citing that the Company has incurred net losses and working capital deficits. These factors, along with the need for additional financing to meet its business plans, raise substantial doubt about the Company's ability to continue as a going concern. The Company has yet to file its Annual Report for the year ended June 30, 2024, due to management's inability to complete the required financial statements and accompanying Management's Discussion and Analysis before the deadline. INSPIREMD INC: Nantahala Capital Holds 9.99% Equity Stake --------------------------------------------------------- Nantahala Capital Management, LLC, Wilmot B. Harkey, and Daniel Mack disclosed in a Schedule 13G/A Report filed with the U.S. Securities and Exchange Commission that as of December 31, 2024, Nantahala may be deemed to be the beneficial owner of 2,709,118 Shares held by funds and separately managed accounts under its control, and as the managing members of Nantahala, each of Messrs. Harkey and Mack may be deemed to be a beneficial owner of those Shares. The 2,709,118 Shares includes 1,034,553 Shares which may be acquired by the Reporting Persons within sixty days through the exercise of warrants. The shares owned represent 9.99% of the shares outstanding. Nantahala Capital may be reached through: Taki Vasilakis / Chief Compliance Officer 130 Main St. 2nd Floor New Canaan CT 06840 Tel: 203-404-1172 A full-text copy of Nantahala Capital's SEC Report is available at: https://tinyurl.com/43w4s3fk About InspireMD Headquartered in Tel Aviv, Israel, InspireMD, Inc. -- http://www.inspiremd.com-- is a medical device company focusing on the development and commercialization of its proprietary MicroNet stent platform technology for the treatment of complex vascular and coronary disease. A stent is an expandable "scaffold-like" device, usually constructed of a metallic material, that is inserted into an artery to expand the inside passage and improve blood flow. Its MicroNet, a micron mesh sleeve, is wrapped over a stent to provide embolic protection in stenting procedures. InspireMD reported a net loss of $19.92 million in 2023, a net loss of $18.49 million in 2022, a net loss of $14.92 million in 2021, a net loss of $10.54 million in 2020, and a net loss of $10.04 million in 2019. As of September 30, 2024, InspireMD had $50.5 million in total assets, $9.1 million in total liabilities, and $41.4 million in total equity. InspireMD said in its Quarterly Report for the period ended June 30, 2024, that as of Aug. 5, 2024, the Company has the ability to fund its planned operations for at least the next 12 months. However, the Company expects to continue incurring losses and negative cash flows from operations until its product, CGuard Headquartered in Tel Aviv, Israel, InspireMD, Inc. -- PS, reaches commercial profitability. Therefore, in order to fund the Company's operations until such time that the Company can generate substantial revenues, the Company may need to raise additional funds. The Company said its plans include continued commercialization of its products and raising capital through sale of additional equity securities, debt or capital inflows from strategic partnerships. There are no assurances, however, that the Company will be successful in obtaining the level of financing needed for its operations. If it is unsuccessful in commercializing its products or raising capital, the Company may need to reduce activities, curtail or cease operations. IPMI 3: Moody's Lowers Rating on $110MM Revenue Bonds to 'B1' ------------------------------------------------------------- Moody's Ratings has downgraded IPMI 3, LLC's (NM) $110 million outstanding Taxable Revenue Bonds, (Bureau of Indian Affairs Project), Series 2021 to B1 from Ba3. The outlook remains negative. The downgrade reflects the risks associated with the need to renew or extend the BIA leases, compounded by the uncertainty surrounding the federal government's overall leasing strategy, which could complicate the long-term renewal of both the BIA 1 and BIA 2 leases. RATINGS RATIONALE The B1 rating incorporates the continued lack of a long-term lease for BIA 1 and the need to renew or extend the lease for BIA 2 before its approaching expiration. The rating also reflects uncertainty in the federal government's office space needs and leasing strategy amid efforts to reduce the federal workforce and find other budget savings. While the lease for BIA 1 expired March 14, 2024, IPMI and the Bureau of Indian Affairs (BIA) have subsequently entered into a standstill agreement that effectively extends that lease term to March 16, 2027. IPMI is actively pursuing extension or renewal options for the BIA 2 lease that expires December 1, 2025 and leasing authority is directly with BIA and its parent, the Department of the Interior. Nevertheless, the federal government's intention to reduce its real estate footprint could challenge reaching an agreement for BIA 2 during the next nine months before lease expiration and longer-term renewals for both buildings before bond maturity in 2028. RATING OUTLOOK The negative outlook reflects the approaching December 2025 expiration of the lease for BIA 2 and uncertainty about the federal government's office space needs and leasing strategy that could complicate lease renewals or extensions. FACTORS THAT COULD LEAD TO AN UPGRADE OF THE RATING -- Renewal of both leases with terms that extend at least to bond maturity -- Reduction in debt levels or the final bullet payment that reduces overall leverage and refinancing risk FACTORS THAT COULD LEAD TO A DOWNGRADE OF THE RATING -- Delays in executing a standstill agreement for the BIA 2 lease with terms similar to BIA 1, or additional delays in renewing the leases for both buildings -- Material credit weakening of the United States -- Increased leverage on the project -- Interruption or delay in monthly lease payments -- Nonperformance of its obligations under the lease by the borrower LEGAL SECURITY The bonds are ultimately payable from payments by the GSA, on behalf of the BIA, including monthly lease payments that cover interest, made to the respective lessors, who are also guarantors of the debt. The two lessors are single purpose entities solely owned by IPMI 3 LLC, the issuer. IPMI 3, LLC is wholly owned by IPMI. Bondholders also benefit from a mortgage interest on the leased facilities. PROFILE IPMI 3, LLC is a New Mexico limited liability company and a special purpose entity formed solely to issue the Series 2021 bonds. The sole member of IPMI 3, LLC is Indian Pueblos Marketing Inc, a federally chartered corporation wholly owned by the 19 Pueblos of New Mexico. IPMI 3, LLC is also itself the sole member of the lessors. METHODOLOGY The principal methodology used in this rating was Lease, Appropriation, Moral Obligation and Comparable Debt of US Special Purpose Districts Methodology published in November 2022. IVANTI SOFTWARE: $1.75BB Bank Debt Trades at 22% Discount --------------------------------------------------------- Participations in a syndicated loan under which Ivanti Software Inc is a borrower were trading in the secondary market around 77.6 cents-on-the-dollar during the week ended Friday, February 21, 2025, according to Bloomberg's Evaluated Pricing service data. The $1.75 billion Term loan facility is scheduled to mature on December 1, 2027. About $1.70 billion of the loan has been drawn and outstanding. Ivanti is an IT Software Company headquartered in South Jordan, Utah. It produces software for IT Security, IT Service Management, IT Asset Management, Unified Endpoint Management, Identity Management and supply chain management. J.C. PENNEY: Creditors Seek $1B Over Alleged Bankruptcy Misconduct ------------------------------------------------------------------ Barnett Capital Advisors, a first and second lien creditor in the J.C. Penney (JCP) Chapter 11, announced that it has joined the Motion to Intervene filed by another creditor, Eric Moore, in the United States Bankruptcy Court for the Southern District of Texas. The motion alleges a pattern of misconduct and fiduciary breaches enabled by the secret relationship between Judge Jones and Jackson Walker Attorney Elizabeth Freeman. The motion alleges that billions in cash and real estate were funneled to select creditors while others -- including creditors in the same class -- were left with nothing as the result of an illegal Uptier transaction. This transaction mirrors one recently overturned in the Fifth Circuit's Serta decision. The legal action seeks more than $1 billion in damages from Jackson Walker LLP for its alleged role in the purported scheme. Moore's motion, now backed by Barnett Capital Advisors and other creditors, calls on the Court to allow these parties to participate in the adversary proceeding against Jackson Walker LLP. Central to the motion are concerns of judicial impropriety and hidden relationships, following revelations that Jackson Walker Partner Elizabeth Freeman reportedly maintained an undisclosed relationship with presiding Judge David Jones during the JCP bankruptcy proceedings. "What occurred in this Chapter 11 is not normal. The Court must take a hard look at the full scope of harm done to creditors and investors," said Andrew Carrillo, President of Barnet Capital Advisors. The motion lists several key allegations against Jackson Walker, including that it: 1. Allowed the Uptier Group, who were owed only $900 million, to receive more than $3 billion in concealed payments without disclosing this overpayment to the U.S. Trustee and affected creditors. 2. Never provided a liquidation analysis as required under 11 U.S.C. Section 1129(a)(7). This allowed Jackson Walker to conceal billions of dollars in assets and wipe out first and second lien secured bond holders. 3. Paid $23 million to the debtors' investment banker, Lazard, despite Lazard's failure to perform the most basic services appropriate to its role in the proceedings -- most notably its failure to produce any valuation of the debtors' assets -- and its preemptive claim that it couldn't secure a better sale price than the one the debtors had already agreed to. 4. Misrepresented the sale process by reporting that an auction of J.C. Penney's assets had occurred, when in fact it was a private sale. 5. Signed off on a status update (filed on November 1, 2023) alleging that only $1 billion was available for distribution to creditors, when more than $8 billion was ultimately distributed. 6. Argued that the debtors' assets were "worth nowhere close to $8.4 billion, " on August 19, 2020, only 180 days before the alleged purchasers documented that they had received over $8.4 billion in assets from the debtors. 7. Refused to disclose to creditors, or file with the bankruptcy court, the distribution amount received by the DIP Lenders. 8. Maneuvered behind the scenes to select Judge Jones to preside over the J.C. Penney bankruptcy, because the other eligible judge was deemed a "process hawk." 9. Counseled the debtors to enter into a settlement agreement that violates the Supreme Court's decisions in AWECO and Jevic. 10. Allowed an undisclosed Uptier transaction that secretly distributed billions in assets to certain first lien bondholders and certain unsecured creditors, while skipping over creditors in higher in priority in violation of both the Fifth Circuit's Serta Simmons decision, 11 U.S.C. Section 1123(a)(4) and the Absolute Priority Rule 1129(b)(2). "The only reason you don't conduct a liquidation analysis is to hide assets," said Carrillo. "If you're hiding assets, you're doing it to harm the people to whom you owe a fiduciary obligation. That must be reviewed in detail in this case." Raul Ferrer, a bond investor and JCP secured creditor: "Not only was there no liquidation analysis in the disclosure statement, but there was also no list of assets or their values. This omission concealed billions of dollars in assets from entire classes of bond investors who held valid liens on them. It's unconscionable and represents a fundamental breach of our rights as secured creditors. This makes me not trust the bond market. I don't want to ever buy secured bonds again." The JCP Plan administrator's lawsuit against Jackson Walker currently seeks just $1 million for breach of fiduciary duty--an amount that Barnett Capital Advisors and other intervenors argue is a mere fraction of the actual damages. The Motion to Intervene is Dkt. 4 in the adversary proceeding (Adv. Pro. No. 25-02002) under Case No. 20-20184 (CML) in the United States Bankruptcy Court for the Southern District of Texas, Corpus Christi Division. About Barnett Capital Advisors Barnett Capital Advisors is a Wealth Management and Retirement Planning Firm committed to empowering retirees worldwide to achieve the retirement of their dreams. Offering personalized, unbiased advice, strategic financial planning, and intelligent investment strategies, the firm helps clients secure their financial future with confidence. For more information, visit www.barnettcapitaladvisors.com. About J.C. Penney Co. Inc. J.C. Penney Company, Inc. -- http://www.jcpenney.com/-- is an apparel and home retailer, offering merchandise from an extensive portfolio of private, exclusive, and national brands at over 850 stores and online. It sells clothing for women, men, juniors, kids, and babies. On May 15, 2020, J.C. Penney entered into a restructuring support agreement with lenders holding 70% of its first lien debt. The RSA contemplates agreed-upon terms for a pre-arranged financial restructuring plan that is expected to reduce several billion dollars of indebtedness. To implement the plan, J.C. Penney and its affiliates on May 15, 2020, filed voluntary petitions for reorganization under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 20-20182). At the time of the filing, J.C. Penney disclosed assets of between $1 billion and $10 billion and liabilities of the same range. Judge David R. Jones oversaw the cases. The Debtors tapped Kirkland & Ellis and Jackson Walker, LLP as legal counsel; Katten Muchin Rosenman, LLP as special counsel; Lazard Freres & Co. LLC as investment banker; AlixPartners, LLP as restructuring advisor; and KPMG, LLP as tax consultant. Prime Clerk is the claims agent, maintaining the page http://cases.primeclerk.com/JCPenney The committee of unsecured creditors retained Cole Schotz, P.C., and Cooley, LLP. * * * J.C. Penney in November 2020 won approval to sell substantially all of its retail and operating assets ("OpCo") to a group formed by landlords Brookfield Asset Management, Inc. and Simon Property Group and senior lenders through a combination of cash and new term loan debt. Paul, Weiss, Rifkind, Wharton & Garrison LLP was the legal counsel, and BRG Capital Advisors, LLC, served as financial adviser to Simon and Brookfield. JACKSON HOSPITAL: JMS Health Services Out as Committee Member ------------------------------------------------------------- The U.S. Bankruptcy Court for the Middle District of Alabama issued an amended order authorizing the appointment of these unsecured creditors to the official committee of unsecured creditors in the Chapter 11 cases of Jackson Hospital & Clinic Inc. and JHC Pharmacy, LLC: 1. Cardinal Health 7000 Cardinal Place Dublin, OH 43017 2. Sodexo 915 Meeting St. North Bethesda, MD 20852 3. Medline Industries 3 Lakes Drive Northfield, IL 60093 4. Boston Scientific 300 Boston Scientific Way Marlborough, MA 01752 5. Southeast Apothecary 2032 Poplar Street Montgomery, AL 36106 6. Connetics Communications, LLC 2999 Olympus Blvd., Suite 500 Dallas, TX 7501 JMS Health Services, LLC was previously appointed as member of the creditors committee. Its name no longer appears in the amended order. About Jackson Hospital & Clinic Inc. Jackson Hospital & Clinic, Inc. is a non-membership, non-profit corporation based in Alabama. JHC is the direct or indirect parent company of JHC Pharmacy, LLC, an Alabama limited liability company that provides pharmacy services to JHC patients. JHC owns 100% of JHC Pharmacy. Additionally, JHC is a direct or indirect parent company of certain other entities that have not filed for bankruptcy. JHC operates a 344-bed healthcare facility in Montgomery, Ala., with a rich history dating back to 1894. Since its official opening in 1946, JHC has grown into one of the largest hospitals in Alabama, offering specialized services in cardiac care, cancer treatment, neurosciences, orthopedics, women's care, and emergency services. JHC's service area includes 16 counties across central Alabama. JHC and JHC Pharmacy filed Chapter 11 petitions (Bankr. M.D. Ala. Lead Case No. 25-30256) on February 4, 2025. In its petition, JHC reported between $100 million and $500 million in both assets and liabilities. Judge Christopher L. Hawkins handles the cases. The Debtors are represented by: Derek F. Meek, Esq. Marc P. Solomon, Esq. James P. Roberts, Esq. Andrew P. Cicero, III, Esq. Catherine T. Via, Esq. Burr & Forman, LLP 420 20th Street North, Suite 3400 Birmingham, AL 35203 Tel: (205) 251-3000 Email: dmeek@burr.com msolomon@burr.com jroberts@burr.com acicero@burr.com cvia@burr.com JACKSON HOSPITAL: Suzanne Koenig of SAK Healthcare Named PCO ------------------------------------------------------------ The U.S. Bankruptcy Administrator for the Middle District of Alabama appointed Suzanne Koenig of SAK Healthcare to serve as patient care ombudsman in the Chapter 11 cases of Jackson Hospital & Clinic, Inc. and JHC Pharmacy, LLC. The appointment follows an order from the U.S. Bankruptcy Administrator for the Middle District of Alabama directing the bankruptcy watchdog to appoint a PCO who will monitor the quality of care provided to patients by the healthcare providers. Ms. Koenig disclosed in a court filing that she does not have any connection with the healthcare providers, creditors and other parties involved in their Chapter 11 cases. Ms. Koenig is the founder and chief executive officer of SAK Management Services, doing business as SAK Healthcare. The PCO can be reached at: Suzanne Koenig SAK Healthcare 300 Saunders Road, Suite 300 Riverwoods, IL 60015 Phone: 847-446-8400 Fax: 847-446-8432 skoenig@sakhealthcare.com About Jackson Hospital & Clinic Inc. Jackson Hospital & Clinic, Inc. is a non-membership, non-profit corporation based in Alabama. JHC is the direct or indirect parent company of JHC Pharmacy, LLC, an Alabama limited liability company that provides pharmacy services to JHC patients. JHC owns 100% of JHC Pharmacy. Additionally, JHC is a direct or indirect parent company of certain other entities that have not filed for bankruptcy. JHC operates a 344-bed healthcare facility in Montgomery, Ala., with a rich history dating back to 1894. Since its official opening in 1946, JHC has grown into one of the largest hospitals in Alabama, offering specialized services in cardiac care, cancer treatment, neurosciences, orthopedics, women's care, and emergency services. JHC's service area includes 16 counties across central Alabama. JHC and JHC Pharmacy filed Chapter 11 petitions (Bankr. M.D. Ala. Lead Case No. 25-30256) on February 4, 2025. In its petition, JHC reported between $100 million and $500 million in both assets and liabilities. Judge Christopher L. Hawkins handles the cases. The Debtors are represented by: Derek F. Meek, Esq. Marc P. Solomon, Esq. James P. Roberts, Esq. Andrew P. Cicero, III, Esq. Catherine T. Via, Esq. Burr & Forman, LLP 420 20th Street North, Suite 3400 Birmingham, AL 35203 Tel: (205) 251-3000 Email: dmeek@burr.com msolomon@burr.com jroberts@burr.com acicero@burr.com cvia@burr.com JAGUAR HEALTH: Extends Maturity of $6.2M Promissory Note to 2026 ---------------------------------------------------------------- Jaguar Health, Inc. and its wholly-owned subsidiary, Napo Pharmaceuticals, Inc. (together referred to as the borrower), have made an amendment to the secured promissory note originally issued to Streeterville Capital, LLC for $6,220,812.50. The amendment, made under the terms of the Note Purchase Agreement signed on Jan. 19, 2021, results in the extension of the Note's maturity date to Jan. 20, 2026. About Jaguar Health Jaguar Health, Inc. -- http://www.jaguar.health-- is a commercial-stage pharmaceuticals company focused on developing novel, plant-based, sustainably derived prescription medicines for people and animals with gastrointestinal ("GI") distress, including chronic, debilitating diarrhea. Jaguar Health's wholly owned subsidiary, Napo Pharmaceuticals, Inc., focuses on developing and commercializing proprietary plant-based human pharmaceuticals from plants harvested responsibly from rainforest areas. The Company's crofelemer drug product candidate is the subject of the OnTarget study, a pivotal Phase 3 clinical trial for prophylaxis of diarrhea in adult cancer patients receiving targeted therapy. Larkspur, California-based RBSM, LLP, the Company's auditor since 2022, issued a "going concern" qualification in its report dated April 1, 2024, citing that the Company has an accumulated deficit, recurring losses, and expects continuing future losses. These conditions raise substantial doubt about the Company's ability to continue as a going concern. The Company has incurred net losses since its inception. For the years ended Dec. 31, 2023 and 2022, the Company had net losses of $41.9 million and $48.4 million, respectively, and expects to incur additional losses in the near-term future. At Dec. 31, 2023, the Company had an accumulated deficit of $308.2 million and accumulated comprehensive loss of $652,000. To date, the Company has generated only limited revenue, and it may never achieve revenue sufficient to offset its expenses. JAYASWAL LLC: Seeks to Hire Ravosa Law Offices as Legal Counsel --------------------------------------------------------------- Jayaswal LLC approval from the U.S. Bankruptcy Court for the District of Massachusetts to employ Ravosa Law Offices, PC to handle its Chapter 11 case. The firm will be paid at these hourly rates: Attorneys $450 Paralegal $150 Secretary/Clerical $75 Cynthia Ravosa, Esq., an attorney at Ravosa Law Offices, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Cynthia R. Ravosa, Esq. Ravosa Law Offices, PC One South Avenue Natick, MA 01760 Telephone: (508)-655-3013 Facsimile: (617) 720-1104 Email: massachusettsbankruptcycenter@gmail.com About Jayaswal LLC Jayaswal LLC sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Mass. Case No. 24-12444) on December 4, 2024, listing $100,000 to $500,000 in assets and up to $50,000 in liabilities. The petition was signed by Anuradha Jayaswal, sole member. David G. Baker, Esq. at Law Office of David G. Baker represents the Debtor as counsel. JW REALTY: Seeks Chapter 11 Bankruptcy in New York -------------------------------------------------- On February 20, 2025, JW Realty Holdings LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the Southern District of New York. According to court filing, the Debtor reports $1,155,000 in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. About JW Realty Holdings LLC JW Realty Holdings LLC is a single-asset company, is the fee simple owner of the property located at 253 County Rte 105, Highland Mills, NY 10930, which is valued at $1.35 million. JW Realty Holdings LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No.: 25-35180) on February 20, 2025. In its petition, the Debtor reports total assets of $1,350,000 and total liabilities of $1,155,000. Honorable Bankruptcy Judge Kyu Young Paek handles the case. The Debtor is represented by: Jonathan S. Pasternak, Esq DAVIDOFF HUTCHER & CITRON LLP 605 Third Avenue, 34th Floor New York, NY 10158 Tel: 212-557-7200 Fax: 212 286 1884 KASEYA INC: S&P Assigns 'B' Issuer Credit Rating, Outlook Stable ---------------------------------------------------------------- S&P Global Ratings assigned its 'B' issuer credit rating to Kaseya Inc., a provider of software solutions for managed service providers (MSPs) and mid-market-enterprises (MMEs), as well as a 'B' issue-level rating with a '3' recovery rating (rounded estimate: 65%) to the new first-lien credit facilities, and a 'CCC+' issue-level rating with a '6' recovery rating (rounded estimate: 0%) to the new second-lien term loan. The stable outlook reflects S&P's view that Kaseya will continue to grow its revenue by low- to mid-teen percent and generate more than $100 million free cash flow over the next 12-24 months. S&P said, "We believe Kaseya is well positioned to sustain its growth as the small to midsize business (SMB) market increasingly turns to MSPs to provide IT services. Kaseya is a leading IT management and cybersecurity software provider, primarily serving MSPs and MMEs, with an operating scale exceeding $1.5 billion annual recurring revenue (ARR) and consistent double-digit revenue growth over the past five years (pro forma for acquisitions). We believe the firm has leading share and compelling product offerings in a fragmented market with a broad range of solutions available through its IT Complete platform or other bundled offerings. Kaseya's primary customer base of MSPs--which account for about 80% of ARR--use the firm's software to provide managed IT and information security services to the SMB market. We believe the MSP model of IT service provision is positioned for continued growth as SMBs often lack the financial resources or technology expertise to maintain their IT infrastructure and cybersecurity posture in-house as the complexity and importance of necessary technology increases." Strong net retention rates consistently over 110% and over 90% of revenues from recurring subscriptions provides more certainty the firm will be able to sustain growth in the low- to mid-teens over the next few years. S&P sees some risk the company may face revenue headwinds in future recessions due to its substantial exposure to smaller end-customers; however, it notes the company has navigated past downturns well, contract duration is an average three-years, and the mission-criticality of core IT functions even in the SMB space will likely continue to provide resilience. S&P said, "Efficient go-to market execution has enabled Kaseya to remain highly profitable through its rapid growth, although we see limited upside from our forecasts of 2026 EBITDA margins. Kaseya has maintained an efficient go-to market strategy that has supported its margin profile despite rapid growth and a highly diversified base of smaller customers, which are two factors that typically constrain profitability. Strong brand recognition in the MSP marketplace combined with growing demand for end-to-end solutions has enabled Kaseya to focus on inbound demand, and the firm has been effective in upselling to existing customers. The incremental scale gained from acquiring and integrating Datto has also enabled margin expansion. A sizable amount of integration and other nonrecurring expenses burdened adjusted EBTIDA as we calculate it post-acquisition, but we believe the firm's core profitability would have supported EBITDA margins around the high-30% to low-40% over the past three years. We forecast EBITDA margins of around mid-30% in 2025 as the company still has some one-time expense items to get through (related to its pre-initial public offering (IPO) work, systems upgrade, and remaining acquisition-related obligations), and then improve further to the high-30% to low-40% area in 2026 and beyond as these nonrecurring costs continue to roll off. We do not expect much incremental expansion beyond 2026; however, we believe that the MSP software market will remain competitive and the company will need to continue to invest in its offerings to sustain its market position." Initial leverage of over 9x will be very high but improving cash generation and high revenue visibility provides more certainty that Kaseya will be able to deleverage rapidly. Kaseya has not been able to generate significant cash flow the past few years due to significant acquisition-related expenses (e.g., integration, deferred compensation, severance) and high interest burden. S&P said, "With the proposed transaction of raising new debt to refinance the existing private credit facilities and pay down a portion of its preferred equity (that we include in our leverage calculation), Kaseya will be able to lower its cost of capital modestly and provide additional cushion in cash generation going forward. We expect the company will generate about $50 million-$100 million unadjusted free cash flow (FCF) in 2025 and then over $200 million in 2026 and beyond." S&P said, "Although Kaseya has a history of doing tuck-in acquisitions to expand product offerings and adjacent market opportunities, we believe it has limited execution risks given its track record of integrating acquired businesses successfully. Furthermore, we expect Kaseya's management and financial sponsor's intention of eventually bringing the company to the public market (over the medium to longer term) should limit its re-leveraging risk. We also expect the company will be prudent in managing its balance sheet and seek to deleverage over time, in advance of a potential initial public offering in the future. We forecast its S&P Global Ratings-adjusted leverage will be about 9.5x (or 7.5x excluding the preferred equity) in 2025 and gradually improve to about 8x (or 6x excluding the preferred equity) in 2026. We believe Kaseya will maintain healthy amount of liquidity to support its growth initiatives, execute potential tuck-in acquisitions, and service debt payments over the next 12-24 months. "The stable outlook reflects our view that while Kaseya's leverage will be high over the next 12-24 months, management and sponsor's intention of eventually bringing the company to public market should limit re-leveraging risk and expect the company will have ample liquidity to execute operating strategies and service debt payments. We expect the company will continue to grow its revenue by low- to mid-teen percent and be able to generate more than $100 million FCF over the next 12-24 months." S&P could lower its rating on Kaseya if: -- Its performance is worse than expected because of economic downturns and/or increasing competitive pressure; -- Business execution or acquisition integration missteps lead to lower retention and profitability deterioration such that we believe cash flow generation is trending toward a nominal level on a sustained basis; or -- It pursues significant debt-financed acquisitions or increased shareholder returns that cause its S&P Global Ratings-adjusted leverage to exceed 9.5x (including the preferred equity that S&P treated as debt in our leverage calculation) for an extended period. S&P could raise the rating on Kaseya if: -- Its leverage improves and is sustained below 7x (including the preferred equity that we treated as debt in our leverage calculation), or it sustains funds from operations (FFO) cash interest coverage over mid-2x area; and -- Its financial sponsor commits to a financial policy of maintaining the credit metrics listed above; or -- It successfully completes an IPO and repays outstanding debt with the proceeds such that its credit metrics will align with our upgrade thresholds listed above. KODIAK TRUCKING: Updates SBA Secured Claim Pay; Files Amended Plan ------------------------------------------------------------------ Kodiak Trucking, Inc., submitted a Modified Subchapter V Plan of Reorganization. This is an operating Plan. Debtor will continue to operate its business and will use revenues generated from that operation to fund the Plan. Upon approval of the Plan, the Plan will be binding upon all creditors and equity interests. The Class 3 claim consists of the secured claim of the U.S. Small Business Administration, which is secured by certain business property (for purposes of this paragraph only, the "Collateral"). Debtor believes that the value of the Collateral is in excess of the amount of the claim. The amount of the Class 3 claim is estimated to be $524,034.86, as reflected in Claim No. 2 filed herein. In addition, any amount allowed of the Plan shall be added to the amount of the Class 3 claim. The Class 3 claim shall be unmodified by the Plan. This class is unimpaired under the Plan; consequently, the holders are entitled to vote on the Plan. Like in the prior iteration of the Plan, General Unsecured Claims in Class 11 shall be paid pro rata from payments received by the Distribution Fund after the payments on secured claims and all higher priority claims have been paid. This class shall be paid in full. Following confirmation of the Plan, Debtor will set aside sufficient money from operation of Debtor's business into a fund that will be used to pay claims in this case. Beginning on the 15th day of the month following the Effective Date, Debtor shall fund the Plan by paying the Monthly Unsecured Distribution Amount plus an amount sufficient to pay all Class 1 through 8 secured claim payments due for that month (collectively, the "Plan Payment Amount") into a distribution fund (the "Distribution Fund") for a total of sixty months. The Distribution Fund shall be maintained by the Debtor. The "Monthly Unsecured Distribution Amount" shall be determined on the Effective Date by adding the total amount of (1) the Administrative Claim Fund, (2) allowed priority tax claims, (3) allowed Class 10 claims, and (4) allowed Class 11 claims (collectively "Total Unsecured Claim Amount"), and then dividing that number by sixty. The Monthly Unsecured Distribution Amount shall be increased if required to ensure that the Total Unsecured Claim Amount is paid within sixty months (for example, if the amount of Total Unsecured Claims increases after the Effective Date). Beginning March 31, 2026, and continuing every March 31 thereafter while the Plan is in effect, in addition to the Plan Payment Amount, Debtor shall also make an "Annual Excess Reserve Payment" if, after making all payments required by the Plan and paying all of Debtor's other required expenses, Debtor has more than $1 million remaining in cash reserves. The Annual Excess Reserve Payment shall be calculated by subtracting $1 million from the amount of Debtor's cash reserves on March 31 of the applicable year. One-half of the Annual Excess Reserve Payment shall be applied to the amount owing on the Class 1.1 and 1.2 claims, and one-half shall be applied to any outstanding Administrative Claims, until such claims are paid in full. After both such claims have been paid in full, any remaining amount shall be paid to unsecured creditors. A full-text copy of the Modified Subchapter V Plan dated February 13, 2025 is available at https://urlcurt.com/u?l=EEWDP9 from PacerMonitor.com at no charge. Attorney for the Debtor: Peter L. Fear, Esq. Gabriel J. Waddell, Esq. Peter A. Sauer, Esq. Fear Waddell, P.C. 7650 North Palm Avenue, Suite 101 Fresno, CA 93711 Telephone: (559) 436-6575 Facsimile: (559) 436-6580 Email: pfear@fearlaw.com gwaddell@fearlaw.com psauer@fearlaw.com About Kodiak Trucking Kodiak Trucking Inc., a company in Bakersfield, Calif., offers specialized freight trucking services. The Debtor filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. E.D. Calif. Case No. 23-12784) on Dec. 15, 2023, with $1 million to $10 million in both assets and liabilities. Marco Arambula, chief executive officer, signed the petition. Judge Jennifer E. Niemann oversees the case. Peter Fear, Esq., at Fear Waddell, P.C., is the Debtor's legal counsel. KONTOOR BRANDS: Helly Hansen Deal No Impact on Moody's 'Ba2' CFR ---------------------------------------------------------------- Moody's Ratings said that Kontoor Brands, Inc.'s acquisition of Helly Hansen has no immediate impact on Kontoor's existing ratings, including its Ba2 corporate family rating and Ba2-PD probability of default rating or stable outlook. The largely debt-financed transaction will temporarily weaken Kontoor's credit metrics, but the company has a commitment to paying down debt and a track record of maintaining conservative leverage. Moody's expects the company to realize long-term strategic benefits from the acquisition while reducing Moody's-adjusted debt/EBITDA from a pro-forma estimated low-4x (under 3x using Kontoor's net leverage calculation). On February 19, Kontoor announced that it had signed a definitive agreement to acquire Helly Hansen, an outdoor and workwear apparel brand, from Canadian Tire. The acquisition will add roughly $650 million of revenue and $75 million of adjusted EBITDA and is expected to generate $15 million of synergies. The $900 million purchase price will be financed with $200 million balance sheet cash and $700 million of incremental debt. The transaction is subject to regulatory clearance and customary closing conditions, and is expected to close in Q2 2025. Moody's expects the transaction to provide long-term growth opportunities for Kontoor. The Helly Hansen acquisition will increase Kontoor's scale and diversify its business with the addition of a recognized brand with global presence in the hiking, skiing, sailing and workwear categories. As a Norwegian brand, Helly Hansen generates a significant portion of its sales from Europe, and is relatively underpenetrated in the US and China. Following significant growth over the past ten years, Moody's expects further opportunities to be driven by geographic expansion and favorable dynamics of the outdoor category. Headquartered in Greensboro, North Carolina, Kontoor Brands, Inc. is a leading designer, manufacturer and retailer of denim and other apparel under the Wrangler and Lee brand names. Revenue for the fiscal year ending December 30, 2024 was approximately $2.6 billion. LACAYO REAL: Seeks Approval to Tap JMS Law as Bankruptcy Counsel ---------------------------------------------------------------- Lacayo Real Estate Group, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to employ JMS Law, PA as counsel. The firm will provide these services: (a) advise the Debtor with respect to its powers and duties; (b) advise the Debtor with respect to its responsibilities in complying with the U.S. Trustee's Operating Guidelines and Reporting Requirements and with the rules of the court; (c) prepare legal documents necessary in the administration of the case; (d) protect the interest of the Debtor in all matters pending before the court; and (e) represent the Debtor in negotiation with its creditors in the preparation of a plan. Jose Sanchez, Esq., an attorney at JMS Law, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Jose M. Sanchez, Esq. JMS Law, PA 8355 W. Flagler Street, No. 322 Miami, FL 33144 Telephone: (786) 351-1935 Facsimile: (786) 999-8813 Email: josemsanchezq@gmail.com About Lacayo Real Estate Group Lacayo Real Estate Group LLC is the owner of four retail spaces, all located in Doral, Florida, with an estimated total current value of $3.25 million. Lacayo Real Estate Group LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 25-10285) on January 13, 2025. In its petition, the Debtor reports total assets of $3,245,000 and total liabilities of $2,332,561. Honorable Bankruptcy Judge Corali Lopez-Castro handles the case. Jose M. Sanchez, Esq., at JMS Law, PA represents the Debtor as counsel. LAKE CLINCH: U.S. Trustee Unable to Appoint Committee ----------------------------------------------------- The U.S. Trustee for Region 21, until further notice, will not appoint an official committee of unsecured creditors in the Chapter 11 case of Lake Clinch Resort, LLC, according to court dockets. About Lake Clinch Resort Lake Clinch Resort, LLC is a single asset real estate company operating in Frostproof, Fla. Lake Clinch Resort filed Chapter 11 petition (Bankr. M.D. Fla. Case No. 25-00268) on January 16, 2025, listing between $1 million and $10 million in assets and up to $50,000 in liabilities. Judge Grace E. Robson handles the case. The Debtor is represented by Haynes Edward Brinson, Esq., at Brinson and Brinson. LAW OFFICE OF GEORGE: Sex Assault Claim Can't Be Axed in Ch. 11 --------------------------------------------------------------- Emily Lever of Law360 Bankruptcy Authority reports that a former intern at the bankrupt Law Office of George T. Peters PLLC has sued the firm's bankruptcy estate, seeking to preserve her sexual assault claim against the name partner from being discharged in the Chapter 11 process. About Law Office of George T. Peters, PLLC Law Office of George T. Peters, PLLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 24-11373) on August 8, 2024. In its petition, the Debtor reports estimated assets up to $50,000 and estimated liabilities between $500,000 and $1 million. Honorable Bankruptcy Judge Philip Bentley handles the case. The Debtor is represented by: George Theodore Peters, Esq. Law Office Of George T. Peters 402 W. 145th Street, 2nd Floor New York, NY 10031 Telephone: (347) 751-0157 Facsimile: (347) 464-0921 E-mail: george.peters@myatty1.com LAWSON AND SON: Seeks to Hire Slocum Law as Bankruptcy Counsel -------------------------------------------------------------- Lawson and Son Service Center Inc. seeks approval from the U.S. Bankruptcy Court for the Middle District of Tennessee to employ Slocum Law as counsel. The firm will render these services: (a) advise the Debtor as to its rights, duties, and powers; (b) prepare and file statements and schedules, plans, and other documents and pleadings necessary to be filed by the Debtor in this proceeding; (c) represent the Debtor at all hearings, meetings of creditors, conferences, trials and any other proceedigs in this case; and (d) perform such other legal services as may be necessary in connection with this case. Keith Slocum, Esq., the primary attorney in this representation, will be paid at his hourly rate of $475 for time spent in court and $425 for time spent out of court. Mr. Slocum's paralegals are billed at $150 per hour. In addition, the firm will seek reimbursement for expenses incurred. Prior to the petition date, the firm received a total of $16,738 retainer from the Debtor. Mr. Slocum disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Keith D. Slocum, Esq. Slocum Law 370 Mallory Station Road, Suite 504 Franklin, TN 37067 Telephone: (615) 656-3344 Email: keith@keithslocum.com About Lawson and Son Service Center Lawson and Son Service Center Inc. sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Tenn. Case No. 25-00573) on February 11, 2025, listing under $1 million in both assets and liabilities. Honorable Bankruptcy Judge Nancy B. King handles the case. Keith D. Slocum, Esq., at Slocum Law serves as the Debtor's counsel. LAWSON AND SON: Timothy Stone Named Subchapter V Trustee -------------------------------------------------------- The Acting U.S. Trustee for Region 8 appointed Timothy Stone of Newpoint Advisors Corporation as Subchapter V trustee Lawson and Son Service Center, Inc. Mr. Stone will be paid an hourly fee of $350 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Stone declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Timothy Stone Newpoint Advisors Corporation 750 Old Hickory Blvd, Building Two, Suite 150 Brentwood, TN 37027 Phone: 800-306-1250/615-440-8273 Fax: (702) 543-3881 Email: tstone@newpointadvisors.us About Lawson and Son Service Center Lawson and Son Service Center, Inc. filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. M.D. Tenn. Case No. 25-00573) on February 11, 2025, listing up to $50,000 in assets and between $500,001 and $1 million in liabilities. Judge Nancy B. King presides over the case. Keith David Slocum, Esq., at Slocum Law represents the Debtor as bankruptcy counsel. LIBERTY TRIPADVISOR: Posts $661M Loss for 2024; Warns of Bankruptcy ------------------------------------------------------------------- Liberty TripAdvisor Holdings, Inc. (TripCo) filed its Annual Report on Form 10-K with the Securities and Exchange Commission, reporting a net loss of $661 million on total net revenue of $1.84 billion for the year ending Dec. 31, 2024. This marks a significant improvement compared to the previous year, when the Company recorded a net loss of $1.02 billion on total net revenue of $1.79 billion. As of Dec. 31, 2024, the Company had $2.89 billion in total assets, $2.22 billion in total liabilities, and $668 million in total equity. KPMG LLP, based in Denver, Colorado, the Company's auditor since 2014, issued a "going concern" qualification in its report dated Feb. 20, 2025. The report pointed out that the Company is required to redeem its Series A Preferred Stock for cash on March 27, 2025, and holders of the Company's 0.50% Exchangeable Debentures have the right to demand the Company purchase their Debentures on the same date. As of Dec. 31, 2024, the Company did not have sufficient cash on hand to meet these obligations, raising significant doubt about its ability to continue as a going concern. TripCo reported a total cash balance of $1,075 million as of Dec. 31, 2024, with approximately $1,064 million held at Tripadvisor. TripCo mentioned that despite holding a 56% voting interest in Tripadvisor, its economic interest is only 19%, and Tripadvisor remains a separate public company with a significant non-controlling interest. While TripCo controls Tripadvisor through its voting interest and board representation, decisions regarding the use of Tripadvisor's cash are influenced by the needs of Tripadvisor's minority shareholders. Consequently, any potential distributions of cash from Tripadvisor to TripCo would generally follow a pro rata basis based on their economic ownership interests. Additionally, Tripadvisor's debt covenants restrict the payment of dividends or cash distributions to its stockholders. Company Warns of Potential Bankruptcy Risk if Merger with Tripadvisor Fails to Close On Dec. 18, 2024, TripCo entered into a merger agreement with its subsidiary, Tripadvisor, Inc., and Telluride Merger Sub Corp., a wholly owned subsidiary of Tripadvisor. According to the Agreement, (i) Telluride Merger Sub will merge with TripCo, with TripCo continuing as the surviving company and becoming a subsidiary of Tripadvisor, and (ii) immediately after, TripCo will merge into TellurideSub LLC, another Tripadvisor subsidiary, with TellurideSub LLC surviving the merger and becoming a fully owned subsidiary of Tripadvisor. Concurrently with or promptly after the consummation of the Merger, the 0.50% Exchangeable Senior Debentures will be redeemed pursuant to the terms of the Indenture. In the event (i) any holder of the Debentures exercises its put right under the Indenture or (ii) any holder of the Debentures elects to exchange its Debentures pursuant to the Indenture, in each case prior to the consummation of the Merger, then Tripadvisor (or its subsidiaries) shall make cash loans to TripCo in an amount (including reasonable fees and expenses related thereto) that TripCo reasonably determines is necessary to repurchase or settle its exchange obligation with respect to the applicable Debentures in full in cash. As the proposed Merger is not yet approved by shareholder vote, management's plans do not alleviate the substantial doubt that the Company will continue as a going concern. The Company warns that, if the Merger is not consummated, the Company may lack sufficient liquidity to continue its operations and may need to restrict its spending, liquidate all or a portion of its assets or pursue other strategic alternatives, and/or seek protection under the provisions of the U.S. Bankruptcy Code. The complete text of Form 10-K can be accessed for free at: https://www.sec.gov/Archives/edgar/data/1606745/000155837025001181/ltrpa-20241231x10k.htm About Liberty TripAdvisor Liberty TripAdvisor Holdings, Inc., based in Englewood, Colorado, is a holding company primarily focused on its subsidiary, Tripadvisor, Inc. Tripadvisor is an online travel platform that aggregates reviews and opinions from travelers worldwide about accommodations, restaurants, experiences, airlines, and cruises. Tripadvisor operates as a family of brands with the purpose of connecting people to experiences worth sharing. Tripadvisor's vision is to be the world's most trusted source for travel and experiences. Tripadvisor operates across three reportable segments: Brand Tripadvisor, Viator, and TheFork. Tripadvisor leverages its brands, technology platforms and capabilities to connect its large, global audience with partners by offering rich content, travel guidance products and services, and two-sided marketplaces for experiences, accommodations, restaurants, and other travel categories. For more information, visit libertytripadvisorholdings.com LITTLE MINT: Seeks to Hire Nunn Brashear & Uzzell as Accountant --------------------------------------------------------------- The Little Mint, Inc. seeks approval from the U.S. Bankruptcy Court for the Eastern District of North Carolina to employ Nunn, Brashear & Uzzell, PA as accountant. The Debtor needs an accountant to complete its 2023 tax return. The firm will be paid at these hourly rates: Accountant $350 Staff $325 Dianne Uzzell, a certified public accountant at Nunn, Brashear & Uzzell, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Dianne Uzzell, CPA Nunn, Brashear & Uzzell PA 1106 Pkwy. Dr. Goldsboro, NC 27534 Telephone: (919) 778-1000 About The Little Mint Inc. The Little Mint, Inc. owns multiple Hwy 55 Burgers, Shakes & Fries restaurants. It conducts business under the name Hwy 55 Burgers Shakes & Fries and is based in Mount Olive, N.C. Little Mint 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 reported assets between $1 million and $10 million and liabilities between $10 million and $50 million. Judge Joseph N. Callaway presides over the case. The Debtor tapped Rebecca F. Redwine, Esq., at Hendren, Redwine & Malone, PLLC as counsel and Nunn, Brashear & Uzzell, PA as accountant. LOOP MEDIA: Dreamcatcher LLC Holds 4.68% Equity Stake ----------------------------------------------------- Dreamcatcher LLC disclosed in a Schedule 13G/A filed with the U.S. Securities and Exchange Commission that as of August 6, 2024, it beneficially owned 3,878,988 shares of Loop Media, Inc.'s common stock, representing 4.68% of the 82,953,569 shares outstanding as of February 3, 2025. Dreamcatcher LLC may be reached through: Dianne J. Berry, Manager 1879 Hazelton Drive Germantown, Tennessee 38138 Tel: 901-230-4505 A full-text copy of Dreamcatcher's SEC Report is available at: https://tinyurl.com/yexstkp4 About Loop Media Headquartered in Burbank, CA, Loop Media, Inc., a Nevada corporation, is a multichannel digital video platform media company that uses marketing technology, or "MarTech," to generate its revenue and offer its services. The Company's technology and vast library of videos and licensed content enable it to curate and distribute short-form videos to connected televisions ("CTV") in out-of-home ("OOH") dining, hospitality and retail establishments, convenience stores and other locations and venues to enable the operators of those locations to inform, entertain and engage their customers. The Company's technology also provides businesses the ability to promote and advertise their products via digital signage and provides third-party advertisers with a targeted marketing and promotional tool for their products and services. Costa Mesa, California-based Marcum LLP, the Company's auditor since 2020, issued a "going concern" qualification in its report dated Dec. 12, 2024, citing that the Company has incurred recurring losses resulting in an accumulated deficit, had negative cash flows used in 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. LSCS HOLDINGS: Moody's Rates New $1.05BB First Lien Loans 'B2' -------------------------------------------------------------- Moody's Ratings assigned B2 ratings to LSCS Holdings, Inc.'s (d/b/a "Eversana") proposed $108 million senior secured first lien revolving credit facility expiring 2030 and $950 million senior secured first lien term loan due 2032. All other ratings are unaffected, including the company's B3 corporate family rating and B3-PD probability of default rating. The current B2 ratings on Eversana's existing $90 million senior secured first lien revolving credit facility expiring 2026 and $725 million (approximately $703 million outstanding) senior secured first lien term loan due 2028 will be withdrawn upon the closing of the refinancing transaction. Further, the current Caa2 rating on the existing $290 million senior secured second lien term loan due 2029, which will be refinanced with a privately placed $170 million payment-in-kind ("PIK") toggle second lien term loan, will also be withdrawn upon closing of the refinancing transaction. The stable outlook remains unchanged. The proceeds from the proposed $950 million senior secured first lien term loan, along with the $170 million PIK second lien term loan, will be used to repay approximately $83 million of the existing $170 million drawn on the accounts receivable ("AR") securitization facility, repay approximately $18 million of existing revolver borrowings, repay the $703 million outstanding balance of the existing first lien term loan, repay the $290 million of existing second lien term loan, as well as cover transaction fees and expenses. This transaction will extend the company's debt maturity profile until 2030 and will slightly increase Eversana's financial leverage. The transaction will enhance Eversana's liquidity profile by upsizing its revolving credit facility by $18 million, which will be fully available upon the transaction's close, and by meaningfully reducing AR securitization borrowings. Additionally, Moody's expects Eversana will notably reduce its cash interest expense, which is currently approximately $135 million, with the introduction of a PIK feature on the new privately placed second lien term loan, improving the company's free cash flow generation. RATINGS RATIONALE Eversana's B3 CFR is constrained by the company's high financial leverage with Moody's estimated pro forma adjusted debt-to-EBITDA in the high 6 times range for the fiscal year 2024 period. Moody's expects that Eversana's financial leverage will remain high but decline to the mid 6 times range over the next 12 to 18 months. The rating is also constrained by the company's moderate (albeit growing) absolute size and scale, along with meaningful customer concentration in the pharmaceutical sector. Conversely, Eversana's rating benefits from a diverse range of drug commercialization services that the company offers to its primarily pharmaceutical company customers. The rating is also supported by the multi-year duration of Eversana's contracts, growth prospects driven by favorable pharmaceutical industry fundamentals, and high revenue visibility provided by contract backlog. Moody's views Eversana's liquidity as adequate. Moody's expects that Eversana's free cash flow to trend towards positive over the next 12 to 18 months in light of lower cash interest expense, which represents an improvement from the prior few quarters of cash flow deficits. Eversana's liquidity will also be supported by full availability under its upsized proposed $108 million revolving credit facility expiring in 2030. Further, the reduction in borrowings on the AR securitization facility will also enhance Eversana's liquidity position, with an anticipated $87.5 million drawn on its $175 million facility. There will be no financial maintenance covenants under the term loan, but the revolver is subject to a springing maximum first lien net leverage ratio, triggered when revolver utilization exceeds 35% of the total commitment. Moody's expects Eversana to maintain sufficient cushion in the event the covenant were to be tested. The B2 ratings on the proposed senior secured first lien credit facilities, consisting of a $108 million revolver expiring in 2030 and $950 million term loan due 2032, is one notch above the B3 CFR. This reflects the benefit of a layer of loss absorption provided by the new $170 million privately placed second lien term loan (unrated), which matures in 2033. The stable outlook reflects Moody's expectations that Eversana will grow modestly and deleverage, and improve working capital swings reducing negative free cash flow. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded if the company demonstrates effective management of growth while achieving greater scale. An adoption of more conservative financial policies with adjusted debt/EBITDA sustained below 5.5 times could result in a ratings upgrade. Additionally, a ratings upgrade could occur if the company sustains positive free cash flow generation and improves its liquidity position. The ratings could be downgraded if the company's expansion strategy fails to produce profitable revenue growth, or if the company undertakes debt-funded acquisitions or shareholder distributions. The ratings could be downgraded if the company were to experience a weakening of liquidity, partially reflected in sustained negative free cash flow or interest coverage is sustained below one times. Headquartered in Chicago, Illinois, LSCS Holdings, Inc. (dba "Eversana") is a provider of drug commercialization services for pharmaceutical and biotechnology companies. The company provides several services including strategic advisory, market access, global pricing, HEOR, and agency, in addition to commercial solutions such as patient services, pharmacovigilance, channel management, and deployment solutions. The company is privately owned by JLL Partners and Water Street Healthcare Partners. The principal methodology used in these ratings was Business and Consumer Services published in November 2021. LSF COACHING: Beverly Brister Named Subchapter V Trustee -------------------------------------------------------- The Acting U.S. Trustee for Region 13 appointed Beverly Brister, Esq., a practicing attorney in Benton, Ark., as Subchapter V trustee for LSF Coaching Corporation, Inc. Ms. Brister will be paid an hourly fee of $360 for her services as Subchapter V trustee. Should travel be required outside of Saline or Pulaski Counties, the Subchapter V trustee will seek a compensation rate of $100 per hour for actual travel time incurred. Ms. Brister declared that she is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Beverly I. Brister, Esq. Attorney at Law 212 W. Sevier Benton, AR 72015 Phone: 501-778-2100 Email: bibristerlaw@gmail.com About LSF Coaching Corporation LSF Coaching Corporation, Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Ark. Case No. 25-10435) on February 11, 2025, listing up to $50,000 in assets and between $100,001 and $500,000 in liabilities. Judge Phyllis M. Jones presides over the case. Kyle Havner, Esq., at Havner Law Firm, PA represents the Debtor as bankruptcy counsel. MARINUS PHARMACEUTICALS: Panacea No Longer Holds Shares ------------------------------------------------------- Panacea Innovation Limited disclosed in a Schedule 13G/A filed with the U.S. Securities and Exchange Commission that as of December 31, 2024, it and its affiliated entities -- Panacea Venture Healthcare Fund II, L.P., Panacea Venture Healthcare Fund II GP Company, Ltd., and James Huang -- no longer owns shares of Marinus Pharmaceuticals, Inc.'s common stock. Panacea Innovation may be reached through: James Huang, Founding Managing Partner c/o Maples Corporate Services Limited Ugland House Grand Cayman KY1-1104, Cayman Islands. 86 21 60252100 A full-text copy of Panacea Innovation's SEC Report is available at: https://tinyurl.com/42rt88nw About Marinus Pharmaceuticals Marinus Pharmaceuticals, Inc. -- www.marinuspharma.com -- is a commercial-stage pharmaceutical company dedicated to the development of innovative therapeutics for seizure disorders. The Company first introduced FDA-approved prescription medication ZTALMY (ganaxolone) oral suspension CV in the U.S. in 2022 and continues to invest in the potential of ganaxolone in IV and oral formulations to maximize therapeutic reach for adult and pediatric patients in acute and chronic care settings. Philadelphia, Pennsylvania-based Ernst & Young LLP, the Company's auditor since 2020, issued a "going concern" qualification in its report dated March 5, 2024, citing that the Company has suffered recurring losses 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, Marinus Pharmaceuticals had $87.1 million in total assets, $134.4 million in total liabilities, and $47.3 million in total stockholders' deficit. MARINUS PHARMACEUTICALS: Tang Capital Holds 3% Equity Stake ----------------------------------------------------------- Tang Capital Management, LLC disclosed in a Schedule 13G/A filed with the U.S. Securities and Exchange Commission that as of December 31, 2024, it beneficially owned 1,641,945 shares of Marinus Pharmaceuticals, Inc.'s Common Stock, representing 3% of the 55,185,622 shares of common stock outstanding as of November 5, 2024, as set forth in the Issuer's Quarterly Report filed on Form 10-Q. Tang Capital may be reached through: Kevin Tang, Manager 4747 Executive Drive Suite 210 San Diego, CA 92121 Tel: 858-200-3830 A full-text copy of Tang Capital's SEC Report is available at: https://tinyurl.com/2fwzms7p About Marinus Pharmaceuticals Marinus Pharmaceuticals, Inc. -- www.marinuspharma.com -- is a commercial-stage pharmaceutical company dedicated to the development of innovative therapeutics for seizure disorders. The Company first introduced FDA-approved prescription medication ZTALMY (ganaxolone) oral suspension CV in the U.S. in 2022 and continues to invest in the potential of ganaxolone in IV and oral formulations to maximize therapeutic reach for adult and pediatric patients in acute and chronic care settings. Philadelphia, Pennsylvania-based Ernst & Young LLP, the Company's auditor since 2020, issued a "going concern" qualification in its report dated March 5, 2024, citing that the Company has suffered recurring losses 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, Marinus Pharmaceuticals had $87.1 million in total assets, $134.4 million in total liabilities, and $47.3 million in total stockholders' deficit. MAT TRANSPORT: Plan Exclusivity Period Extended to May 18 --------------------------------------------------------- Judge Madeleine C. Wanslee of the U.S. Bankruptcy Court for the District of Arizona extended Mat Transport, Inc.'s exclusive periods to file a plan of reorganization and obtain acceptance thereof to May 18 and July 17, 2025, respectively. As shared by Troubled Company Reporter, the Debtor explains that cause exists to extend the Exclusive Periods in this chapter 11 case. First, the Debtor faced and succeeded in overcoming the challenges resulting from the damage to the Grand Avenue location. Second, prior counsel to the Debtor negotiated for an extension of certain stay relief motions or such motions have been withdrawn, giving the Debtor further time to negotiate and discuss the issues related to such motions. Third, creditors will not be harmed by extending the Exclusivity Periods at this time. Counsel for the Debtor intend to use the additional 90 days to, among other things, work with West Valley National Bank to arrive at a consensual plan of reorganization. If the Debtor can complete confirmation in the time allotted by the extension requested herein, the Debtor will confirm a plan within a year. Lastly, the Debtor has retained MPBG to be its counsel on a go forward basis. Current counsel for the Debtor has only stepped into the role with less than three weeks to file the plan. Considering the ramp up it will take for MPBG to understand the facts and circumstances of this particular chapter 11 case in order to adequately advise the Debtor and draft a plan, the Debtor believes a second extension of the Exclusivity Periods is warranted for this reason as well. Mat Transport, Inc. is represented by: D. Lamar Hawkins, Esq. Guidant Law, PLC 402 E. Southern Ave. Tempe AZ 85282 Telephone: (602) 888-9229 Facsimile: (480) 725-0087 Email: lamar@guidant.law About Mat Transport Mat Transport, Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Ariz. Case No. 24-05932) on July 22, 2024. In the petition signed by Marko Tomovic, president, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Madeleine C. Wanslee oversees the case. D. Lamar Hawkins, Esq., at Guidant Law, PLC, serves as the Debtor's counsel. MBIA INC: Wolf Hill Capital Holds 5.6% Equity Stake as of Dec. 31 ----------------------------------------------------------------- Wolf Hill Capital Management, LP disclosed in a Schedule 13G filed with the U.S. Securities and Exchange Commission that as of December 31, 2024, it beneficially owned 2,880,522 shares of MBIA Inc.'s Common Stock, representing 5.6% of the shares outstanding. Wolf Hill Capital Management, LP may be reached through: Gary Lehrman, Managing Member 35 Mason Street 2nd Floor Greenwich, Connecticut 06830 Tel: 646-933-5538 A full-text copy of Wolf Hill's SEC Report is available at: https://tinyurl.com/4n7bn7j5 About MBIA MBIA Inc., together with its consolidated subsidiaries, operates within the financial guarantee insurance industry. MBIA manages its business within three operating segments: 1) United States public finance insurance; 2) corporate; and 3) international and structured finance insurance. The Company's U.S. public finance insurance portfolio is managed through National Public Finance Guarantee Corporation, its corporate segment is managed through MBIA Inc. and several of its subsidiaries, including its service company, MBIA Services Corporation, and its international and structured finance insurance business is primarily managed through MBIA Insurance Corporation and its subsidiaries. As of September 30, 2024, MBIA had $2.2 billion in total assets, $4.2 billion in total liabilities, and $2 billion in total stockholders' deficit. * * * Egan-Jones Ratings Company on December 19, 2024, maintained its 'CCC-' foreign currency and local currency senior unsecured ratings on debt issued by MBIA Inc. MCR HEALTH: Seeks to Hire Feldesman Leifer as Special Counsel ------------------------------------------------------------- MCR Health, Inc. seeks approval from the U.S. Bankruptcy Court for the Middle District of Florida to employ Feldesman Leifer, LLP as special counsel. The firm will render these services: (a) advise the Debtor with regard to the Department of Health and Human Resources, Health Resources and Services Administration (HRSA/HHS) grant requirements; (b) advise the Debtor with respect to its responsibilities on compliance matters; (c) prepare legal documents necessary in compliance matters; and (d) perform other services as required of counsel with regard to compliance with policy issued by the HRSA. The hourly rates of the firm's counsel and staff are: Carrie Riley, Attorney $650 Partners/Of Counsel $695 Associates/Paralegals $435 Law Clerks/Research Analysts/Paralegals $180 In addition, the firm will seek reimbursement for expenses incurred. The firm received a pre-pettion retainer of $3,175 from the Debtor. Ms. Riley disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Carrie Riley, Esq. Feldesman Leifer LLP 1129 20th St. NW, Ste. 400 Washington, DC 20036 Telephone: (202) 466-8960 About MCR Health Inc. MCR Health Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-06604) on November 8, 2024, with $10 million to $50 million in both assets and liabilities. Mary Ruiz, board chair, signed the petition. Judge Roberta A. Colton oversees the case. The Debtor tapped Shumaker, Loop & Kendrick, LLP as bankruptcy counsel and Feldesman Leifer LLP as special counsel. MIDWEST CHRISTIAN: Seeks to Extend Plan Exclusivity to April 14 --------------------------------------------------------------- Midwest Christian Villages, Inc., and its affiliates asked the U.S. Bankruptcy Court for the Eastern District of Missouri to extend their exclusivity periods to file a plan of reorganization and obtain acceptance thereof to April 14 and June 13, 2025, respectively. The Debtors explain that an extension of each of the Exclusive Periods by approximately forty-four days is appropriate, in the best interest of the Debtors' stakeholders, and consistent with the intent and purpose of chapter 11 of the Bankruptcy Code. The requested extension of the Exclusive Periods will enable the Debtors to continue to focus on the closing of the remaining sales of their facilities and the ongoing discussions regarding possible Chapter 11 plans for one or more of the bankruptcy estates and/or structured dismissal of one or more of the cases. The Debtors claim that they have selected certain Successful Bidders for their Assets. Sales for 6 of the facilities have now closed. Sales for 5 of the other facilities are pending (with some expected to close next week) and the buyer of the pharmacy is being finalized. Granting an extension of the Exclusive Periods will help progress these cases and allow the Debtors to focus on completing the sale process and closing the sales of their facilities. In addition, the Debtors also continue to respond to formal or, informal information requests from various parties and their advisors, including, without limitation, the Committee, the Office of the United States Trustee, UMB, and various other creditors. The Debtors assert that the Exclusive Periods established by Congress were incorporated into the Bankruptcy Code to afford a full and fair opportunity for a debtor to propose a chapter 11 plan and solicit acceptances of such plan without the deterioration and disruption of a debtor's business that might be caused by the filing of multiple competing plans. The Debtors are seeking an early extension of the Exclusive Periods in order to ensure that their focus remains on maximizing the value of their estates through the marketing and sale process. The Debtors further assert that the facts in these cases are more than sufficient to support a finding of "cause" to extend the Exclusive Periods. Therefore, it is appropriate for the Court to extend the Exclusive Periods for a brief period to allow the Debtors to be given a full and fair opportunity to continue their good faith efforts to market and sell their business as a going concern, without the risk of distraction of any competing plan proposals, and the relief requested herein should be granted. Additionally, the Debtor understands that UMB and the Committee support the extension of the Exclusive Periods. Co-Counsel to the Debtors: Stephen O'Brien, Esq. DENTONS US LLP 211 N Broadway Ste 3000 St. Louis, MO 63102 Telephone: (314) 241-1800 Email: stephen.obrien@dentons.com Robert E. Richards, Esq. Samantha Ruben, Esq. DENTONS US LLP 233 S. Wacker Drive, Suite 5900 Chicago, Illinois 60606-6404 Telephone: (312) 876-8000 Email: robert.richards@dentons.com samantha.ruben@dentons.com - and - David A. Sosne, Esq. SUMMERS COMPTON WELLS LLC 903 South Lindbergh Blvd., Suite 200 St. Louis, Missouri 63131 Telephone: (314) 991-4999 Email: dsosne@scw.law About Midwest Christian Villages Midwest Christian Villages Inc. operates a mix of independent, assisted and skilled nursing campuses in 10 locations across the Midwest, serving over 1,000 residents. Midwest Christian Villages and its affiliates filed their voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Mo. Lead Case No. 24-42473) on July 16, 2024, listing $1 million to $10 million in assets and $10 million to $50 million in liabilities. The petitions were signed by Kate Bertram, chief operating officer. Judge Kathy Surratt-States oversees the cases. The Debtors tapped Stephen O'Brien, Esq., at Dentons US, LLP and Summers Compton Wells, LLC as bankruptcy counsels; B.C. Ziegler and Company as investment banker; and Plante Moran as auditor and tax consultant. Kurtzman Carson Consultants, LLC, doing business as Verita Global, is the claims and noticing agent. The U.S. Trustee for Region 13 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. The committee tapped Cullen and Dykman, LLP as general counsel; Sandberg Phoenix & von Gontard P.C. and Schmidt Basch, LLC as local counsel; and Province, LLC as financial advisor. MJD ENGINEERING: Court Approves Use of Cash Collateral ------------------------------------------------------ The U.S. Bankruptcy Court for the Eastern District of California, Sacramento Division, granted MJD Engineering Inc.'s motion to use cash collateral on an interim basis. The interim order signed by Judge Fredrick Clement authorized MJD Engineering to use cash collateral to pay the expenses set forth in its budget except the payment to pre-bankruptcy insider pending final review. As adequate protection, secured creditors including the U.S. Small Business Administration were granted replacement security interests in, and liens on, all post-petition property of the company that is the same type of property that they hold a pre-bankruptcy interest, lien, or security interest. MJD Engineering was ordered to make a $3,500 payment to the U.S. Small Business Administration. A final hearing is set for March 3. About MJD Engineering Inc. MJD Engineering Inc. is engaged in the construction of utility systems. MJD Engineering Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Cal. Case No. 25-20487) on February 3, 2025. In its petition, the Debtor reports estimated assets between $500,000 and $1 million and estimated liabilities between $1 million and $10 million. Honorable Bankruptcy Judge Fredrick E. Clement handles the case. The Debtor is represented by: Michael Jay Berger, Esq. LAW OFFICES OF MICHAEL JAY BERGER 9454 Wilshire Boulevard, 6th Floor Beverly Hills, CA 90212 Tel: (310) 271-6223 Fax: (310) 271-9805 E-mail: michal.berger@bankruptcypower.com MODUS SYSTEMS: U.S. Trustee Unable to Appoint Committee ------------------------------------------------------- The U.S. Trustee for Region 16 disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of Modus Systems, LLC. About Modus Systems Modus Systems, LLC filed Chapter 7 petition (Bankr. C.D. Calif. Case No. 24-10655) on March 19, 2024. The case was converted to one under Chapter 11 on January 10, 2025. Judge Scott C. Clarkson oversees the case. Goe Forsythe & Hodges, LLP is the Debtor's legal counsel. MOONEY HOUSE: Seeks to Extend Plan Exclusivity to June 13 --------------------------------------------------------- Mooney House, LLC and 144 Division LLC asked the U.S. Bankruptcy Court for the Southern District of New York to extend their exclusivity periods to file a plan of reorganization and obtain acceptance thereof to June 13 and August 12, 2025, respectively. Here, a number of the factors weigh in favor of the requested extension: * First, the central issue of the present Chapter 11 case and the State Court Action is the fraudulent transfer claim involving the Debtors. The Debtors retained the Accountants to conduct a forensic analysis related to this claim. However, the Accountants require additional time to finalize their findings and present them to the Debtors' primary unsecured creditor, Fuczinsky, to facilitate anticipated settlement discussions and enable the formulation of a confirmable Chapter 11 plan. * Second, the estate benefits from extending the Exclusive Periods until the settlement negotiations with Fuczinsky is reached as opposed to spending precious resources proposing a Chapter 11 plan which isn't ripe for confirmation or effectuation. * Third, termination of the Debtors' Exclusive Periods will materially affect the Debtors' and its Accountants ability to continue its efforts. Any potential competing plan would delay, complicate and obstruct the Debtors' good faith efforts to reorganize. Attorneys for the Debtors: Dawn Kirby, Esq. Kirby Aisner & Curley, LLP 700 White Plains Road, Suite 237 Scarsdale, NY 10583 Telephone: (914) 401-9500 Email: Dkirby@kacllp.com About Mooney House Mooney House, LLC, sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 24-11294) on July 26, 2024, listing under $1 million in both assets and liabilities. Judge David S. Jones oversees the case. Dawn Kirby, Esq., at Kirby Aisner & Curley, LLP, serves as the Debtor's legal counsel. NAKED JUICE: $1.82BB Bank Debt Trades at 38% Discount ----------------------------------------------------- Participations in a syndicated loan under which Naked Juice LLC is a borrower were trading in the secondary market around 61.8 cents-on-the-dollar during the week ended Friday, February 21, 2025, according to Bloomberg's Evaluated Pricing service data. The $1.82 billion Term loan facility is scheduled to mature on January 24, 2029. The amount is fully drawn and outstanding. Naked Juice LLC is the entity resulting from a spin-off from PepsiCo, with PAI Partners owning 61% and Pepsi retaining a 39% stake. Naked Juice, LLC owns the Tropicana, Naked Juice, KeVita and other select juice brands. NAVIENT CORP: Fitch Affirms 'BB-/B' IDRs, Outlook Stable -------------------------------------------------------- Fitch Ratings has affirmed Navient Corporation's Long-Term Issuer Default Rating (IDR) and senior unsecured debt rating at 'BB-' and its Short-Term IDR at 'B'. The Rating Outlook is Stable. Key Rating Drivers Solid Franchise in Student Lending: The ratings affirmation reflects Navient's large but shrinking scale and position as one of the largest nongovernment owners of student loan assets, its demonstrated track record (including as part of its predecessor organization) in managing its loan portfolios, its adequate liquidity profile, and the low credit risk and predictable cash flow associated with its Federal Family Education Loan Program (FFELP) loan assets. Monoline Business, Uncertain Growth Prospects: Rating constraints include Navient's monoline business model focused on student lending, higher leverage relative to finance and leasing company peers, a reliance on secured, wholesale funding, high levels of asset encumbrance, and uncertainty related to its longer-term strategic direction and growth prospects. Credit Performance Normalizing: Asset quality remains solid in the private student loan (PSL) portfolio, although delinquencies have risen off lows observed in 2020 and 2021 due to pandemic-related forbearance and assistance programs. As of YE24, the 30+ day delinquency rate was 6.1%, up from 5.1% at YE23 and above the four-year average of 4.9% from 2021-2024. Net chargeoffs were likewise up modestly, equal to 1.9% for 2024 compared to 1.5% in 2023 and 1.6% in 2022. Overall asset quality metrics remain bolstered by the large FFELP portfolio, which has low credit risk due to the government guarantee, evidenced by just 0.1% charge-offs in 2024, in line with historical levels. Lower Profitability: Navient's profitability declined in 2024 relative to recent years, driven by the lack of benefit from floor-income hedges on FFELP loans, accelerated premium amortization from FFELP prepayments, and higher provisioning expenses. Pretax return on average assets (ROAA) was 0.3% for the year, below 0.5% in 2023 and the four-year average (2021-2024) of 0.7%, and within Fitch's 'b' category quantitative benchmark range of 0%-1.0% for balance sheet-heavy finance and leasing companies with a sector risk operating environment score (SROE) in the 'bbb' category. On a core earnings basis, adjusting GAAP results for mark-to-market (MtM) gains/losses on derivatives and goodwill/intangible asset amortization, ROAA fell to 0.5% in 2024, compared to 0.6% in 2023 and 0.8% in 2022. The net interest margin (NIM) for PSLs was stable at 2.9% for the year, compared to 3.0% in 2023, while the NIM for FFELP loans fell notably to 0.5% from 1.1% the prior year. Fitch expects the FFELP NIM to improve in 2025 with slowed consolidation activity, as increased prepayments drove accelerated premium amortization in 2024. Navient completed the outsourcing of all loan servicing to MOHELA in July 2024, and announced an agreement to fully divest its Business Processing (BP) segment by 1Q25. This will result in more variable operating expenses and reduced shared and corporate expenses, which should enhance profitability over time. High Leverage: Fitch views Navient's leverage as high relative to the risk profile of the PSL portfolio and as compared with similarly rated finance and leasing companies. Leverage, calculated as debt to tangible equity, excluding debt and capital associated with guaranteed FFELP assets and MtM gains/losses on derivatives, was 9.0x at YE24, down from 10.7x at YE23 and 11.9x at YE22. Leverage declined during the year as the company reduced share repurchases and recorded a $191 million gain on the sale of the BP segment. Fitch expects leverage to rise as the company deploys capital toward future growth opportunities, including increased refinance loan originations which are more highly levered than legacy and in-school PSLs, but remain below levels observed in 2020-2021 given expectations for lower origination volume relative to those periods. Largely Secured Funding Profile: Navient's proportion of unsecured debt to total funding was stable at 11% at YE24. When excluding FFELP debt, which is more indicative of the company's ongoing funding profile, unsecured debt comprised 29% of the mix, within Fitch's 'bb' category benchmark range of 10% to 40% for balance sheet-heavy finance and leasing companies with a SROE score in the 'bbb' category. Fitch expects unsecured funding levels to remain relatively stable near term as the refi portfolio grows slowly but secured debt is paid down with the continued amortization of the legacy portfolios. Navient faces a $503 million unsecured maturity due in June 2025 which, if repaid, would bring the mix of unsecured debt to 27% of total non-FFELP debt on a pro forma basis. Fitch expects debt repayment to be funded by a combination of balance sheet cash, operating cash flow from the student loan portfolios, monetization of $1.3 billion of unencumbered student loan assets and/or $4.8 billion of overcollateralization in ABS transactions, and opportunistic unsecured issuance. Should the company not access the unsecured markets for an extended period, the funding profile would likely further shift toward secured debt, which would further limit funding flexibility. Adequate Liquidity: As of YE24, Navient's available primary liquidity consisted of $722 million in unrestricted cash, $474 million of unencumbered FFELP and refi loans and company-projected cash flows of $1.1 billion and $1.4 billion (before operating expenses, taxes, unsecured debt paydowns and shareholder distributions) from its loan portfolio in 2025 and 2026, respectively. The company can access additional liquidity by securitizing its $1.1 billion of unencumbered private education loans, inclusive of the above-mentioned refi loans, and by borrowing against the $4.8 billion of overcollateralization in its securitizations. Stable Outlook: The Stable Outlook reflects Fitch's expectations that leverage will increase modestly but remain within rating sensitivities, profitability will improve with reduced loan consolidation activity and stronger operating margins, partially offset by moderately weaker credit performance, liquidity will remain adequate, and the funding mix will remain stable. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - Shifts in strategy resulting in a degradation of Navient's franchise and scale that materially weakens operating results, access to funding and/or available liquidity; - A sustained increase in Navient's debt-to-tangible equity ratio (excluding FFELP and the MtM on floor income hedges) to over 12x; - A decrease in the unsecured debt mix, representing less than 10% of the company's non-FFELP funding; - Significant deterioration in credit performance of the PSL portfolio leading to materially weaker operating results; - An increase in shareholder distributions above Navient's core earnings. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - Sustainable growth in core earnings from successful execution on new loan originations or other product offerings; - Strong credit performance of the private education loan refi portfolio through periods of economic stress; - A sustained reduction in leverage below 8.0x; - Continued ability to access the unsecured debt market on economic terms. DEBT AND OTHER INSTRUMENT RATINGS: KEY RATING DRIVERS The senior unsecured debt rating is equalized with Navient's IDR. The equalization reflects average recovery prospects under a stress scenario given the availability of unencumbered assets. DEBT AND OTHER INSTRUMENT RATINGS: RATING SENSITIVITIES The unsecured debt rating is expected to move in tandem with the IDR. However, a meaningful increase in the proportion of secured funding or reduction of the unencumbered asset pool could result in the unsecured debt rating being notched below the IDR. ADJUSTMENTS The Standalone Credit Profile (SCP) has been assigned in line with the implied SCP. The Business Profile score has been assigned below the implied score due to the following adjustment reason: Business model (negative). The Asset Quality score has been assigned above the implied score due to the following adjustment reason: Collateral and reserves (positive). The Capitalization and Leverage score has been assigned above the implied score due to the following adjustment reason: Risk profile and business model (positive). ESG Considerations Navient has an ESG Relevance Score of '4' for Exposure to Social Impacts due to its exposure to shift in social or consumer preferences as a result of an institution's social positions, or social and/or political disapproval of core activities, which has a negative impact on the credit profile, and is relevant to the rating in conjunction with other factors. Navient has an ESG Relevance Score of '4' for Customer Welfare - Fair Messaging, Privacy, and Data Security due to its exposure to compliance risks including fair lending practices, debt collection practices and consumer data protection, which has a negative impact on the credit profile, and is relevant to the rating 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 Prior ----------- ------ ----- Navient Corporation LT IDR BB- Affirmed BB- ST IDR B Affirmed B senior unsecured LT BB- Affirmed BB- NIKOLA CORPORATION: Potter Anderson, Pillsbury Guide Co's Ch. 11 ---------------------------------------------------------------- Yun Park of Law360 Bankruptcy Authority reports that the lawyers from Potter Anderson & Corroon LLP and Pillsbury Winthrop Shaw Pittman LLP are representing Nikola Corp., a manufacturer of electric and hydrogen-powered trucks, in its Chapter 11 case as the company seeks to sell its assets after facing financial difficulties caused by a 2023 battery pack recall. About Nikola Corp. Nikola Corporation manufactures commercial vehicles. The Company provides battery and hydrogen fuel-cell electric vehicles, drivetrains, components, energy storage systems, fueling station infrastructure, and other transportation solutions. Nikola serves customers worldwide. Nikola Corp. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del.) on February 19, 2025. In its petition, the Debtor reports estimated assets between $500 million and $1 billion, with liabilities ranging from $1 billion to $10 billion. Honorable Bankruptcy Judge Thomas M. Horan handles the case. The Debtor is represented by: M. Blake Cleary, Esq. Shannon Forshay, Esq. Sarah R Gladieux, Esq. Maria Kotsiras, Esq. Potter Anderson & Corroon LLP 1313 N. Market Street, 6th Floor Wilmington, DE 19801 Phone: 302-984-6000 NITRO FLUIDS: Seeks to Extend Plan Exclusivity to June 9 -------------------------------------------------------- Nitro Fluids, LLC, and its affiliates asked the U.S. Bankruptcy Court for the Southern District of Texas to extend their exclusivity periods to file a plan of reorganization and obtain acceptance thereof to June 9 and August 11, 2025, respectively. The Debtors submit that cause exists for further extending the Exclusivity Period in these Chapter 11 Cases because the complexity of the Debtors' distinct operations and developments in Straitline's business with Crescent Pass warrant an extension of the exclusivity period, which, in turn, will inure benefit to all stakeholders in the Debtors' chapter 11 estates. The Debtors explain that additional time will enable the Debtors to continue their substantial negotiations with the key stakeholders of the Debtors' estates regarding the reorganization process and implementation of an alternate strategy. The complexity of these Chapter 11 Cases is further revealed upon an examination of the sophisticated sale procedures, the sophisticated professionals assisting the Debtors in such sale process, and the complexity of the efforts to reorganize. Furthermore, the Debtors' purpose in seeking another extension of the Exclusivity Periods is a good-faith effort to continue the reorganization efforts they have initiated without the distraction and costs of a competing plan process which would be a distraction and waste of the Debtors' limited time and resources. The relief requested in the Motion is not intended for the purpose of coercing or strong-arming any creditor, but rather to benefit all of the Estates' stakeholders as a whole. The Debtors claim that they have made significant, good faith progress in negotiating with creditors and addressing unresolved contingencies. The Debtors have not yet filed a proposed Chapter 11 plan because the sale and marketing process just recently concluded which is a gating item to determining potential plan treatment of various classes of claims against the Debtors. Separately, the Debtors have not yet filed a proposed Chapter 11 plan because of the shifting economic landscape affecting the demand for Straitline's services and affecting the broader oil and gas market. The Debtors believe that if the Court further extends the Exclusivity Period, it will give the Debtors time to conclude discussions with constituencies on alternate strategies for the Debtors to seek confirmation of a feasible Chapter 11 plan. Counsel for the Debtors: BONDS ELLIS EPPICH SCHAFER JONES LLP Joshua N. Eppich, Esq. Eric T. Haitz, Esq. 420 Throckmorton Street, Suite 1000 Fort Worth, Texas 76102 (817) 405-6900 telephone (817) 405-6902 facsimile Email: joshua@bondsellis.com Email: eric.haitz@bondsellis.com - and - Ken Green, Esq. 402 Heights Blvd. Houston, Texas 77007 (713) 335-4990 telephone (713) 335-4991 facsimile Email: ken.green@bondsellis.com About Nitro Fluids LLC Nitro Fluids, LLC, filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 24-60018) on May 15, 2024, listing $50 million to $100 million in both assets and liabilities. The petition was signed by Brad Walker as chief restructuring officer. Judge Christopher M. Lopez presides over the case. Eric Thomas Haitz, Esq., at Bonds Ellis Eppich Schafer Jones LLP, is the Debtor's counsel. NORTHVOLT AB: To Receive $6MM Cash from Industrial Systems Sale --------------------------------------------------------------- Dorothy Ma of Bloomberg Law report that Northvolt, an electric-vehicle battery manufacturer, is set to receive $6 million in cash, pending closing-cost adjustments, from the planned sale of its systems industrial division to Scania, according to a bankruptcy court filing on Monday, February 24, 2025. As part of the agreement, Scania will assume approximately $10.5 million in liabilities, allowing Northvolt to optimize the division's going-concern value, preserve around 300 jobs, and focus on its core business units. The sale of the off-highway battery unit is subject to court approval, the report states. Last month, Northvolt secured approval to sell its minority stake in Hydrovolt, raising about $6.8 million for the debtor's estates. About Northvolt AB Northvolt AB was established in 2016 in Stockholm, Sweden. Pioneering a sustainable model for battery manufacturing, the company has received orders from several leading automotive companies. The company is currently delivering batteries from its first gigafactory, Northvolt Ett, in Skelleftea, Sweden and from its R&D and industrialization campus, Northvolt Labs, in Vasteras, Sweden. On Nov. 21, 2024, Northvolt AB and eight affiliated debtors filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code (Bankr. S.D. Tex. Case No. 24-90577). The cases are before the Honorable Alfredo R. Perez. Northvolt is being advised by Teneo as its restructuring and communications advisor. Kirkland & Ellis LLP, A&O Shearman and Mannheimer Swartling Advokatbyra AB are serving as legal counsel. The company has also engaged Rothschild & Co to run its marketing process. Stretto is the claims agent. NOSTRUM LABORATORIES: Citizens Bank Opposes 2nd Investment Banker ----------------------------------------------------------------- Yun Park of Law250 Bankruptcy Authority reports that Citizens Bank, a creditor of New Jersey drugmaker Nostrum Laboratories Inc., contested Nostrum's request to hire a second investment banker in its Chapter 11 case, arguing that Raymond James is already performing that function and that the additional $1 million in retention costs provides no "discernible benefit" to the debtor. About Nostrum Laboratories Nostrum Laboratories Inc. operates as a pharmaceutical company. The Company offers sucralfate, and theophylline extended release (ER) tablets, as well as piroxicam capsules, and carbamazepine ER capsules. Nostrum Laboratories Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.N.J. Case No. 24-19611) on Sept. 30, 2024. In the petition filed by James Grainer, as chief financial officer, the Debtor estimated assets between $50,000 and $100,000 and estimated liabilities between $10 million and $50,000. The Honorable Bankruptcy Judge John K. Sherwood handles the case. The Debtor is represented by David L. Bruck, Esq. at GREENBAUM, ROWE, SMITH & DAVIS LLP, in Iselin, New Jersey. NXT ENERGY: Provides Operational Update --------------------------------------- NXT Energy Solutions Inc. provides the following operational update. Completion of Data Acquisition Operations for African Survey NXT has completed SFD data acquisition over 14 flight days, for an oil and gas exploration company in Africa, through NTX's strategic partner, Synergy Exploration and Production Technologies Limited. NXT's interpretation recommendations are expected to be delivered during the second quarter of 2025. Update on SFD Surveys in Southeast Asia and Pakistan NXT's Cessna 560 Ultra aircraft will shortly begin its scheduled major maintenance to prepare for two previously announced SFD(R) surveys. The Southeast Asian SFD survey is planned to commence in April 2025, with recommendations expected in May 2025. With respect to Pakistan, AL-Haj Enterprises Private Limited's SFD data acquisition is expected to commence in the third quarter 2025 followed by recommendations during the fourth quarter. Bruce G. Wilcox, CEO of NXT, commented, "The positive financial impact of our SFD surveys in Africa, Southeast Asia, and South Asia is expected to be significant for the first quarter, and for full year 2025. NXT is focused on additional regional market penetration with multiple customers in each of these three regions." 2024 Year End and Q1-25 Financial Results The Company intends to release its fourth quarter and full year 2024 financial results during the week of March 24, 2025, and first quarter 2025 financial results in the first half of May 2025. About NXT Energy NXT Energy Solutions Inc. is a Calgary-based technology company whose proprietary SFD survey system utilizes quantum-scale sensors to detect gravity field perturbations in an airborne survey method. This system can be used both onshore and offshore to remotely identify areas with exploration potential for traps and reservoirs. The SFD survey system enables the Company's clients to focus their hydrocarbon exploration decisions concerning land commitments, data acquisition expenditures, and prospect prioritization on areas with the greatest potential. SFD is environmentally friendly and unaffected by ground security issues or difficult terrain and is the registered trademark of NXT Energy Solutions Inc. NXT Energy Solutions provides its clients with an effective and reliable method to reduce time, costs, and risks related to exploration. Calgary, Canada-based MNP LLP, the Company's auditor since 2023, issued a "going concern" qualification in its report dated March 27, 2024, citing that the Company's current cash position is not expected to be sufficient to meet the Company's obligations and planned operations for a year beyond the date of the auditor's report, unless additional financing is obtained or new revenue contracts are completed. This raises substantial doubt about the Company's ability to continue as a going concern. OMEGA THERAPEUTICS: U.S. Trustee Appoints Creditors' Committee -------------------------------------------------------------- The U.S. Trustee for Regions 3 and 9 appointed an official committee to represent unsecured creditors in the Chapter 11 case of Omega Therapeutics, Inc. The committee members are: 1. JMS Advisors, Inc. Attn: Jenelle Seto 1572 Granger Way, Redwood City, CA 94061 Phone: (724) 350-7718 Email: jmsadvisorsinc@gmail.com 2. Joseph V. Newman 3. John Graeme Hodgson Official creditors' committees serve as fiduciaries to the general population of creditors they represent. They may investigate the debtor's business and financial affairs. Committees have the right to employ legal counsel, accountants and financial advisors at a debtor's expense. About Omega Therapeutics Omega Therapeutics Inc. is a biotechnology company in its development stages, leading innovation in a novel approach to leverage mRNA therapeutics as programmable epigenetic treatments through its OMEGA Epigenomic Programming platform. The OMEGA platform harnesses the power of epigenetics, the mechanism that controls gene expression and every aspect of an organism's life from cell genesis, growth, and differentiation to cell death. The OMEGA platform enables control of fundamental epigenetic processes to correct the root cause of disease by returning aberrant gene expression to a normal range without altering native nucleic acid sequences. Omega Therapeutics Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 25-10211) on February 10, 2025. In its petition, the Debtor reported total assets as of Jan. 28, 2025, amounting to $137,529,941 and total debts as of Jan. 28, 2025 of $140,421,354. Honorable Bankruptcy Judge Brendan Linehan Shannon handles the case. The Debtor is represented by Derek C. Abbott, Esq., Eric D. Schwartz, Esq., Andrew R. Remming, Esq., Daniel B. Butz, Esq., Jonathan M. Weyand, Esq., and Luke Brzozowski, Esq., at Morris, Nichols, Arsht & Tunnell LLP in Wilmington, Delaware. The Debtor's special counsel is Latham & Watkins LLP. The Debtor tapped Triple P RTS, LLC as restructuring advisor and Triple P Securities LLC as investment banker. The Debtor's claims agent and administrative advisor is Kroll Restructuring Administration LLC. OT MERGER: S&P Downgrades ICR to 'SD' on Distressed Debt Exchange ----------------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating on Portland, Ore.-based saw chain manufacturer OT Merger Corp. to 'SD' (selective default) from 'CCC+' and its issue-level ratings on its first-lien term loan and unsecured notes to 'D'. Upon the close of the subsequent offering, S&P will reassess its credit ratings on OT Merger based on its new capital structure. S&P said, "The downgrade to 'SD' reflects our view that lenders receive less than they were originally promised. OT Merger raised a $156 million new-money first-lien term loan and exchanged the majority of its existing $850 million first-lien term loan and a portion of its $300 million unsecured notes to second- and third-lien term loans, respectively. The exchanged term loans and notes are junior to the new $156 million first-lien term loan. Furthermore, the company extended the maturity of its existing term debt by one year and executed the exchanges at a discount to par. While the transaction provides greater flexibility in terms of liquidity and maturity, we believe there was a high risk of a conventional default in the near to medium term absent the restructure and our view that the existing capital structure was unsustainable." Subsequently, the company offered the remainder of its first-lien lenders the opportunity to participate in a subsequent offering which if accepted will lower their priority in payments to second lien from first and will be executed at a discount to par. Based on the subordination of the exchanged term-loans, the extension of the maturities, and other changes to terms including the elimination of covenants, S&P considers the debt restructuring to be distressed and equivalent to a default. Once the subsequent offering closes, S&P will reassess its issuer credit rating and issue-level ratings on OT Merger. S&P's reassessment will reflect the company's revised capital structure and our forward-looking opinion on its creditworthiness. PACKERS HOLDINGS: $1.24BB Bank Debt Trades at 42% Discount ---------------------------------------------------------- Participations in a syndicated loan under which Packers Holdings LLC is a borrower were trading in the secondary market around 57.5 cents-on-the-dollar during the week ended Friday, February 21, 2025, according to Bloomberg's Evaluated Pricing service data. The $1.24 billion Term loan facility is scheduled to mature on March 9, 2028. About $1.20 billion of the loan has been drawn and outstanding. Packers Holdings, LLC, known as PSSI, founded in 1972 and headquartered in Kieler, Wisconsin, is a provider of contract sanitation services to the food processing industry in the U.S. and Canada. PARTY CITY: Seeks Court Okay for Dollar Tree, Five Below Lease Deal ------------------------------------------------------------------- Chapter 11 Dockets reports that Party City Holdco Inc. is pursuing approval from the U.S. Bankruptcy Court for the Southern District of Texas to sell lease designation rights for its stores to Five Below Inc. and Dollar Tree Stores Inc. as part of its restructuring strategy. The agreements would transfer lease rights for 44 locations to Five Below and 148 locations to Dollar Tree, allowing both retailers to evaluate and potentially acquire select Party City sites. Under the Five Below agreement, Party City would receive $2 million upfront, plus $70,000 for each lease assignment beyond 29 locations. The Dollar Tree deal includes a $1 million base payment and $65,000 for each lease assignment over ten. Both agreements require the buyers to cover certain carrying costs and March rent payments. The deals are set to expire in spring 2025, with Five Below’s rights ending on April 30 and Dollar Tree’s on March 31, with an option to extend to April 30, 2024, according . Party City is represented by Porter Hedges LLP and Paul, Weiss, Rifkind, Wharton & Garrison LLP in the bankruptcy proceedings. Emergency hearings are scheduled for February 26 and 28. After filing for Chapter 11 in December 2024, Party City aims to maximize its estate's value through these lease transactions. About Party City Holdco Party City Holdco Inc. (NYSE: PRTY) is the global leader in the celebrations' industry, with its offerings spanning more than 70 countries around the world. It is also the largest designer, manufacturer, distributor, and retailer of party goods in North America. Party City Holdco had 761 company-owned stores as of September 2022. It is headquartered in Woodcliff Lake, N.J. with additional locations throughout the Americas and Asia. Party City Holdco and its domestic subsidiaries sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 23-90005). As of Sept. 30, 2022, Party City Holdco had total assets of $2,869,248,000 against total debt of $3,022,960,000. Judge David R. Jones oversees the cases. The Debtors tapped Paul, Weiss, Rifkind, Wharton & Garrison, LLP, as legal counsel; Moelis & Company, LLC as investment banker; AlixPartners, LLP as financial advisor; A&G Realty Partners as real estate advisor; and Kroll as the claims agent. PricewaterhouseCoopers LLP (PwC) provides accounting and valuation advisory services, tax-related services, and internal audit Sarbanes-Oxley Act support services. Davis Polk & Wardwell, LLP and Lazard serve as legal counsel and investment banker, respectively, to the ad hoc group of first lien holders. The U.S. Trustee for Region 6 appointed an official committee to represent unsecured creditors in the Chapter 11 cases. The committee is represented by Pachulski Stang Ziehl & Jones, LLP. PERSONAL LAWN: U.S. Trustee Unable to Appoint Committee ------------------------------------------------------- The U.S. Trustee for Region 20 disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of Personal Lawn Care, LLC. About Personal Lawn Care Personal Lawn Care, LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Kan. 25-20033) on Jan. 14, 2025, listing up to $50,000 in assets and between $100,001 and $500,000 in liabilities. Judge Dale L. Somers presides over the case. George J. Thomas, Esq., at Phillips & Thomas, LLC is the Debtor's legal counsel. PHYSICIAN PARTNERS: $150MM Bank Debt Trades at 60% Discount ----------------------------------------------------------- Participations in a syndicated loan under which Physician Partners LLC is a borrower were trading in the secondary market around 39.8 cents-on-the-dollar during the week ended Friday, February 21, 2025, according to Bloomberg's Evaluated Pricing service data. The $150 million Term loan facility is scheduled to mature on December 22, 2028. About $148.5 million of the loan has been drawn and outstanding. Physician Partners LLC (dba Better Health Group) is a value-based primary care physician group and managed service organization network that services over 250,000 members, with over 1,000 providers and 111 owned centers. Private equity firm, Kinderhook Industries, is an investor in Better Health Midco, LLC with LTM revenue as of June 30, 2023 of approximately $1.1 billion. POTTSVILLE OPERATIONS: PCO Reports Resident Care Complaints ----------------------------------------------------------- Margaret Barajas, the patient care ombudsman, filed with the U.S. Bankruptcy Court for the Western District of Pennsylvania her second report regarding the quality of patient care provided by Pottsville Operations, LLC. During a bankruptcy visit at Edenbrook North (formerly Williamsport North) facility on Jan. 29, the local ombudsman asked a resident if they felt the change in ownership had affected care. She said yes and added that she doesn't get her showers as scheduled, and staff writes down that she is too tired or refused when that is not true. Two other residents said they get their showers without a problem. No further concerns identified. The local ombudsman reported that in the Department of Health inspection exit survey of Jan. 24 at Edenbrook South (Formerly Williamsport South), the facility was cited with 14 concerns and three state tags: nurse-aide ratios, PPD, and TB screening. The survey report was not yet posted on the Department of Health website at the time of the PCO report. No further concerns identified. The Office of the Long-Term Care Ombudsman has received confirmation that the six facilities encompassed in this bankruptcy proceeding have been purchased by Eden East Healthcare Management. The new owner assumed operations of the six facilities on Feb. 1 and all six have new names. A copy of the ombudsman report is available for free at https://urlcurt.com/u?l=lCT992 from Stretto, Inc., claims agent. The ombudsman may be reached at: Margaret Barajas PA Long-Term Care Ombudsman | Ombudsman Office Pennsylvania Department of Aging 555 Walnut St. 5th Floor Harrisburg, PA 17101 Phone: (717) 783-7096 | Fax: (717) 772-3382 Email: mbarajas@pa.gov About Pottsville Operations Pottsville Operations LLC and its affiliates own and operates six skilled nursing facilities in Pennsylvania. Collectively, Pottsville has 925 beds across the six facilities, and 759 residents currently at the Facilities as of the Petition Date. Pottsville acquired the facilities in May of 2021. Pottsville Operations and its 10 affiliates sought relief under sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Pa. Lead Case No. 24-70418) on Oct. 15, 2024. In the petition signed by Neil Luria, as chief restructuring officer, Pottsville reports estimated assets between $1 million and $10 million and estimated liabilities between $10 million and $50 million. Bankruptcy Judge Jeffery A Deller handles the cases. The Debtors tapped Baker & Hostetler, LLP as general bankruptcy counsel; and RAaines Feldman Littrell, LLP as local counsel. SOLIC Capital Advisors LLC is serving as financial advisor, and Solic's Neil Luria has been tapped as CRO of the Debtors. Stretto, Inc. is the claims agent. Margaret Barajas is the patient care ombudsman appointed in the Debtors' cases. PRIME CORE: Crypto 'Irretrievably Entangled,' Says Administrator ---------------------------------------------------------------- Ben Zigterman of Law360 reports that om February 21, counsel for the administrator overseeing cryptocurrency custodian Prime Core's Chapter 11 wind-down plan defended the decision to classify the debtor's cryptocurrency as estate property, including assets originating from customers. About Prime Core Prime Core Technologies, Inc., was founded in 2016 by Scott Purcell as a trust and custodial services company with respect to fiat currency and other more traditional assets, with its primary product being college savings trusts. Following the emergence and exponential growth of the blockchain and cryptocurrency industry, the Company recalibrated its focus away from providing more traditional fiat currency custodial services and towards providing custodial services for cryptocurrency and other digital assets. Eventually, the Company emerged as a market leader, providing a unique bundle of products and services that remain unparalleled in the industry. Prime Core Technologies, Inc., and three of its affiliates sought Chapter 11 bankruptcy protection (Bankr. D.N.J. Lead Case No. 23-11161) on Aug. 16, 2023. The petitions were signed by Jor Law as interim chief executive officer. The Hon. J. Kate Stickle presides over the Debtors' cases. The Debtors listed $50 million to $100 million in estimated assets and $100 million to $500 million estimated liabilities. McDermott Will & Emery LLP serves as counsel to the Debtors. The Debtors' financial advisor is M3 Advisory Partners, LP; their investment banker is Galaxy Digital Partners LLC; and their claims and noticing agent is Stretto. PROFESSIONAL DIVERSITY: Armistice Capital Holds 9.99% Stake ----------------------------------------------------------- Armistice Capital, LLC and Steven Boyd disclosed in a Schedule 13G Report filed with the U.S. Securities and Exchange Commission that as of December 31, 2024, they beneficially owned an aggregate amount of 1,334,182 shares of Professional Diversity Network, Inc.'s Common Stock, representing 9.99% of the shares outstanding. Armistice Capital, LLC may be reached at: Steven Boyd c/o Armistice Capital, LLC 510 Madison Avenue, 7th Floor New York, New York 10022 United States of America Tel: (212) 231-4932 A full-text copy of Armistice Capital's SEC Report is available at: https://tinyurl.com/ysp3dzjh About Professional Diversity Headquartered in Chicago, Illinois, Professional Diversity Network, Inc. -- https://www.prodivnet.com/ -- is a global developer and operator of online and in-person networks that provides access to networking, training, educational, and employment opportunities for diverse professionals. The Company operates subsidiaries in the United States, including National Association of Professional Women (NAPW) and its brand, International Association of Women (IAW), which is one of the largest, most recognized networking organizations of professional women in the country, spanning more than 200 industries and professions. Through an online platform and its relationship recruitment affinity groups, the Company provides its employer clients a means to identify and acquire diverse talent and assist them with their efforts to comply with the Equal Employment Opportunity Office of Federal Contract Compliance Program. The Company's mission is to utilize the collective strength of its affiliate companies, members, partners, and unique proprietary platform to be the standard in business diversity recruiting, networking, and professional development for women, minorities, veterans, LGBTQ+, and disabled persons globally. Oak Brook, Illinois-based Sassetti LLC, the Company's auditor since 2022, issued a "going concern" qualification in its report dated March 29, 2024, citing that the Company has incurred recurring operating losses, has a significant accumulated deficit, and will need to raise additional funds to meet its obligations and the costs of its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. As of September 30, 2024, Professional Diversity Network had $5,302,121 in total assets, $3,659,961 in total liabilities, and $1,642,160 in total stockholders' equity. PROFESSIONAL SECURITY: Continued Operations to Fund Plan -------------------------------------------------------- Professional Security Enterprises Incorporated filed with the U.S. Bankruptcy Court for the Southern District of Indiana a Chapter 11 Plan dated February 12, 2025. The Debtor was established in April 2007 and started with 17 part time employees. The Debtor provides security officers to patrol and maintain a physical security presence on clients' properties. The Debtor enrolled in the ERC program through the IRS and when the paperwork was completed and submitted, the Debtor was informed that it qualified for over $841,000. The Debtor believed at the time that this program would off set monetary debts that it had incurred at the time. Since this time the ERC program through the IRS has become problematic and the Debtor had borrowed more money to keep the company afloat for payroll purposes. This case is being filed to treat primary business debt that arose from loss of revenue as a result of COVID, closure of business operations in the State of Illinois, and one client who pays late. The length of the Plan is five years. All property of the Debtor is treated by this Plan. Property of the Debtor includes all property listed on any schedule or pleading filed by the Debtor in this case. Class 4 consists of General Unsecured Claims. The members of this class shall receive five annual payments to be divided among the class members pro-rata. Such payments shall be in an amount equal to the Projected Disposable Income of the Debtor. The claims of the general unsecured creditors are impaired and they are entitled to vote on this Plan. Class 5 consists of Equity Interest Holders. All existing Equity Interest is maintained. The claim of the Equity Holders are unimpaired and are not entitled to vote on this Plan. The source of funds used in this Plan for payments to creditors shall be the net annual income of the Debtor for three years resulting from continued, normal business operations of the Debtor's business. The Debtor must submit all or such portion of the future earnings or other future income of the Debtor to the supervision and control of the Trustee as is necessary for the execution of the Plan. A full-text copy of the Chapter 11 Plan dated February 12, 2025 is available at https://urlcurt.com/u?l=ukNaR0 from PacerMonitor.com at no charge. Counsel for the Debtor: Jeffrey M. Hester, Esq. Hester Baker Krebs LLC Suite 1330 One Indiana Square Indianapolis, IN 46204 317.608.1129 direct 317.833.3031 fax Email: jhester@hbkfirm.com About Professional Security Enterprises Incorporated Professional Security Enterprises Incorporated sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Ind. Case No. 24-80461) on November 14, 2024, with $0 to $50,000 in assets and $500,001 to $1 million in liabilities. Judge Jeffrey J. Graham presides over the case. Jeffrey M. Hester, Esq., at Hester Baker Krebs LLC, is the Debtor's legal counsel. PROSPECT MEDICAL: Fox Rothschild Files Rule 2019 Statement ---------------------------------------------------------- In the Chapter 11 cases of Prospect Medical Holdings Inc. and its affiliates, Fox Rothschild LLP filed a verified statement pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure. Fox Rothschild represents the following creditors/parties in interests in the Chapter 11 Cases: 1. FinThrive Revenue Systems (handles revenue collections); 2. University Orthopedics (contracting physicians); 3. Wampanoag Trail Offices and Timber Properties (landlords); 4. The Estate of Olivia Morgan Paone and Russell Paone (medical malpractice); 5. The Estate of Courtney Lisa Conley, Joseph Peters, Jayedin Silva, Dante Conley, and Isiah Silva (medical malpractice); 6. The Estate of Adelino Sousa, Joana Sousa, Brian Sousa, Ghislaine DeSousa, and Donna Andrade (medical malpractice); 7. The Estate of Patricia Anne Callanan and Heather Callanan (medical malpractice); 8. Linda Montecalvo, as Personal Representative of Decedent Gloria Montecalvo (medical malpractice); 9. The Estate of Ronald Bourque and Phyllis Bourque (medical malpractice); 10. Rosa Morales, Sandra Maldonado, Janice Wells, Ernesto Mercardo Suarez, Diana Florentini, Ronald Joseph DelSesto, & Donald Bourassa (medical malpractice); 11. Microsoft and its subsidiary Nuance Communications (contract counterparty); 12. Upper Darby School District (taxing authority); and 13. Philips Healthcare (contract counterparty). Each client has been made aware of Fox Rothschild's other representations in the Chapter 11 Cases. Pursuant to Bankruptcy Rule 2019, Fox Rothschild does not have a disclosable economic interest in relation to the Debtors. Upon information and belief formed after due inquiry, Fox Rothschild does not hold any equity interests in the Debtors. The Firm can be reached at: Trey A. Monsour, Esq. Fox Rothschild LLP Saint Ann Court 2501 North Harwood Street, Suite 1800 Dallas, TX 75201 Telephone: (214) 231-5796 Facsimile: (972) 404-0516 E-mail: tmonsour@foxrothschild.com About Prospect Medical Holdings Inc. Prospect Medical Holdings owns Roger Williams Medical Center, Our Lady of Fatima Hospital, and several other healthcare facilities. Prospect Medical Holdings sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Tex. Lead Case No. 25-80002) on Jan. 11, 2025. In the petition filed by Paul Rundell, as chief restructuring officer, the Debtor estimated assets and liabilities between $1 billion and $10 billion each. Bankruptcy Judge Stacey G. Jernigan handles the case. The Debtors' General Bankruptcy Counsel is Thomas R. Califano, Esq., and Rakhee V. Patel, Esq., at Sidley Austin LLP, in Dallas, Texas, and William E. Curtin, Esq., Patrick Venter, Esq., and Anne G. Wallice, Esq., at Sidley Austin LLP, in New York. The Debtors' Financial Advisor is ALVAREZ & MARSAL NORTH AMERICA, LLC. The Debtors' Investment Banker is HOULIHAN LIKEY, INC. The Debtors' Claims, Noticing & Solicitation Agent is OMNI AGENT SOLUTIONS, INC. PURDUE PHARMA: New Chapter 11 Plan Bypasses Nonconsensual Releases ------------------------------------------------------------------ Hilary Russ of Law360 reports that mediators working on a new settlement for bankrupt OxyContin maker Purdue Pharma LP informed a New York bankruptcy court that the revised deal does not include nonconsensual third-party waivers. About Purdue Pharma LP Purdue Pharma L.P. and its subsidiaries -- http://www.purduepharma.com/-- develop and provide prescription medicines and consumer products that meet the evolving needs of healthcare professionals, patients, consumers and caregivers. Purdue's subsidiaries include Adlon Therapeutics L.P., focused on treatment for Attention-Deficit/Hyperactivity Disorder (ADHD) and related disorders; Avrio Health L.P., a consumer health products company that champions an improved quality of life for people in the United States through the reimagining of innovative product solutions; Imbrium Therapeutics L.P., established to further advance the emerging portfolio and develop the pipeline in the areas of CNS, non-opioid pain medicines, and select oncology through internal research, strategic collaborations and partnerships; and Greenfield Bioventures L.P., an investment vehicle focused on value-inflection in early stages of clinical development. Opioid makers in the U.S. are facing pressure from a crackdown on the addictive drug in the wake of the opioid crisis and as state attorneys general file lawsuits against manufacturers. More than 2,000 states, counties, municipalities and Native American governments have sued Purdue Pharma and other pharmaceutical companies for their role in the opioid crisis in the U.S., which has contributed to the more than 700,000 drug overdose deaths in the U.S. since 1999. OxyContin, Purdue Pharma's most prominent pain medication, has been the target of over 2,600 civil actions pending in various state and federal courts and other fora across the United States and its territories. On Sept. 15 and 16, 2019, Purdue Pharma L.P. and 23 affiliated debtors each filed a voluntary petition for relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 19-23649), after reaching terms of a preliminary agreement for settling the massive opioid litigation. The Debtors' consolidated balance sheet as of Aug. 31, 2019, showed $1.972 billion in assets and $562 million in liabilities. U.S. Bankruptcy Judge Robert Drain oversees the cases. The Debtors tapped Davis Polk & Wardwell, LLP and Dechert, LLP, as legal counsels; PJT Partners as investment banker; AlixPartners as financial advisor; and Grant Thornton, LLP as tax structuring consultant. Prime Clerk, LLC, is the claims agent. Akin Gump Strauss Hauer & Feld LLP and Bayard, P.A., represent the official committee of unsecured creditors appointed in the Debtors' bankruptcy cases. David M. Klauder, Esq., is the fee examiner appointed in the Debtors' cases. The fee examiner is represented by Bielli & Klauder, LLC. * * * U.S. Bankruptcy Judge Robert Drain in early September 2021 approved a plan to turn Purdue into a new company (Knoa Pharma LLC) no longer owned by members of the Sackler family, with its profits going to fight the opioid epidemic. The Sackler family agreed to pay $4.3 billion over nine years to the states and private plaintiffs and in exchange for a lifetime legal immunity. The deal resolves some 3,000 lawsuits filed by state and local governments, Native American tribes, unions, hospitals and others who claimed the company's marketing of prescription opioids helped spark and continue an overdose epidemic. Separate appeals to approval of the Plan have already been filed by the U.S. Bankruptcy Trustee, California, Connecticut, the District of Columbia, Maryland, Rhode Island and Washington state, plus some Canadian local governments and other Canadian entities. In early March 2022, Purdue Pharma reached a nationwide settlement over its role in the opioid crisis, with the Sackler family members boosting their cash contribution to as much as $6 billion. The settlement was hammered out with attorneys general from the eight states -- California, Connecticut, Delaware, Maryland, Oregon, Rhode Island, Vermont and Washington -- and D.C. who had opposed the previous settlement. RAINBOW PRODUCTION: Seeks to Extend Plan Exclusivity to May 5 ------------------------------------------------------------- Rainbow Production Services, LLC and affiliates asked the U.S. Bankruptcy Court for the District of Delaware to extend their exclusivity periods to file a plan of reorganization and obtain acceptance thereof to May 5 and July 7, 2025, respectively. The Debtors explain that these chapter 11 Cases have presented various complex and time-consuming matters, including, the sale process the Debtors undertook, which resulted in Court approval of a sale of the Debtors' assets to the Buyer, which the Debtors are working diligently to close. In light of the complexity of these Cases and the significant progress made thus far, the extensions requested herein are necessary to allow the negotiation, filing, solicitation and confirmation of a chapter 11 plan. The Debtors claim that they will require time after the closing of the sale to discuss and implement an appropriate exit mechanism in these Cases. One potential option the Debtors are strongly considering, and which the Debtors believe their secured creditors support, is the dismissal of these Cases. The extension sought herein are designed to avoid potentially unnecessary, and premature, plan preparations. Since filing these chapter 11 Cases, the Debtors have taken numerous affirmative steps to ensure that valid administrative expenses are paid. The Debtors respectfully submit that, under the relevant facts and circumstances, the requested extension of the Exclusive Periods will not prejudice the legitimate interests of creditors, as the Debtors continue to make timely payment on their undisputed post-petition obligations. The Debtors assert that termination of the Exclusive Periods would adversely impact the progress of these chapter 11 Cases. Not extending, and thus terminating, exclusivity would permit any party in interest to propose a plan and frustrate the efforts of the Debtors and their principal stakeholders. This would foster a chaotic environment with no central focus and threaten the Debtors' chapter 11 exit efforts. Accordingly, the Debtors submit that extending the Exclusive Periods is in the best interests of the Debtors, their estates, and their creditors. Moreover, the Exclusive Periods should be extended for a duration sufficient to ensure that if confirmation of a plan should be denied for any reason, the parties will have sufficient time thereafter to reassess and pursue all alternative options with respect to these Cases. Counsel to the Debtors: Ericka F. Johnson, Esq. Steven D. Adler, Esq. Bayard, P.A. 600 N. King Street, Suite 400 P.O. Box 25130 Wilmington, DE 19899 Tel: (302) 429-4275 Fax: (302) 658-6395 Email: ejohnson@bayardlaw.com -and- David L. Neale, Esq. Krikor J. Meshefejian, Esq. LEVENE, NEALE, BENDER, YOO & GOLUBCHIK L.L.P. 2818 La Cienega Avenue Los Angeles, CA 90034 Telephone: (310) 229-1234 Email: DLN@lnbyg.com KJM@lnbyg.com About Rainbow Production Services Rainbow Production Services, LLC and its affiliates sought Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 24-12564) on Nov. 4, 2024. At the time of the filing, Rainbow Production Services reported $10 million to $50 million in both assets and liabilities. Judge Karen B. Owens oversees the cases. The Debtors tapped Bayard, PA and Levene, Neale, Bender, Yoo & Golubchik, LLP as legal counsel. Donlin, Recano & Company, Inc., is the claims and noticing agent. RAOCORE TECH: Court Corrects Order on Evergreen Retainer Issue -------------------------------------------------------------- Judge Elizabeth L. Gunn of the United States Bankruptcy Court for the District of Columbia issued a Corrected Memorandum Opinion and Supplemental Order on the Amended Application to Employ John D. Burns and The Burns Law Firm, LLC as Counsel for Raocore Technology, LLC. At the hearing on the Amended Application to Employ John D. Burns and The Burns Law Firm, LLC as Counsel for Debtor held May 22, 2024, the Court found that John D. Burns and the Burns Law Firm, LLC represent or hold no interest adverse to Raocore Technology, LLC, are disinterested, and therefore meet the requirements for employment as counsel to the Debtor under Sec. 327(a). The Court took under advisement the portion of the Amended Application seeking approval under Sec. 328 of the terms and conditions of such employment as set out in the retention agreement between the Debtor and the Applicants. At issue are several provisions of the Retention Agreement that provide for the duty of the Debtor, as a demand right of the Applicants, to make post-petition retainer replenishment payments to the Applicants in the "sole judgement of the firm" -- de facto evergreen retainer provisions. Notwithstanding the pendency of the Amended Application, and without approval of their employment or the Evergreen Provisions of the Retention Agreement, the Applicants received over $115,000 in post-petition retainer deposits from the Debtor. The question of the permissibility of evergreen retainers, and the requirements for approval thereof, is an issue of first impression in this jurisdiction. The Court finds evergreen retainers are permitted in this district and articulates the standard for their approval. In applying that standard, the Court finds the Evergreen Provisions in the Burns Retainer Agreement are impermissible, and any amounts paid to the Applicants under the Evergreen Provisions should be disgorged to the chapter 7 trustee of the Debtor's estate. The Court ordered, adjudged, and decreed that: 1) The Applicants represent or hold no interest adverse the Debtor, are disinterested, and meet the requirements for employment as counsel to the Debtor under Sec. 327(a) effective as of Dec. 22, 2023. 2) The Applicants shall be compensated in accordance with the procedures set forth in Secs. 330 and 331, the applicable Federal Rules of Bankruptcy Procedure, and this Court's Local Bankruptcy Rules and subject to further order of this Court. 3) The request for approval of the Evergreen Provisions as reasonable under Sec. 328(a) is denied. 4) Within 7 days of this Order becoming a final order, the Applicants shall turnover to the chapter 7 trustee the amount of $115,163.46 representing all post-petition "evergreen" deposits after the initial "donative" $15,000.00 retainer. A copy of the Court's decision dated Feb. 19, 2025, is available at https://urlcurt.com/u?l=flhROS from PacerMonitor.com. About Raocore Technology, LLC Raocore Technology, LLC sought protection under subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. E.D. Va. Case No. 23-12080) on December 20, 2023. At the time of the filing, the Debtor reported $100,001 to $500,000 in both assets and liabilities. On December 26, 2023, White Oak Commercial Finance, LLC filed a motion to transfer venue of the case from the U.S. Bankruptcy Court for the Eastern District of Virginia to the U.S. Bankruptcy Court for the District of Columbia and the case was transferred on March 1, 2024. The case was converted to Chapter 7 in November 2024. RLG HOLDINGS: $110MM Bank Debt Trades at 25% Discount ----------------------------------------------------- Participations in a syndicated loan under which RLG Holdings LLC is a borrower were trading in the secondary market around 74.9 cents-on-the-dollar during the week ended Friday, February 21, 2025, according to Bloomberg's Evaluated Pricing service data. The $110 million Term loan facility is scheduled to mature on July 9, 2029. The amount is fully drawn and outstanding. RLG is a consulting firm specializing in on-site implementation of measurable performance improvement projects. Clients trust our expertise and proven methods to identify, quantify, and implement value-driven strategic changes through people and processes. SAN FRANCISCO CARE: Gets Final OK to Use Cash Collateral -------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of California, San Francisco Division issued a final order authorizing San Francisco Care Center, LP to use cash collateral. The final order signed by Judge Dennis Montali authorized SFCC to use the cash collateral of Lenox Mortgage IX, LLC to pay the expenses set forth in its budget except the payment of pre-bankruptcy insider payroll of $20,391.67; $90,000 in management fees to Van Ness Care Center, Inc. (San Francisco Care Center general partner); and $60,000 in legal fees. As adequate protection, Lenox was granted replacement liens on San Francisco Care Center's real property in San Francisco, Calif., and related rents and profits, with the same priority and validity as its pre-bankruptcy liens. About San Francisco Care Center San Francisco Care Center, LP owns and operates a residential care and memory facility for the elderly, with patients ranging in age from 80 to 100 years old. The Debtor provides services to assist residents with their daily activities, such as feeding, bathing, dressing, medication management, toileting and mobility support. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Calif. Case No. 25-30025) on January 14, 2025. In the petition signed by Teresa Wong, managing partner, the Debtor disclosed up to $50 million in both assets and liabilities. The Debtor is represented by: Sarah M. Stuppi, Esq. Law Offices Of Stuppi And Stuppi Tel: 415-786-4365 Email: sarah@stuppilaw.com SANUWAVE HEALTH: Solas Capital Holds 8.4% Equity Stake ------------------------------------------------------ Solas Capital Management, LLC and Frederick Tucker Golden disclosed in a Schedule 13G/A filed with the U.S. Securities and Exchange Commission that as of December 31, 2024, they beneficially owned 713,752 shares of SANUWAVE Health, Inc.'s Common Stock, representing 8.4% of the 8,534,151 shares outstanding as of November 6, 2024. Solas Capital Management, LLC may be reached through: Frederick Tucker Golden c/o Solas Capital Management, LLC 1063 Post Road, 2nd Floor Darien, CT 06820 Tel: 203-625-1300 A full-text copy of Solas Capital's SEC Report is available at: https://tinyurl.com/mwjumsd4 About SANUWAVE Health Headquartered in Suwanee, Georgia, SANUWAVE Health, Inc. (OTCQB:SNWV) -- http://www.SANUWAVE.com-- is an ultrasound and shock wave technology company using patented systems of noninvasive, high-energy, acoustic shock waves or low intensity and non-contact ultrasound for regenerative medicine and other applications. The Company's focus is regenerative medicine utilizing noninvasive, acoustic shock waves or ultrasound to produce a biological response resulting in the body healing itself through the repair and regeneration of tissue, musculoskeletal, and vascular structures. The Company's two primary systems are UltraMIST and PACE. UltraMIST and PACE are the only two Food and Drug Administration (FDA) approved directed energy systems for wound healing. New York, NY-based Marcum LLP, the Company's auditor since 2018, issued a "going concern" qualification in its report dated March 21, 2024, citing that the Company has incurred recurring losses and needs to raise additional funds to meet its obligations, sustain its operations, and to resolve the events of default on the Company's debt. These conditions raise substantial doubt about the Company's ability to continue as a going concern. SANUWAVE Health reported a net loss of $25.81 million for the year ended Dec. 31, 2023, compared to a net loss of $10.29 million for the year ended Dec. 31, 2022. As of September 30, 2024, SANUWAVE Health had $21.8 million in total assets, $82.1 million in total liabilities, and $60.3 million in total stockholders' deficit. SCOTLAND MEADOWS: Taps Kenneth E. Lindauer as Bankruptcy Counsel ---------------------------------------------------------------- Scotland Meadows, LLC seeks approval from the U.S. Bankruptcy Court for the District of Massachusetts to employ the Law Offices of Kenneth E. Lindauer as its counsel. The firm will provide these services: (a) assist and advise the Debtor in the formulation and presentation of a Plan of Reorganization and Disclosure Statement; (b) advise the Debtor as to its duties and responsibilities; and (c) perform such other legal services as may be required during the course of this Chapter 11 case. Kenneth Kindauer, Esq., an attorney of the firm, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Kenneth E. Lindauer, Esq. Law Offices of Kenneth E. Lindauer 14 Lynde Street Salem, MA 01970 Telephone: (978) 744-5861 Email: ken@lindauer.com About Scotland Meadows Scotland Meadows LLC is a single asset real estate debtor, as defined in 11 U.S.C. Section 101(51B). Scotland Meadows sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Mass. Case No. 25-10072) on January 15, 2025. In the petition signed by William Luster, manager, the Debtor disclosed up to $10 million in both assets and liabilities. The Honorable Bankruptcy Judge Janet E. Bostwick handles the case. The Law Offices of Kenneth E. Lindauer represents the Debtor as counsel. SEAQUEST HOLDINGS: To Sell Las Vegas Property to Boulevard Ventures ------------------------------------------------------------------- Matt McKinlay, Chapter 11 Trustee of Seaquest Holdings LLC, seeks permission from the U.S. Bankruptcy Court for the District of Idaho, to sell its Las Vegas Property in a private sale, free and clear of liens, interests, and encumbrances. The Trustee wants to sell its Property to Boulevard Ventures, LLC or its subsidiary or affiliate with the appropriate licensing by Clark County, USDA and Animal Control to take ownership of the Las Vegas Assets, subject to the right of parties to submit Acceptable Overbids no later than March 4, 2025. The Trustee has identified serious liquidity problems with the Debtor's business and an urgent need to address those issues, including the need to quickly obtain cash and cut off certain obligations. The Trustee currently estimates that without a timely sale or alternative source of cash, the Debtor's business will run out of cash within three weeks. The Chapter 11 Trustee has contacted approximately five parties to gauge their interest in purchasing some or all of the Debtor's assets. Of these parties, only four have expressed an interest in purchasing certain of the Debtor's assets. However, most parties, other than Boulevard, withdrew their interest in purchasing the Debtor's Las Vegas assets because of the substantial cure payment on the Debtor's Las Vegas lease that would be required to take over this location. Boulevard, the landlord at Debtor's leased premises located at 3528 S Maryland Pkwy, Suite #340, Las Vegas, NV 89169 has expressed interest to purchase all of the Debtor's animals and personal property located at the Las Vegas Premises for a cash purchase price of $42,500. The landlord is willing to waive arrears of approximately $743,126 in total outstanding arrears that would be due as a cure payment upon assumption and assignment of the parties' lease. The buyer through its subsidiary, is appropriately licensed to take ownership of the animals included in the Las Vegas Assets. The Trustee's concerns for animal welfare, and the total consideration to the Debtor's estate to be received by the Purchase Price, the Trustee believes that the sale of the Las Vegas Assets to Boulevard, subject to overbids no less than $15,000 greater than the total Purchase Price of $785,626 is in the best interests of the Debtor's estate. The Las Vegas Assets consist of the personal property assets and animals. The Trustee believes that the ultimate consideration received for the Las Vegas Assets will reflect the fair market value of these assets. The Debtor's business is suffering from a dire liquidity crisis and the ability to sell the Las Vegas Assets on the timeline will prevent any diminution in value to these assets caused by prolonging the proposed sale. About Seaquest Holdings LLC SeaQuest Holdings, LLC better known as SeaQuest, is an interactive marine, exotic mammal, and bird/reptile life attraction chain. Guests are encouraged to connect with animals and learn about their ecosystems through various hands-on activities which include hand-feeding sharks, stingrays, birds, and tropical animals. SeaQuest offers a private event venue ideal for school field trips, birthday parties, and more. SeaQuest Holdings sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Idaho Case No. 24-00803) on December 2, 2024, with total assets of $659,473 and total liabilities of $16,653,877. Aaron Neilsen, chief executive officer of SeaQuest Holdings, signed the petition. Judge Benjamin P. Hursh handles the case. The Debtor is represented by Matthew T. Christensen at Johnson May, PLLC. SEQUENTIAL BRANDS: Gets Final OK for $9.8MM Investor Settlement --------------------------------------------------------------- Gillian R. Brassil of Bloomberg Law reports that a $9.75 million settlement related to Sequential Brands Group Inc.'s accounting practices received final approval, with 25% allocated for attorney's fees. Judge J. Paul Oetken of the US District Court for the Southern District of New York stated that the settlement established a fund exceeding $9.8 million in cash already on deposit. Lead counsel will also receive nearly $39,000 in expenses plus interest. Additionally, lead plaintiff CJD Property Finance Company LLC will receive a $3,000 award, the report states. About Sequential Brands Group Sequential Brands Group, Inc. (NASDAQ:SQBG), together with its subsidiaries, owns various consumer brands. The New York-based company licenses its brands for a range of product categories, including apparel, footwear, fashion accessories, and home goods. Sequential Brands Group and its affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 21-11194) on Aug. 31, 2021. The company disclosed total assets of $442,774,937 and debt of $435,073,539 as of Aug. 30, 2021. Judge John T. Dorsey oversees the cases. The Debtors tapped Gibson, Dunn & Crutcher, LLP and Pachulski Stang Ziehl & Jones, LLP as legal counsel. Miller Buckfire & Co. and its affiliate, Stifel Nicolaus & Co., Inc., serve as financial advisor and investment banker. Kurtzman Carson Consultants, LLC, is the claims agent and administrative advisor. King & Spalding, LLP, is counsel to the debtor-in-possession lenders (and the consenting lenders under the restructuring support agreement) while Morris, Nichols, Arsht & Tunnell, LLP serve as the DIP lenders' local counsel. SHILO INN OCEAN SHORES: Gets Extension to Access Cash Collateral ---------------------------------------------------------------- Shilo Inn, Ocean Shores, LLC and Shilo Inn, Nampa Suites, LLC received another extension from the U.S. Bankruptcy Court for the Western District of Washington to use cash collateral. The court authorized the companies to use cash collateral to pay the expenses set forth in their budget for the period from Feb. 18 until its interim order ceases to be in full force and effect or until the occurrence of the so-called termination event (e.g. May 31). RSS WFCM2016NXSS-WA SIOSN, LLC, a secured creditor, will be granted a first priority post-petition security interest in and lien on all of the companies' assets to the same priority, validity and extent as its pre-bankruptcy security interest and lien. As additional protection, RSS will continue to receive until May a monthly payment of $29,900 from Shilo Inn, Ocean Shores and $16,100 from Shilo Inn, Nampa Suites. The next hearing is scheduled for May 22. About Shilo Inn Hospitality companies Shilo Inn, Ocean Shores, LLC and Shilo Inn, Nampa Suites, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Wash. Lead Case No. 20-42348) on Oct. 15, 2020. At the time of filing, Shilo Inn, Ocean Shores disclosed assets of between $10 million and $50 million and liabilities of the same range. Shilo Inn, Nampa Suites disclosed $1 million to $10 million in both assets and liabilities. Judge Brian D. Lynch oversees the cases. The Debtors tapped Levene, Neale, Bender, Yoo & Brill L.L.P. as their bankruptcy counsel and Stoel Rives LLP as their local counsel. SINTX TECHNOLOGIES: Lind Global, 2 Others Hold 5.2% Stake --------------------------------------------------------- Lind Global Fund II LP, Lind Global Partners II LLC, and Jeff Easton disclosed in a Schedule 13G/A filed with the U.S. Securities and Exchange Commission that as of September 30, 2024, they beneficially owned 73,000 shares of SINTX Technologies, Inc.'s common stock, representing 52% of the shares outstanding. The ownership consists of: (i) 1,500 shares of common stock, (ii) 35,750 warrants to purchase shares of common stock and (iii) 35,750 warrants to purchase shares of common stock. A full-text copy of Lind Global's SEC Report is available at: https://tinyurl.com/4ma7k64d About SINTX Technologies Headquartered in Salt Lake City, Utah, SINTX Technologies, Inc. -- https://ir.sintx.com/ -- is an advanced ceramics company that develops and commercializes materials, components, and technologies for biomedical, technical, and antipathogenic applications. The core strength of SINTX Technologies is the manufacturing, research, and development of advanced ceramics for external partners. Lehi, Utah-based Tanner LLC, the Company's auditor since 2017, issued a "going concern" qualification in its report dated March 27, 2024, citing that the Company has recurring losses from operations and negative operating cash flows and needs to obtain additional financing to finance its operations. These issues raise substantial doubt about the Company's ability to continue as a going concern. As of September 30, 2024, SINTX Technologies had $11.3 million in total assets, $5.7 million in total liabilities, and $5.6 million in total stockholders' equity. SINTX TECHNOLOGIES: Reports No Stake as of Dec. 31 -------------------------------------------------- L1 Capital Global Opportunities Master Fund, Ltd., disclosed in a Schedule 13G/A filed with the U.S. Securities and Exchange Commission that as of December 31, 2024, it no longer holds shares of SINTX Technologies, Inc.'s Common Stock. L1 Capital Global may be reached through: David Feldman, Director 161A Shedden Road, 1 Artillery Court PO Box 10085 Grand Cayman, Cayman Islands KY1-1001 Tel: 646-688-5654 A full-text copy of L1 Capital's SEC Report is available at: https://tinyurl.com/yc86nuax About SINTX Technologies Headquartered in Salt Lake City, Utah, SINTX Technologies, Inc. -- https://ir.sintx.com/ -- is an advanced ceramics company that develops and commercializes materials, components, and technologies for biomedical, technical, and antipathogenic applications. The core strength of SINTX Technologies is the manufacturing, research, and development of advanced ceramics for external partners. Lehi, Utah-based Tanner LLC, the Company's auditor since 2017, issued a "going concern" qualification in its report dated March 27, 2024, citing that the Company has recurring losses from operations and negative operating cash flows and needs to obtain additional financing to finance its operations. These issues raise substantial doubt about the Company's ability to continue as a going concern. As of September 30, 2024, SINTX Technologies had $11.3 million in total assets, $5.7 million in total liabilities, and $5.6 million in total stockholders' equity. SMILE ANGELS: U.S. Trustee Appoints Thomas Albert Mackey as PCO --------------------------------------------------------------- Kevin Epstein, the U.S. Trustee for the Southern District of Texas, appointed Thomas Albert Mackey as patient care ombudsman for Smile Angels, PLLC. Section 333(b) of the Bankruptcy Code provides that the PCO shall: * Monitor the quality of patient care provided to patients of the debtor, to the extent necessary under the circumstances, including interviewing patients and physicians; * Not later than 60 days after the date of the appointment, and not less frequently than at 60-day intervals thereafter, report to the court after notice to the parties in interest, at a hearing or in writing, regarding the quality of patient care provided to patients of the debtor; and * If such ombudsman determines that the quality of patient care provided to patients of the debtor is declining significantly or is otherwise being materially compromised, file with the court a motion or a written report, with notice to the parties in interest immediately upon making such determination; and Section 333(c) of the Bankruptcy Code provides further that: * An ombudsman appointed under section 333(a) of the Bankruptcy Code shall maintain any information obtained by such ombudsman under section 333 of the Bankruptcy Code that relates to patients (including information relating to patient records) as confidential information. Such ombudsman may not review confidential patient records unless the court approves such review in advance and imposes restrictions on such ombudsman to protect the confidentiality of such records. The PCO will keep contemporaneous records of time and expenses in tenths (.1) hour increments and bill the estate at no more than $375 per hour for services rendered, $187.50 per hour for travel time, and for reimbursement of actual and necessary expenses. The PCO may, if necessary and only upon application to the court, hire legal counsel to represent him in this case. About Smile Angels Smile Angels, PLLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Texas Case No. 24-35809) on December 11, 2024, with $100,001 to $500,000 in both assets and liabilities. Judge Jeffrey P. Norman presides over the case. Ezenwanyi F. Abii, Esq., at Abii & Associates, PLLC represents the Debtor as legal counsel. SORGE TAXI: Seeks Chapter 11 Bankruptcy in New York --------------------------------------------------- On February 20, 2025, Sorge Taxi Corp. filed Chapter 11 protection in the U.S. Bankruptcy Court for the Eastern District of New York. According to court filing, the Debtor reports $1,288,699 in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. About Sorge Taxi Corp. Sorge Taxi Corp. is a transportation services provider in New York city. Sorge Taxi Corp. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.Y. Case No. 25-40855) on February 20, 2025. In its petition, the Debtor reports total assets of $1,086,836 and total liabilities of $1,288,699. Honorable Bankruptcy Judge Jil Mazer-Marino handles the case. The Debtor is represented by: Alla Kachan, Esq. LAW OFFICES OF ALLA KACHAN, P.C. 2799 Coney Island Avenue, Suite 202 Brooklyn, NY 11235 Tel: (718) 513-3145 Fax: (347) 342-3156 Email: alla@kachanlaw.com SOUTHWIRE HOLDING: Moody's Assigns 'Ba1' CFR, Outlook Stable ------------------------------------------------------------ Moody's Ratings assigned a Ba1 Corporate Family Rating and Ba1-PD Probability of Default Rating to Southwire Holding Company. At the same time, Moody's withdrew the Ba1 CFR, Ba1-PD PDR and stable outlook at Southwire Company, LLC, which is an indirect subsidiary of Southwire Holding Company. The rating outlook for Southwire Holding Company is stable. The Ba1 CFR and stable outlook remain the same given the company's strong credit metrics and its recent repayment of its term loan in the fourth quarter of 2024. The company has no funded debt and Moody's expects 2024 debt-to-EBITDA to be about 0.3x, which includes Moody's standards adjustment for operating leases. Since there is no longer any rated debt at Southwire Company, LLC, Moody's have moved the CFR to the audited entity, Southwire Holding Company. RATINGS RATIONALE Southwire's Ba1 CFR reflects the company's strong market position as a leading global manufacturer of electrical wire and cable products with significant market exposure in the US. The rating also reflects very good liquidity and strong credit metrics. The company is expected to maintain its conservative business operations and strong balance sheet. The company is exposed to business cyclicality because a portion of its business is tied to new construction activity. However, conservative financial strategies mitigate the negative impact from the cyclicality and seasonality of its end markets. Moody's expects Southwire will continue to pursue attractive bolt-on acquisitions to develop into a diversified electrical business and not just a manufacturer of wires and cable. It has a highly variable cost structure with the ability to pass along raw material cost inflation in a timely manner, which helps to protect operating margins. But the company is still prone to margin compression in periods of lower demand. As a privately owned, family-run company, Southwire will evaluate periodic dividend distributions, but these are unlikely to be debt-funded given the company's strong cash position. The stable outlook incorporates Moody's expectations that Southwire will maintain its conservative financial policy with minimal debt, strong credit metrics and very good liquidity, while diversifying its product offering and executing on its multi-year operational facilities modernization plan. Moody's expects Southwire to maintain very good liquidity. The company had no drawings on its $1 billion asset base lending revolving credit facility (ABL) and about $925 million of balance sheet cash as of September 30, 2024, prior to repaying the $367 million term loan balance. There is ample cushion under the springing fixed charge coverage ratio covenant (applicable exclusively to the revolver). The fixed charge ratio covenant becomes operative when excess availability under the revolver is less than 10% of the borrowing base or $100 million (whichever is greater). Moody's does not expect this covenant to be tested during the next 12-18 months. The company also has significant sources of alternative liquidity because its asset base is much higher than its secured debt. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS A ratings upgrade would require the company to maintain very good liquidity and conservative financial policies as it continues to grow its scale and expand its product offerings and geographic reach. An upgrade would also require strong corporate governance practices and for the company to move toward a capital structure that allows for maximum flexibility which includes being unsecured. Quantitatively, an upgrade would require adjusted EBITA margin maintained in the high single/low double digit area and adjusted debt-to-EBITDA maintained below 2.0x. The ratings could be downgraded if there is a material decline in operating cash flow or a significant deterioration in liquidity. The ratings could also be downgraded with more aggressive financial policy actions, including large debt financed acquisitions and/or substantial debt financed dividend distributions that significantly weaken key credit metrics. Quantitatively, the ratings could be downgraded if adjusted debt-to-EBITDA is above 3.0x or adjusted EBITA margin is below 5%. Headquartered in Carrollton, Georgia, Southwire manufactures copper and aluminum wire and cable for about 6,000 customers, including electrical construction suppliers, retail home centers, electric utilities, industrial clients and OEM manufacturers throughout North America. Southwire is a family owned, private company. The principal methodology used in these ratings was Manufacturing published in September 2021. SPATIAL TAXI: Sec. 341(a) Meeting of Creditors on March 24 ---------------------------------------------------------- On February 20, 2025, Spatial Taxi Corp. filed Chapter 11 protection in the U.S. Bankruptcy Court for the Eastern District of New York. According to court filing, the Debtor reports $1,288,348 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) meeting to be held on March 24, 2025 at 02:00 PM at Telephonic Meeting: Phone 1 (866) 919-4760, Participant Code 4081400#. About Spatial Taxi Corp. Spatial Taxi Corp. located in Rockaway Park, NY, operates as a taxi service and is the owner of taxi medallions 2P24 and 2P25. Spatial Taxi Corp. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.Y. Case No. 25-40856) on February 20, 2025. In its petition, the Debtor reports total assets of $1,054,406 and total liabilities of $1,288,348. Honorable Bankruptcy Judge Jil Mazer-Marino handles the case. The Debtor is represented by: Alla Kachan, Esq. LAW OFFICES OF ALLA KACHAN, P.C. 2799 Coney Island Avenue, Suite 202 Brooklyn, NY 11235 Tel: (718) 513-3145 Fax: (347) 342-3156 Email: alla@kachanlaw.com STEPHENS GARAGE: Taps HGI Realty & Facility as Property Manager --------------------------------------------------------------- Stephens Garage Building, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of Louisiana to employ HGI Realty & Facility Management as property manager. The firm will render these services: (a) collection of rents of tenants pursuant to leases related to the Property and use of those rents and other income to pay expenses associated with the performance of the firm's duties as property manager subject to the provisions of any order of this Court regarding use of cash collateral and any budget in relation thereto; (b) assist in maintaining the property; (c) cooperate with the Debtor and its Accountant, Patrick Gros, with regard to the preparation of the Debtor’s monthly operating reports; (d) cooperate with the Debtor and its attorneys and other professionals in connection with the preparation of any feasibility projections necessary or helpful to the confirmation of a Chapter 11 plan; and (e) provide such other services as the Debtor may require in connection with this Chapter 11 Case. The firm will be paid at these costs: (a) flat fee of $11,232 per month; (b) outside contractors wages $2,355.20 weekly unless infrequent overtime is worked; and (c) 3 percent of the revenue associated with the renewal of any lease of any portion of the property. Blaine Gahagan, a managing partner at HGI Realty & Facility Management, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Blaine Gahagan HGI Realty & Facility Management 1308 Dealers Ave. Elmwood, LA 70123 Telephone: (504) 207-7575 Facsimile: (504) 207-7576 About Stephens Garage Building Stephens Garage Building LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. La. Case No. 24-12467) on December 18, 2024. In the petition filed by Marcel Wisznia, manager and managing member, the Debtor reports estimated assets and liabilities between $10 million and $50 million each. Honorable Bankruptcy Judge Meredith S. Grabill handles the case. The Debtor is represented by Stewart F. Peck, Esq. at Lugenbuhl, Wheaton, Peck, Rankin & Hubbard. STEWARD HEALTH: Co. Puts Patients' Lives at Risks, Says Buyer ------------------------------------------------------------- Alex Wittenberg of Law360 reports that the buyer of eight Steward Health Care hospitals alleges that the bankrupt company is endangering patient safety by not fulfilling its funding and service commitments. The buyer is asking a Texas federal judge to enforce Steward's contractual obligations related to the hospital sales. About Steward Health Care Steward Health Care System LLC owns and operates the largest private physician-owned for-profit healthcare network in the U.S. Headquartered in Dallas, Texas, Steward's operations include 31 hospitals in eight states, approximately 400 facility locations, 4,500 primary and specialty care physicians, 3,600 staffed beds, and nearly 30,000 employees. Steward Health Care provides care to more than two million patients annually. Steward and 166 affiliated debtors filed a Chapter 11 petitions (Bankr. S.D. Texas Lead Case No. 24-90213) on May 6, 2024, in the U.S. Bankruptcy Court for the Southern District of Texas, and the Honorable Christopher M. Lopez oversees the proceeding. Weil, Gotshal & Manges LLP is serving as the Company's legal counsel. AlixPartners, LLP is providing financial advisory services to the Company, and John Castellano of AlixPartners is serving as the Company's Chief Restructuring Officer. Lazard Freres & Co. LLC, Leerink Partners LLC, and Cain Brothers, a division of KeyBanc Capital Markets Inc. are providing investment banking services to the Company. McDermott Will & Emery is special corporate and regulatory counsel for the company. Kroll is the claims agent. The U.S. Trustee for Region 7 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. The committee is represented by Akin Gump Strauss Hauer & Feld, LLP. STEWARD HEALTH: Plan Exclusivity Period Extended to April 7 ----------------------------------------------------------- Judge Christopher Lopez of the U.S. Bankruptcy Court for the Southern District of Texas extended Steward Health Care System LLC and its debtor affiliates' exclusive periods to file a plan of reorganization and obtain acceptance thereof to April 7 and June 9, 2025, respectively. As shared by Troubled Company Reporter, the Debtors explain that a further extension of the Exclusive Periods by 75 days is necessary and appropriate, in the best interest of the Debtors' stakeholders, and consistent with the intent and purpose of chapter 11 of the Bankruptcy Code. The requested extension will enable the Debtors to secure consensus for, file, and solicit their Plan, which will maximize the value of the Debtors' estates for the benefit of all stakeholders, without the risk of competing plans and the attendant disruption, expense, and delay. The Debtors claim that they have made significant progress reconciling administrative expense claims asserted against the Debtors. As detailed in the Debtors' motion to establish an administrative expense claims bar date, the number of sales transactions to a variety of buyers on differing timelines and terms, in addition to several other factors, has introduced significant complexity to the Debtors' ability to reconcile postpetition claims asserted against the Debtors. The Debtors assert that their discussions with the FILO Secured Parties and the Creditors' Committee regarding the terms of the Plan, while simultaneously engaging in efforts to clear a path for the filing and confirmation of such Plan, demonstrates that cause exists to extend the Exclusive Periods. Accordingly, an extension of the Exclusive Periods is warranted. The Debtors' Counsel: Clifford W. Carlson, Esq. Gabriel A. Morgan, Esq. Stephanie N. Morrison, Esq. WEIL, GOTSHAL & MANGES LLP 700 Louisiana Street, Suite 3700 Houston, Texas 77002 Tel: (713) 546-5000 Fax: (713) 224-9511 Email: Gabriel.Morgan@weil.com Clifford.Carlson@weil.com Stephanie.Morrison@weil.com - and - Ray C. Schrock, Esq. Candace M. Arthur, Esq. David J. Cohen, Esq. WEIL, GOTSHAL & MANGES LLP 767 Fifth Avenue New York, New York 10153 Tel: (212) 310-8000 Fax: (212) 310-8007 Email: Ray.Schrock@weil.com Candace.Arthur@weil.com DavidJ.Cohen@weil.com About Steward Health Care Steward Health Care System, LLC owns and operates the largest private physician-owned for-profit healthcare network in the U.S. Headquartered in Dallas, Texas, Steward's operations include 31 hospitals in eight states, approximately 400 facility locations, 4,500 primary and specialty care physicians, 3,600 staffed beds, and nearly 30,000 employees. Steward Health Care provides care to more than two million patients annually. Steward and 166 affiliated debtors filed Chapter 11 petitions (Bankr. S.D. Texas Lead Case No. 24-90213) on May 6, 2024. Judge Christopher M. Lopez oversees the proceeding. The Debtors tapped Weil, Gotshal & Manges, LLP as bankruptcy counsel; McDermott Will & Emery as special corporate and regulatory counsel; AlixPartners, LLP as financial advisor and John Castellano of AlixPartners as chief restructuring officer. Lazard Freres & Co. LLC, Leerink Partners LLC, and Cain Brothers, a division of KeyBanc Capital Markets Inc., provide investment banking services to the Debtors. Kroll is the claims agent. Susan N. Goodman has been appointed as patient care ombudsman in the Debtors' Chapter 11 cases. STONE HARETIGE: Sec. 341(a) Meeting of Creditors on March 20 ------------------------------------------------------------ On February 20, 2025, Stone Haretige Capital LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the Southern District of New York. According to court filing, the Debtor reports between $500,000 and $1 million in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. A meeting of creditors under Section 341(a) to be held on March 20,2025 at 12:30 PM at Office of UST (TELECONFERENCE ONLY). About Stone Haretige Capital LLC Stone Haretige Capital LLC is a limited liability company. Stone Haretige Capital LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y.Case No. 25-35179) on February 20, 2025. In its petition, the Debtor reports estimated assets and liabilities between $500,000 and $1 million each. Honorable Bankruptcy Judge Kyu Young Paek handles the case. SUSHI ZUSHI: Updates Restructuring Plan Disclosures --------------------------------------------------- Sushi Zushi of Texas, LLC, and its affiliates submitted a First Amended Joint Disclosure Statement to Plans of Reorganization dated February 13, 2025. The Debtors will continue to be managed by its parent SZT. SZT, will charge Debtors a 2.5% management fee for providing payroll, human resources, and general management services, and after confirmation, the parties shall enter into a commercially reasonable management agreement. This agreement shall also provide for Debtors to pay up to 2% of revenue for marketing and advertising in the local market. Finally, Debtors shall pay a 3% license fee for continued use of the Sushi Zushi brands. 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 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. Like in the prior iteration of the Plan, the Debtor shall pay the allowed Class 4 Unsecured Claims against Sushi Zushi of Stone Oak, LLC 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 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 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 Plans are feasible as a result of the income generated from Debtors' business operations and assets. Prior to the bankruptcy filing, state litigation was pending in the form of a derivative action against current officer Jason Kemp and other prior management entities, a suit by SZT against Alfonso Tomita, the Sushi Zushi creator, and a suit on contract against the Operating Entities by Topway Enterprises, Inc. All of these cases are now pending in the bankruptcy case either by removal or new complaint filing. In the event that any of these Adversary cases are not resolved in pending settlement discussions, none of the factual statements made in this Disclosure Statement shall be treated as a finding of fact by the Court, as having preclusive effect on any of the parties to the adversary proceedings, or as determinative of any disputed issue of fact in the adversary proceedings. A full-text copy of the First Amended Joint Disclosure Statement dated February 13, 2025 is available at https://urlcurt.com/u?l=kdlOxT 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. TBB DEEP: Seeks to Tap Munsch Hardt Kopf & Harr as General Counsel ------------------------------------------------------------------ TBB Deep Ellum, LLC and its affiliates seek approval from the U.S. Bankruptcy Court for the Northern District of Texas to employ Munsch Hardt Kopf & Harr, PC as general counsel. The firm will provide these services: (a) serve as general counsel for the Debtors and provide representation and legal advice; (b) assist the Debtors in carrying out their duties under the Bankruptcy Code; (c) consult with the United States Trustee, any statutory committee that may be formed, and all other creditors and parties-in-interest concerning administration of the Bankruptcy Case; (d) assist in potential sales of the Debtors' assets; (e) prepare on behalf of the Debtors all legal papers and documents to further their estates' interests and objectives, and to assist them in the preparation of schedules, statements, and reports, and to represent their estate at all related hearings and at all related meetings of creditors, United States Trustee interviews, and the like; (f) assist the Debtors in connection with formulating and confirming a Chapter 11 plan; (g) assist the Debtors in analyzing and appropriately treating the claims of creditors; (h) appear before this court and any appellate courts or other courts having jurisdiction over any matter associated with the Bankruptcy Case; (i) perform all other legal services and provide all other legal advice to the Debtors as may be required or deemed to be in the interest of their estate in accordance with their powers and duties as set forth in the Bankruptcy Code; and (j) defend the Debtors against any and all actions and claims made against them and their property. The firm's counsel will be paid at these hourly rates: Thomas Berghman, Shareholder $695 Jacob King, Associate $375 Heather Valentine, Paralegal $235 In addition, the firm will seek reimbursement for expenses incurred. The firm received a total retainer of $95,000 from the Debtors. Mr. Berghman disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Thomas D. Berghman, Esq. Munsch Hardt Kopf & Harr, PC 500 N. Akard St., Suite 4000 Dallas, TX 75201 Telephone: (214) 855-7500 Email: tberghman@munsch.com About TBB Deep Ellum TBB Deep Ellum, LLC operates as The Biscuit Bar and provides counter-service dining featuring biscuit sandwiches and full-bar service. The company operates from its location at 2550 Pacific Avenue in Dallas's Deep Ellum neighborhood. TBB Deep Ellum filed Chapter 11 petition (Bankr. D. Texas Case No. 25-30207) on January 21, 2025, listing between $50,000 and $100,000 in assets and between $1 million and $10 million in liabilities. Judge Michelle V. Larson handles the case. On February 12, 2025, the bankruptcy court ordered the joint administration of TBB Deep Ellum's case and the Chapter 11 cases filed by its affiliates on February 6, 2025. The affiliates are TBB Boardwalk, LLC, TBB North Arlington, LLC, TBB Stockyards FW, LLC, TBB Coppell, LLC, and TBB Abilene, LLC. Judge Michelle V. Larson oversees the cases. The Debtors' legal counsel is Thomas Berghman, Esq., at Munsch Hardt Kopf & Harr, P.C., in Dallas, Texas. TECTUM ROOFING: Gets Extension to Access Cash Collateral -------------------------------------------------------- Tectum Roofing, LLC received another extension from the U.S. Bankruptcy Court for the District of Colorado to use cash collateral to pay its expenses. The order authorized the company to use the cash collateral of Stockmens' Bank, Corporation Service Company and any other secured creditor with interest in the cash collateral in accordance with its budget, subject to a deviation on a line-item expense not to exceed 15% without the prior consent of the bank or an order of the court. The company projects total operational expenses of $270,964 for February and $277,706 for March. Secured creditors will be granted a post-petition lien on all post-petition assets and income derived from the operation of Tectum's business. In addition, Stockmen's Bank is entitled to a superpriority administrative claim for any diminution in value of its collateral. Tectum's authority to use cash collateral terminates on the earlier of April 1; the failure to comply with the interim order; the conversion or dismissal of its bankruptcy; the appointment of a trustee or examiner; the closing of a sale of all or a substantial portion of its assets that Stockmen's Bank opposes; the cessation of its operations; or any loss of accreditation or licensing that would materially impede or impair its ability to operate as a going concern. The next hearing is scheduled for Feb. 19. About Tectum Roofing Tectum Roofing, LLC specializes in roofing services, focusing on projects that require durable, high-quality solutions. Known for their expertise in both commercial and residential roofing, the company handles installations, repairs, and maintenance. Tectum Roofing sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Colo. Case No. 24-16169) with $1 million to $10 million in both assets and liabilities. Mark Dennis, a certified public accountant at SL Biggs, serves as Subchapter V trustee Judge Michael E Romero oversees the case. The Debtor is represented by: Jeffrey S. Brinen, Esq. Kutner Brinen Dickey Riley, P.C. Tel: 303-832-2400 Email: jsb@kutnerlaw.com TEXACO INC: La. Environmental Lawsuits Not Dismissed in Old Ch. 11 ------------------------------------------------------------------ Emily Lever of Law360 Bankruptcy Authority reports that a New York bankruptcy judge has reopened Texaco's 37-year-old bankruptcy case to address environmental cleanup lawsuits filed by Louisiana government entities, valued at up to $100 million. However, the judge refused to dismiss the lawsuits, stating they were exempt from the confirmed Chapter 11 plan. About Texaco Inc. Texaco Inc. provides oil services. The Company explore, produce, transport, refine, and market crude oil, natural gas liquids, natural gas, and petroleum.[BN] Texaco, Inc., and two of its wholly owned subsidiaries, Texaco Capital Inc., and Texaco Capital N.V., sought Chapter 11 protection (Bankr. S.D.N.Y. Case Nos. 87-B-20142 through 87-B- 20144) on Apr. 12, 1987, represented by the law firm of Weil, Gotshal & Manges, LLP. Lawyers at Kramer, Levin, Nessen, Kamin & Frankel, represented the General Creditors' Committee, and lawyers at Cleary, Gottlieb, Steen & Hamilton, represented the Industry Creditors' Committee. These two unsecured creditors' committees were merged at the Debtor's behest by order of the Honorable Howard Schwartzberg, 79 B.R. 560, on Nov. 12, 1987. Lawyers at Keck, Mahin & Cate represented the Equity Committee. Lawyers at Levin & Weintraub & Crames in New York, Stutman, Triester & Glass, P.C., in Los Angeles, and Baker & Botts in Houston, Tex., represented Penzoil Company, Texaco's largest creditor. THREE STOOGES: U.S. Trustee Unable to Appoint Committee ------------------------------------------------------- The U.S. Trustee for Region 21, until further notice, will not appoint an official committee of unsecured creditors in the Chapter 11 case of Three Stooges & You, LLC, according to court dockets. About Three Stooges & You Three Stooges & You LLC is a limited liability company operating from Saint Petersburg, Fla. Three Stooges & You filed Chapter 11 petition (Bankr. M.D. Fla. Case No. 25-00182) on January 14, 2025, listing between $1 million and $10 million in both assets and liabilities. Judge Catherine Peek Mcewen handles the case. The Debtor is represented by M. Vincent Pazienza, Esq., at the Law Office of M. Vincent Pazienza, doing business as PazLaw, in Lutz, Fla. TNRE 6: Moody's Cuts Rating on Series 2022 Lease Bonds to 'B1' -------------------------------------------------------------- Moody's Ratings has downgraded to B1 from Ba3 TNRE 6, LLC (DHS Redding Project)'s Federal Lease Revenue Bonds (DHS Redding Project), Federally Taxable Series 2022, issued by the California Municipal Finance Authority. The outlook remains negative. The downgrade reflects the federal government's real estate downsizing efforts, which will reduce the likelihood of the lease renewal needed for successful refinancing of the large principal payment remaining after the current lease term. RATINGS RATIONALE The B1 rating incorporates non-renewal risk connected to the General Services Administration (GSA) lease for the financed facility, a subfield office of the Immigration and Customs Enforcement (ICE) unit of the Department of Homeland Security (DHS). Without renewal and subsequent debt refinancing, a monetary default will become more probable. Lease renewal remains likely, however, and as with other firm term leases, the lease should remain in place and fully paid until its expiration, in approximately 34 months. The small scale of the facility may support a determination that it is superfluous. Its location in a sparsely populated part of northern California also points to lower importance as government cost-cutting efforts, including real estate downsizing, increase. RATING OUTLOOK The negative outlook is consistent with renewal risk that may intensify as the federal government downsizes its leased footprint in keeping with broad objectives. ICE's politically high-profile role in identifying, detaining and removing those in the US illegally may offset risks the government will not renew the lease. FACTORS THAT COULD LEAD TO AN UPGRADE OF THE RATING -- Verifiable indications that the lease will be renewed with terms that enable timely payment of debt service -- Reduction in debt levels or final bullet payment that reduces overall leverage and refinancing risk -- A large, measurable increase in the market value of the project that would provide high bondholder recovery in the event that the lease is not renewed FACTORS THAT COULD LEAD TO A DOWNGRADE OF THE RATING -- Indications that the lease is unlikely to be renewed -- Interruption or delay in monthly lease payments, or reduction in payments to offset non-performance of services by the developer -- Nonperformance of obligations under the lease by the borrower LEGAL SECURITY Interest payments on the bonds are made from lease payments to the borrower/lessor, TNRE 6 LLC, from the GSA. The bonds also are secured by a debt service reserve fund funded at $34,200. Payment of the bond principal will likely be derived through a refinancing, which would occur in connection with the renewal of the federal lease, before the bonds' principal payment. Payments are assigned directly to the trustee to provide for debt service before other expenses, except for administrative expenses. The bonds are secured by a deed of trust and security agreement to the bond trustee, covering the property as well as interests in insurance proceeds, pledged revenue and other rights. PROFILE TNRE 6 is an affiliate of True North Companies LLC, a real estate investment and advisory firm in Scottsdale, Arizona, specializing in the acquisition of properties leased to US government agencies. The borrower is a single-purpose entity limited to owning and leasing the DHS facility in Redding, California. It is wholly owned by the Donahue Trust, which is controlled by Tom Donahue, who has been involved with numerous federal lease transactions arranged by Net Lease Capital Advisors. Donahue is the President, Chairman and CEO of True North Companies. True North has been an acquirer, advisor or manager in real estate transactions worth more than $3 billion, according to its web site. The California Municipal Finance Authority was formed by a Joint Exercise of Powers Agreement in 2004 among certain California cities, counties and special districts, as a conduit debt issuer. The Department of Homeland Security (DHS) is a cabinet-level federal agency established by the Homeland Security Act of 2002. The DHS's public security mandate covers antiterrorism, border security, cybersecurity, and disaster recovery efforts. It is the third-largest US government department by number of employees (260,000) after the Department of Defense and the Department of Veterans Affairs. METHODOLOGY The principal methodology used in this rating was Lease, Appropriation, Moral Obligation and Comparable Debt of US Special Purpose Districts Methodology published in November 2022. TRUE VALUE: Updates Prepetition Lender Claims Pay; Amends Plan -------------------------------------------------------------- True Value Company, LLC, and its affiliates submitted an Amended Disclosure Statement for the Second Amended Joint Chapter 11 Plan dated February 12, 2025. The Plan provides for the distribution of the Distributable Proceeds in accordance with the priorities and requirements of the Bankruptcy Code. The Plan provides for, among other things, the treatment of approximately $238.2 million of the Prepetition Lenders' Claims and approximately $1.45 billion of General Unsecured Claims, maximizing creditor recoveries. 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 3 consists of Prepetition Lender Claims. Holders of Prepetition Lender Claims shall receive: * Subject to the terms and conditions of the Cash Collateral Order: -- upon the conclusion of the Administrative Claims Reconciliation Period (as defined in the Cash Collateral Order), i.e., February 20, 2025, any Retained Funds that were not used, or identified for use on account of incurred or accrued Administrative Claims that have been reconciled, by the Debtors' Estates to pay Allowed Administrative Claims up to the full amount of the Indebtedness (as defined in the Cash Collateral Order); -- no later than 90 days following the closing of the Sale (i.e., February 20, 2025), any excess funds in any of the 90 Day Buckets that are not required to address or pay the Allowed Administrative Claims or priority Claims for which such 90 Day Buckets were established to address, or to cover shortfalls in other 90 Day Buckets in accordance with the Fungibility Mechanisms up to the full amount of the Indebtedness; -- no later than the earlier of (1) the Effective Date and (2) 90 days following the termination of the Transition Services Agreement, any excess funds in any of the 90+ Day Buckets other than the Wind Down Budget Reserve that are not required to address or pay the Allowed Administrative Claims or priority Claims for which such 90+ Day Buckets were established to address, or to cover shortfalls in other reserves in accordance with the Fungibility Mechanisms up to the full amount of the Indebtedness; and -- no later than 90 days following the termination of the Transition Services Agreement, any excess funds in the Wind Down Budget Reserve that are not required to address or pay the Allowed Administrative Claims or priority Claims for which the Wind Down Budget Reserve was established to address up to the full amount of the Indebtedness. * As and when received, in accordance with the Cash Collateral Order, promptly upon receipt, any Cash the Debtors have on hand, including, for the avoidance of doubt, such funds received by the Debtors after the Closing other than funds received pursuant to the Transition Services Agreement. * On the Effective Date, the Litigation Trust Prepetition Lender Interests. All Cash necessary for the Debtors to fund distributions, make payments or otherwise satisfy any obligations under the Plan shall be funded in accordance with the Cash Collateral Order; 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. Except as set forth herein, any changes in intercompany account balances resulting from such transfers may be accounted for and/or settled in accordance with the Debtors' historical intercompany account settlement practices and any such action will not violate the terms of the Plan. A full-text copy of the Second Amended Plan dated February 12, 2025 is available at https://urlcurt.com/u?l=fUqZZY 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. UNRIVALED BRANDS: Settles Litigation Amid Chapter 11 Bankruptcy --------------------------------------------------------------- Blum Holdings, Inc., a California-based publicly traded holding company and cannabis operator, announced that it has reached a global settlement with People's California, LLC extinguishing over two and a half years of litigation brought by People's California against Blum Holdings and its wholly owned subsidiaries (and now debtors-in-possession in Chapter 11 bankruptcy proceedings), Unrivaled Brands, Inc. and Halladay Holding, LLC. Pursuant to the binding terms spoken into the record for the United States Bankruptcy Judge mediating the matter, the settlement contemplated that "People's will support the Debtor's Chapter 11 plan..." and made explicit that "there'll be a full and general release, a mutual release between the parties with 1542 waivers for the Debtors, the People's parties, officers, directors, managers, agents, past and present, and attorneys, professionals, affiliates, subsidiaries, and parent companies on both sides. The terms of the settlement went further to say that the litigation between the parties would be "dismissed as to all parties with prejudice" including: 1.) People's California, LLC v. Unrivaled Brands, Inc. (Case No.: 30-2022-01270747-CU-BC-CJC); a $23M breach of contract action. 2.) People's California, LLC v. Kovacevich, et al (Case No.: 30-2022-01272843-CU-MC-CJC); a derivative action against certain of Unrivaled's former officers and directors. 3.) People's California, LLC v. Carrillo, et al (Case No. 30-2024-01416247-CU-PP-CJC); a second derivative action against certain of Blum Holdings current officers and directors. 4.) People's California, LLC v. Carrillo, et al (Case No..: 30-2024-01419068-CU-CO-CJC); a defamation action against Blum Holdings and management, among others. 5.) Unrivaled Brands Inc. v. Bernard Steimann, et al (Case No.: 30-2024-0138427-CU-CP-CJC); a breach of contract action brought by Unrivaled against Bernard Steimann and Troup Construction. 6.) People's California, LLC's Notice of Motion and Motion For Entry of an Order Dismissing Debtor's Chapter 11 Bankruptcy Case (Case No. 2:24-bk-19127-BB); a motion to dismiss the Chapter 11 bankruptcy case. 7.) People's California, LLC v. Unrivaled Brands, Inc. (Adversary Proceeding Case No. 2:24-ap-01274-BB); the $23M breach of contract action removed from state court to federal bankruptcy court. 8.) Unrivaled Brands, Inc. et al. v. People' California, LLC (Adversary Proceeding Case No. 2:24-ap-01272-BB); a lawsuit to avoid and recover alleged preferential and/or constructively fraudulent transfers of money and liens from Unrivaled Brands and Halladay Holding to People's California, LLC. The settlement is "a final settlement that's subject to documentation and approval" by the presiding judge in the Chapter 11 proceedings of Unrivaled and Halladay. Representatives of each of the respective parties verbally ratified for the record that they "understood the terms of the agreement read on the record and that they agree that they are binding." Blum Holdings CEO, Sabas Carrillo, said, "We are very pleased with the outcome and terms of the settlement and look expectantly to the future of Blum." About Unrivaled Brands Business Description: Unrivaled owns 100% membership interests in Halladay, and Halladay is Unrivaled's wholly owned subsidiary. Halladay's primary asset is a commercial real property building. Unrivaled Brands, Inc. in Downey, CA, sought relief under Chapter 11 of the Bankruptcy Code filed its voluntary petition for Chapter 11 protection (Bankr. C.D. Cal. Lead Case No. 24-19127) on Nov. 6, 2024, listing $10 million to $50 million in assets and $1 million to $10 million in liabilities. Sabas Carrillo as chief executive officer, signed the petition. LEVENE, NEALE, BENDER, YOO & GOLUBCHIK L.L.P. serves as the Debtor's legal counsel. VIA MIZNER: U.S. Trustee Unable to Appoint Committee ---------------------------------------------------- The U.S. Trustee for Region 21, until further notice, will not appoint an official committee of unsecured creditors in the Chapter 11 case of Via Mizner Owner I, LLC, according to court dockets. About Via Mizner Owner I Via Mizner Owner I LLC is a single asset real estate debtor, as defined in 11 U.S.C. Section 101(51B). Via Mizner Owner I sought filed Chapter 11 petition (Bankr. S.D. Fla. Case No. 25-10369) on January 15, 2025, listing between $100 million and $500 million in both assets and liabilities. Judge Erik P. Kimball handles the case. The Debtor tapped Bradley S. Shraiberg, Esq., at Shraiberg Page, PA as bankruptcy counsel and Bruce Rosetto, Esq., at Greenberg Traurig, PA as special counsel. VIVAKOR INC: Amends CFO's Employment, Payment Terms --------------------------------------------------- Vivakor, Inc. disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that it entered into a Side Letter related to its Executive Employment Agreement with Tyler Nelson, Director and Chief Financial Officer, and dated June 13, 2024, and the Promissory Note issued to Mr. Nelson dated June 13, 2024, under which the Company amended and clarified Mr. Nelson's Employment Agreement and the Promissory Note to: (i) clarify that effective October 1, 2024, Mr. Nelson's Employment Agreement is with Vivakor Administration, LLC with all material obligations guaranteed by the Company, (ii) confirming the Promissory Note is still its primary obligation; (iii) confirming the payment obligations of the company are triggered but not just fund raising by the Company but also fundraising by its subsidiaries, that the maturity date under the Promissory Note is extended until June 30, 2025, and that a 5% fee will be assessed on the outstanding principal and interest due under the Promissory Note as of December 31, 2024 as a result of the Promissory Note not being paid by December 31, 2024, and (iv) to clarify that no taxable event will occur related to amounts due under the Promissory Note until those amounts are actually paid by the Company to Mr. Nelson. Under the Employment Agreement, Mr. Nelson is due bonuses at various times and/or upon certain events happening, namely: * an annual cash incentive bonus for December 31, 2024 of $225,000, * an annual equity incentive bonus of $112,500, and * a bonus for the close of the acquisition of the Endeavor Entities of $100,000, totaling $437,500, The Nelson Bonuses are due to Mr. Nelson in shares of common stock, which total 462,462 shares of common stock (prior to tax withholdings) based on the calculations in the Nelson Employment Agreement. In payment of the Nelson Bonuses, on February 12, 2025, the Company issued Mr. Nelson 105,213 shares of the Company's common stock after tax withholdings. The shares were issued as unrestricted shares under its Equity Incentive Plan registered under a Registration Statement on Form S-8. About Vivakor Inc. Coralville, Iowa-based Vivakor, Inc. is a socially responsible operator, acquirer, and developer of technologies and assets in the oil and gas industry, as well as related environmental solutions. Currently, the Company's efforts are primarily focused on operating crude oil gathering, storage and transportation facilities, as well as contaminated soil remediation services. Houston, Texas-based Marcum LLP, the Company's auditor since 2022, issued a "going concern" qualification in its report dated April 16, 2024, citing that the Company has a significant working capital deficiency, has incurred significant losses, and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. As of Sept. 30, 2024, Vivakor had $72.54 million in total assets, $55.80 million in total liabilities, and $16.74 million in total stockholders' equity. VIVAKOR INC: Andre Johnson Joins as VP, Human Resources ------------------------------------------------------- Vivakor, Inc. disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that on February 1, 2025, the Company's wholly-owned subsidiary, Vivakor Administration, LLC, and Andre Johnson entered into an Employment Agreement for Mr. Johnson to serve as the Company's Vice President, Human Resources, with his compensation effective October 1, 2024. Under the Employment Agreement, the Company agreed: (i) to pay Mr. Johnson an annual salary of $180,000 from October 1, 2024 to December 31, 2024, and increasing to $200,000 effective January 1, 2025, (ii) to annual equity compensation of $75,000 worth of its common stock, issued in equal quarterly installments and priced per share based on the volume-weighted average price for the preceding five NASDAQ trading days prior to the end of each applicable calendar quarter and issued under our 2023 Equity Incentive Plan but subject to an 18-month lock-up, and (iii) to a one-time signing bonus of $250,000 to be paid in shares of its common stock priced per share based on the volume-weighted average price for the preceding five NASDAQ trading days prior to the day of such grant with all shares comprising the signing bonus to be issued under Vivakor's 2023 Equity and Incentive Plan subject to an 18-month lock-up. About Vivakor Inc. Coralville, Iowa-based Vivakor, Inc. is a socially responsible operator, acquirer, and developer of technologies and assets in the oil and gas industry, as well as related environmental solutions. Currently, the Company's efforts are primarily focused on operating crude oil gathering, storage and transportation facilities, as well as contaminated soil remediation services. Houston, Texas-based Marcum LLP, the Company's auditor since 2022, issued a "going concern" qualification in its report dated April 16, 2024, citing that the Company has a significant working capital deficiency, has incurred significant losses, and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. As of Sept. 30, 2024, Vivakor had $72.54 million in total assets, $55.80 million in total liabilities, and $16.74 million in total stockholders' equity. VIVAKOR INC: Inks Consulting Deal With WSGS to Manage Biz --------------------------------------------------------- Vivakor, Inc. disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that in order to assist its management in managing its new, combined business operations after the acquisition of the membership interests in Endeavor Crude, LLC and three other companies, it entered into a Consulting Agreement with WSGS, LLC, which has extensive experience in assisting public companies in the energy sector. Under the terms of the Consulting Agreement, Vivakor will pay the consultant up to $1.3M per year, payable in registered shares of our common stock under our 2023 Equity Incentive Plan. The Consulting Agreement is for an initial term of one year, with the option for a second year. The principal of WSGS, LLC is also a former officer and director of Empire Diversified Energy, Inc., a Delaware corporation, that the Company entered into an Agreement and Plan of Merger with on February 26, 2024, but has not closed, and E-Starts Money Co., a Delaware corporation, which is an investor in its common stock. As previously disclosed, on October 1, 2024, Vivakor acquired all of the issued and outstanding membership interests in Endeavor Crude, LLC, a Texas limited liability company, Equipment Transport, LLC, a Pennsylvania limited liability company, Meridian Equipment Leasing, LLC, a Texas limited liability company, and Silver Fuels Processing, LLC, a Texas limited liability company, making those entities wholly-owned subsidiaries. The purchase price is $120 million, subject to post-closing adjustments, including assumed debt and an earn-out adjustment, payable in a combination of our common stock, $0.001 par value per share and shares of the Company's Series A Preferred Stock $0.001 par value per share. About Vivakor Inc. Coralville, Iowa-based Vivakor, Inc. is a socially responsible operator, acquirer, and developer of technologies and assets in the oil and gas industry, as well as related environmental solutions. Currently, the Company's efforts are primarily focused on operating crude oil gathering, storage and transportation facilities, as well as contaminated soil remediation services. Houston, Texas-based Marcum LLP, the Company's auditor since 2022, issued a "going concern" qualification in its report dated April 16, 2024, citing that the Company has a significant working capital deficiency, has incurred significant losses, and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. As of Sept. 30, 2024, Vivakor had $72.54 million in total assets, $55.80 million in total liabilities, and $16.74 million in total stockholders' equity. VIVAKOR INC: Issues 160,266 Common Shares to CEO ------------------------------------------------ Vivakor, Inc. disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that it issued James Ballengee, Chairman, Chief Executive Officer and principal shareholder, 160,266 shares of its common stock (net of tax withholdings) under the terms of the Ballengee Employment Agreement for his services rendered from October 28, 2024 to January 27, 2025. The shares were issued as unrestricted shares under the Company's Equity Incentive Plan registered under a Registration Statement on Form S-8. Based on the Ballengee Employment Agreement, the Company owes Mr. Ballengee 688,891 shares of Common Stock for his employment period beginning October 28, 2024 through October 27, 2025, to be paid in three equal quarterly installments of 172,222 shares of Common Stock, and one installment of 172,225 shares (prior to tax withholdings). About Vivakor Inc. Coralville, Iowa-based Vivakor, Inc. is a socially responsible operator, acquirer, and developer of technologies and assets in the oil and gas industry, as well as related environmental solutions. Currently, the Company's efforts are primarily focused on operating crude oil gathering, storage and transportation facilities, as well as contaminated soil remediation services. Houston, Texas-based Marcum LLP, the Company's auditor since 2022, issued a "going concern" qualification in its report dated April 16, 2024, citing that the Company has a significant working capital deficiency, has incurred significant losses, and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. As of Sept. 30, 2024, Vivakor had $72.54 million in total assets, $55.80 million in total liabilities, and $16.74 million in total stockholders' equity. VIVAKOR INC: Issues Shares to Justin Ellis, ClearThink Capital -------------------------------------------------------------- As previously disclosed, on October 1, 2024, Vivakor, Inc. acquired all of the issued and outstanding membership interests in Endeavor Crude, LLC, a Texas limited liability company, Equipment Transport, LLC, a Pennsylvania limited liability company, Meridian Equipment Leasing, LLC, a Texas limited liability company, and Silver Fuels Processing, LLC, a Texas limited liability company, making those entities wholly-owned subsidiaries. The purchase price is $120 million, subject to post-closing adjustments, including assumed debt and an earn-out adjustment, payable in a combination of our common stock, $0.001 par value per share and shares of Series A Preferred Stock $0.001 par value per share. Vivakor said, "The Preferred Stock has the payment of a cumulative six percent annual dividend per share payable quarterly in arrears in shares of Common Stock (so long as such issuances of Common Stock would not result in the Sellers beneficially owning great than 49.99% of the issued and outstanding Common Stock), and the Company having the right to convert the Preferred Stock at any time using the stated value of $1,000 per share of Preferred Stock and the conversion price of one dollar ($1) per share of Common Stock. The sellers are beneficially owned by James Ballengee, our chairman, chief executive officer and principal shareholder. As a portion of the Purchase Price, we previously issued the sellers 6,700,000 shares of our common stock. On February 11, 2025, we issued the sellers an additional 24,291 shares of our common stock and 56,880 shares of our Series A Preferred Stock (includes 16,880 shares of Series A Preferred Stock held in escrow pending completion of full purchase price accounting) with both the amount of shares of common stock and shares of Series A Preferred Stock subject to adjustment once final purchase price accounting has been completed. The stock certificates representing the shares of common stock and Series A Preferred Stock contain a standard Rule 144 restrictive legend. The issuances of the foregoing securities was exempt from registration pursuant to Section 4(a)(2) of the Securities Act promulgated thereunder as the holder is one of our executive officers and familiar with our operations." "On July 5, 2024, we issued a convertible promissory note to Ballengee Holdings, LLC ("Ballengee Holdings"), whose beneficial owner is our Chief Executive Officer, in the principal amount of $500,000, in exchange for $500,000 and in connection therewith, we agreed to issue 21,552 ($50,000) restricted shares of our common stock to Ballengee Holdings (the "BH Shares"). On February 12, 2025, we issued the BH Shares to Ballengee Holdings. The stock certificate representing the shares of common stock contains a standard Rule 144 restrictive legend. The issuances of the foregoing securities was exempt from registration pursuant to Section 4(a)(2) of the Securities Act promulgated thereunder as the holder is one of our executive officers and familiar with our operations." "On July 8, 2024, we issued a convertible promissory note to Justin Ellis in the principal amount of $350,000, in exchange for $350,000 and in connection therewith, we agreed to issue 15,982 ($35,000) restricted shares of our common stock to Ellis. On February 12, 2025, we issued the Ellis Shares to Ellis. The stock certificate representing the shares of common stock contains a standard Rule 144 restrictive legend. The issuances of the foregoing securities was exempt from registration pursuant to Section 4(a)(2) of the Securities Act promulgated thereunder as the holder is a sophisticated investor and familiar with our operations." "On February 13, 2025, we issued ClearThink Capital 139,535 shares for payment of $180,000 in outstanding invoices. The issuances of the foregoing securities was exempt from registration pursuant to Section 4(a)(2) of the Securities Act promulgated thereunder as the holder is a sophisticated investor and familiar with our operations." About Vivakor Inc. Coralville, Iowa-based Vivakor, Inc. is a socially responsible operator, acquirer, and developer of technologies and assets in the oil and gas industry, as well as related environmental solutions. Currently, the Company's efforts are primarily focused on operating crude oil gathering, storage and transportation facilities, as well as contaminated soil remediation services. Houston, Texas-based Marcum LLP, the Company's auditor since 2022, issued a "going concern" qualification in its report dated April 16, 2024, citing that the Company has a significant working capital deficiency, has incurred significant losses, and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. As of Sept. 30, 2024, Vivakor had $72.54 million in total assets, $55.80 million in total liabilities, and $16.74 million in total stockholders' equity. VOSSEKUIL PROPERTIES: Seeks to Use Cash Collateral Until Dec. 31 ----------------------------------------------------------------- Vossekuil Properties, LLC asked the U.S. Bankruptcy Court for the Eastern District of Wisconsin for authority to use cash collateral until Dec. 31. Prior to the petition date the Debtor entered into an agreement with World Business Lenders. As adequate protection, the Debtor proposes to make adequate protection payments to WBL in the amount of $10,000 monthly. This payment will first be due 30 days after the order granting the motion. The Debtor believes that it should be granted use of the cash collateral because its secured lender's interest in the cash collateral will be adequately protected. A copy of the motion is available at https://urlcurt.com/u?l=EtiBSj from PacerMonitor.com. About Vossekuil Properties LLC Vossekuil Properties LLC is a limited liability company. Vossekuil Properties LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Wis. Case No. 25-20671) on February 10, 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 Michelle A Angell, Esq., at MILLER & MILLER LAW, LLC. WATER GREMLIN: Plan Exclusivity Period Extended to April 25 ----------------------------------------------------------- Judge Laurie Selber Silverstein of the U.S. Bankruptcy Court for the District of Delaware extended Water Gremlin Company and affiliates' exclusive periods to file a plan of reorganization and obtain acceptance thereof to April 25 and June 27, 2025, respectively. As shared by Troubled Company Reporter, factors to the facts and circumstances of these chapter 11 cases demonstrate that good cause exists to extend the Debtors' Exclusive Periods include: * First, the complexity of the Debtors' Chapter 11 Cases warrant an extension of the Exclusivity Periods. The multitude of tort claims, the various Sales of the Debtors' assets to multiple buyers, the involvement of governmental regulators in the sale order process, and the myriad of reporting obligations with respect to local, state, and federal regulatory agencies that the Debtors complied with through the Sales lends to the complexity of these Chapter 11 Cases. * Second, during the course of these Chapter 11 Cases, the Debtors continue to make substantial progress in engaging with their stakeholders and administering these Chapter 11 Cases. The Debtors have obtained and paid off post-petition financing; engaged in a robust sale and marketing process and closed on three Sales of the assets of the various Debtor entities to maximize the value of their estates; set their various Bar Dates; rejected various executory contracts and leases while assigning others to the new owners of the Debtors' sold assets; participated in a mediation session with the Parties; and have substantially completed their claims reconciliation analysis. * Third, negotiations between the Parties after the mediation session have resulted in a term sheet memorializing a global settlement with the Committee and other stakeholders of the treatment of various claims asserted against the Debtors. The Debtors are currently in the process of preparing a chapter 11 plan and disclosure statement based on such term sheet. Thus, the Debtors' substantial progress administering these Chapter 11 Cases weighs in favor of an extension of the Exclusivity Periods. Counsel for the Debtors: DORSEY & WHITNEY (DELAWARE) LLP Eric Lopez Schnabel, Esq. Alessandra Glorioso, Esq. 300 Delaware Avenue, Suite 1010 Wilmington, Delaware 19801 Telephone: (302) 425-7171 Email: schnabel.eric@dorsey.com glorioso.alessandra@dorsey.com -and- Eric Lopez Schnabel, Esq. Michael Galen, Esq. Courina Yulisa, Esq. Laura Goforth, Esq. Dorsey & Whitney LLP 51 West 52nd Street New York, NY 10019 Tel: (212) 415-9200 Fax: (212) 953-7201 Email: schnabel.eric@dorsey.com About Water Gremlin Company Water Gremlin Company is the world's technological and market leader in battery terminals. It was founded in 1949 as a manufacturer of recreational fishing products. In 1970, the Debtor expanded to battery terminal production. Water Gremlin uses custom engineering, design, and automation to deliver consistent quality solutions for industries like automotive, agriculture, commercial trucking, marine, telecommunications, recreation, and military and government operations. Water Gremlin and its affiliates filed Chapter 11 petitions (Bankr. D. Del. Lead Case No. 23-11775) on Oct. 27, 2023. At the time of the filing, Water Gremlin reported $10 million to $50 million in both assets and liabilities. Judge Laurie Selber Silverstein oversees the cases. The Debtors tapped Alessandra Glorioso, Esq., at Dorsey & Whitney (Delaware) LLP as bankruptcy counsel; Intrepid Investment Bankers, LLC as investment banker; Riveron RTS, LLC as financial advisor. Kekst CNC and Padilla provide public relations services to the Debtors. The U.S. Trustee for Region 3 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. The committee is represented by Norman Pernick, Esq. WELLPATH HOLDINGS: Pauses Proposed Executives' Incentive Bonuses ---------------------------------------------------------------- Randi Love of Bloomberg Law reports that Wellpath Holdings Inc. secured court approval for its key employee retention program, valued at up to $3 million, but its proposed executive incentive bonuses are on hold for now. The prison healthcare company withdrew its $4.6 million incentive plan for 12 executives on Monday after lenders agreed to reconsider the bonuses following judicial approval of Wellpath's reorganization plan. The lenders are providing up to $55 million in equity financing to support the company’s recovery efforts. Although the executive bonuses are delayed, the court approved a retention program for 31 mid-level employees. About Wellpath Holdings, Inc. Wellpath Holdings, Inc. f/k/a CCS-CMGC Holdings, Inc., is a provider of medical and mental healthcare in jails, prisons, and inpatient and residential treatment facilities. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 24-90533) on November 11, 2024, with $1 billion to $10 billion in assets and liabilities. Timothy Dragelin, chief restructuring officer and chief financial officer, signed the petitions. The Debtor tapped Marcus A. Helt, Esq. at McDERMOTT WILL & EMERY LLP as bankruptcy counsel; FTI CONSULTING, INC. as financial advisor; and LAZARD FRERES & CO. LLC and MTS PARTNERS, LP as investment bankers. WINDTREE THERAPEUTICS: Armistice, Steven Boyd Hold 2.55% Stake -------------------------------------------------------------- Armistice Capital, LLC and Steven Boyd disclosed in a Schedule 13G/A Report filed with the U.S. Securities and Exchange Commission that as of December 31, 2024, they beneficially owned an aggregate amount of 288,552 shares of Windtree Therapeutics, Inc.'s Common Stock, representing 2.55% of the shares outstanding. Armistice Capital, LLC may be reached at: Steven Boyd c/o Armistice Capital, LLC 510 Madison Avenue, 7th Floor New York, New York 10022 United States of America Tel: (212) 231-4932 A full-text copy of Armistice Capital's SEC Report is available at: https://tinyurl.com/2p9z6nez About Windtree Therapeutics Headquartered in Warrington, Pennsylvania, Windtree Therapeutics, Inc. -- windtreetx.com -- is a biotechnology company focused on advancing early and late-stage innovative therapies for critical conditions and diseases. The Company's portfolio of product candidates includes: (a) istaroxime, a Phase 2 candidate that inhibits the sodium-potassium ATPase and also activates sarco endoplasmic reticulum Ca2+ -ATPase 2a, or SERCA2a, for acute heart failure and associated cardiogenic shock; preclinical SERCA2a activators for heart failure; rostafuroxin for the treatment of hypertension in patients with a specific genetic profile; and a preclinical atypical protein kinase C iota, or aPKCi, inhibitor (topical and oral formulations), being developed for potential application in rare and broad oncology indications. The Company also has a licensing business model with partnership out-licenses currently in place. Philadelphia, Pennsylvania-based EisnerAmper LLP, the company's auditor since 2022, issued a "going concern" qualification in its report dated April 16, 2024, citing that the company has suffered recurring losses from operations and expects to incur losses for the foreseeable future, which raises substantial doubt about its ability to continue as a going concern. The Company's net loss was $20.3 million and $39.2 million, respectively, for the years ended Dec. 31, 2023 and 2022. As of Sept. 30, 2024, the Company had an accumulated deficit of $848.8 million. "Our future success is dependent on our ability to fund and develop our product candidates, and ultimately upon our ability to attain profitable operations. We have devoted substantially all of our financial resources and efforts to research and development expense and general and administrative expense to support such research and development. Net losses and negative cash flows have had, and will continue to have, an adverse effect on our stockholders' equity and working capital, and accordingly, our ability to execute our future operating plans," Windtree stated in its Quarterly Report for the period ended Sept. 30, 2024. WOOF HOLDINGS: $750MM Bank Debt Trades at 39% Discount ------------------------------------------------------ Participations in a syndicated loan under which Woof Holdings Inc is a borrower were trading in the secondary market around 60.9 cents-on-the-dollar during the week ended Friday, February 21, 2025, according to Bloomberg's Evaluated Pricing service data. The $750 million Term loan facility is scheduled to mature on December 21, 2027. The amount is fully drawn and outstanding. Headquartered in Tewksbury, Massachusetts, Woof Holdings, Inc., through its acquisition of The Wellness Pet Food Holdings Company, Inc., is a manufacturer of premium pet food and treats, mainly in North America. WYNNE TRANSPORTATION: Committee Hires Brown Rudnick as Counsel -------------------------------------------------------------- The official committee of unsecured creditors appointed in the Chapter 11 cases of Wynne Transportation Holdings, LLC and its affiliates seeks approval from the U.S. Bankruptcy Court for the District of Delaware to employ Brown Rudnick LLP as counsel. The firm will provide these services: (a) assist, advise, and represent the committee in its meetings, consultations and negotiations with the Debtors and other parties in interest regarding the administration of these cases; (b) assist, advise, and represent the committee in understanding its powers and duties under the Bankruptcy Code and the Bankruptcy Rules and in performing other services as are in the interests of those represented by the committee; (c) assist the committee's review of the Debtors' Schedules of Assets and Liabilities, Statement of Financial Affairs and other financial reports prepared by or on behalf of the Debtors; (d) assist committee's investigation of the acts, conduct, assets, liabilities, and financial condition of the Debtors and their affiliates; (e) assist and advise the committee regarding the identification and prosecution of estate claims and causes of action; (f) assist and advise the committee in its review and analysis of, and negotiations with the Debtors and any counterparties related to, any potential sale or restructuring transactions; (g) review and analyze all applications, motions, complaints, orders, and other pleadings filed with the court by the Debtors or third parties, and advise the committee as to their propriety and, after consultation with the committee, take any appropriate action; (h) prepare necessary legal papers on behalf of the committee, and pursue or participate in contested matters and adversary proceedings as may be necessary or appropriate in furtherance of the committee's duties, interest, and objectives; (i) represent committee at hearings held before the court and communicate with the committee regarding the issues raised, and the decisions of the court; (j) assist, advise and represent committee in connection with the review of filed proofs of claim and reconciliation of or objections to such proofs of claim and any claims estimation proceedings; (k) assist, advise and represent committee in its participation in the negotiation, formulation, and drafting of a plan of reorganization/liquidation; (l) assist, advise and represent the committee with respect to its communications with the general creditor body regarding significant matters in these cases; (m) respond to inquiries from individual creditors as to the status of, and developments in, these cases; and (n) provide such other services to the committee as may be necessary in these cases or any related proceedings. The firm's counsel and staff will be paid at these hourly rates: Partners $950 - $2,450 Counsel $445 - $1,290 Associates $685 - $1,015 Paralegals $400 - $550 In addition, the firm will seek reimbursement for expenses incurred. Bennett Silverberg, Esq., a partner at Brown Rudnick, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Bennett S. Silverberg, Esq. Brown Rudnick LLP One Financial Center Boston, MA 02111 Telephone: (617) 856-8586 About Wynne Transportation Holdings Wynne Transportation Holdings LLC operating as U.S. Crew Change from its Dallas headquarters, provides specialized transportation services for industrial and emergency sectors, focusing on LNG, petrochemical, mining, oil and gas, and construction industries. Wynne Transportation Holdings LLC and its affiliates sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 25-10027) on January 10, 2025. In its petition, Wynne Transportation Holdings reports estimated assets and liabilities between $10 million and $50 million each. The Debtors tapped Matthew B. McGuire, Esq., at Landis Rath & Cobb LLP as counsel. On January 27, 2025, the Office of the United States Trustee for the District of Delaware appointed an official committee of unsecured creditors in these Chapter 11 cases. The committee tapped M3 Advisory Partners, LP as financial advisor; Brown Rudnick LLP as counsel; and Potter Anderson & Corroon LLP as Delaware counsel. WYNNE TRANSPORTATION: Committee Hires Potter Anderson as Counsel ---------------------------------------------------------------- The official committee of unsecured creditors appointed in the Chapter 11 cases of Wynne Transportation Holdings, LLC and its affiliates seeks approval from the U.S. Bankruptcy Court for the District of Delaware to employ Potter Anderson & Corroon LLP as Delaware counsel. Potter Anderson & Corroon will provide these services: (a) provide legal advice regarding local rules, practices, and procedures and provide substantive and strategic advice on how to accomplish committee goals, bearing in mind that the Delaware Bankruptcy Court relies on Delaware counsel such as Potter Anderson to be involved in all aspects of each bankruptcy proceeding; (b) draft, review, and comment on drafts of documents to ensure compliance with the Local Rules, local practices, and local procedures; (c) draft, file, and service of documents, as requested by Brown Rudnick and/or the committee; (d) prepare certificates of no objection, certifications of counsel, and notices of fee applications; (e) print documents and pleadings for hearings, and preparing binders of documents and pleadings for hearings; (f) appear in court and at any meetings of creditors on behalf of the committee in its capacity as Delaware counsel with Brown Rudnick; (g) monitor the dockets in these Chapter 11 cases for filings and coordinate with Brown Rudnick on pending matters that may need responses; (h) participate in calls with the committee; (i) provide additional administrative support to Brown Rudnick, as requested; and (j) take on any additional tasks or projects the committee may assign. The firm will be paid at these hourly rates: Partners $850 - $1,075 Associates $475 - $540 Paraprofessionals $390 Christopher Samis, Esq., an attorney at Potter Anderson & Corroon, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Christopher Samis, Esq. Potter Anderson & Corroon LLP 1313 N. Market St., Ste. 6 Wilmington, DE 19801 Telephone: (302) 984-6000 About Wynne Transportation Holdings Wynne Transportation Holdings LLC operating as U.S. Crew Change from its Dallas headquarters, provides specialized transportation services for industrial and emergency sectors, focusing on LNG, petrochemical, mining, oil and gas, and construction industries. Wynne Transportation Holdings LLC and its affiliates sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 25-10027) on January 10, 2025. In its petition, Wynne Transportation Holdings reports estimated assets and liabilities between $10 million and $50 million each. The Debtors tapped Matthew B. McGuire, Esq., at Landis Rath & Cobb LLP as counsel. On January 27, 2025, the Office of the United States Trustee for the District of Delaware appointed an official committee of unsecured creditors in these Chapter 11 cases. The committee tapped M3 Advisory Partners, LP as financial advisor; Brown Rudnick LLP as counsel; and Potter Anderson & Corroon LLP as Delaware counsel. WYNNE TRANSPORTATION: Panel Hires M3 Advisory as Financial Advisor ------------------------------------------------------------------ The official committee of unsecured creditors appointed in the Chapter 11 cases of Wynne Transportation Holdings, LLC and its affiliates seeks approval from the U.S. Bankruptcy Court for the District of Delaware to employ M3 Advisory Partners, LP as financial advisor. The firm will render these services: (a) assist in the analysis, review, and monitoring of the restructuring process; (b) develop information regarding the Debtors' businesses and their potential values under different scenarios; (c) determine whether there are viable alternative paths for the disposition of the Debtors' assets from those currently or in the future proposed; (d) monitor and, to the extent appropriate, assist the Debtors in efforts to develop and solicit transactions that would support unsecured creditor recovery; (e) assist the committee in identifying, valuing, and pursuing estate causes of action; (f) assist the committee to analyze, classify and address claims against the Debtors and to participate effectively in any effort in these Chapter 11 cases to estimate contingent, unliquidated, and disputed claims; (g) advise the committee in negotiations with the Debtors, certain of its lenders, and third parties; (h) assist the committee in reviewing the Debtors' financial reports; (i) assist the committee in reviewing the Debtors' cost/benefit analysis with respect to the assumption or rejection of various executory contracts and leases; (j) review and provide analysis of the present and any subsequently proposed or potential financing or use of cash collateral; (k) assist the committee in evaluating and analyzing avoidance actions, including fraudulent conveyances and preferential transfers; (l) assist the committee in investigating whether any unencumbered assets at the Debtors exist; (m) present at meetings of the committee, as well as meetings with other key stakeholders and parties; (n) perform such other advisory services for the committee as may be necessary or proper in these proceedings, subject to the aforementioned scope; and (o) provide testimony on behalf of the committee as and when may be deemed appropriate. The firm's professionals will be paid at these hourly rates: Managing Partner $1,500 Senior Managing Director $1,390 Managing Director $1,150 - $1,290 Senior Director $1,120 Director $940 - $1,060 Vice President $840 Senior Associate $725 Associate $615 Analyst $500 In addition, the firm will seek reimbursement for expenses incurred. Robert Winning, a managing director, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Robert Winning M3 Advisory Partners LP 1700 Broadway 19th Floor New York, NY 10019 Telephone: (212) 202-2200 Email: info@m3-partners.com About Wynne Transportation Holdings Wynne Transportation Holdings LLC operating as U.S. Crew Change from its Dallas headquarters, provides specialized transportation services for industrial and emergency sectors, focusing on LNG, petrochemical, mining, oil and gas, and construction industries. Wynne Transportation Holdings LLC and its affiliates sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 25-10027) on January 10, 2025. In its petition, Wynne Transportation Holdings reports estimated assets and liabilities between $10 million and $50 million each. The Debtors tapped Matthew B. McGuire, Esq., at Landis Rath & Cobb LLP as counsel. On January 27, 2025, the Office of the United States Trustee for the District of Delaware appointed an official committee of unsecured creditors in these Chapter 11 cases. The committee tapped M3 Advisory Partners, LP as financial advisor; Brown Rudnick LLP as counsel; and Potter Anderson & Corroon LLP as Delaware counsel. ZARA LLC: 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 Zara, LLC. About Zara LLC Zara LLC is the fee simple owner of seven properties located in Maryland, West Virginia, and Virginia having a total current value of $2.40 million (based on sales comparison and zillow.com estimate). Zara sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D.W. Va. Case No. 24-00637) on December 10, 2024, listing total assets of $2,463,213 and total liabilities of $1,620,000. Ruby Mir, owner and sole member of Zara, signed the petition. Judge David L. Bissett oversees the case. The Debtor is represented by Bobbie Vardan, Esq., at Morris Palerm, LLC. ZIPS CAR WASH: U.S. Trustee Appoints Creditors' Committee --------------------------------------------------------- The U.S. Trustee for Region 6 appointed an official committee to represent unsecured creditors in the Chapter 11 cases of Zips Car Wash, LLC and its affiliates. The committee members are: 1. Demitri Lehanas Vice President, Head of Bankruptcy, Sr. Litigation Counsel Realty Income Corporation 11995 El Camino Real San Diego, CA 92130 dlahanas@realtyincome.com 2. John D. Callan Jr. Senior Vice President and General Counsel Broadstone ZCW Portfolio, LLC 207 High Point Drive, Suite 300 Victor, NY 14564 john.callan@broadstone.com 3. Thad S. Florence General Counsel Sonny’s Enterprises, LLC 5870 Hiatus Road Tamarac, FL 33321 thad.florence@sonnysdirect.com 4. Timothy Redfern Chief Financial Officer Tango Analytics, LLC 9797 Rombauer Rd #450 Coppell, TX 75019 tim.redfern@tangoanalytics.com Official creditors' committees serve as fiduciaries to the general population of creditors they represent. They may investigate the debtor's business and financial affairs. Committees have the right to employ legal counsel, accountants and financial advisors at a debtor's expense. About Zips Car Wash LLC Zips Car Wash LLC and affiliates are among the largest privately owned express car wash operators in the U.S., offering advanced car wash services using cutting-edge chemistry like Ultra HD Glaze and Graphene-Ceramic Fusion X to deliver superior results, including glossy tires, streak-free windows, and a well-protected paint job. Founded in 2004 with just two locations in rural Arkansas, the Debtors have expanded significantly through strategic acquisitions, now operating over 260 locations across 23 states. Headquartered in Plano, Texas, the Debtors run their businesses under the Zips, Jet Brite, and Rocket Express brands and serve their customers through two core revenue channels: a traditional pay-per-wash format and Zips Unlimited, their flagship monthly subscription program with over 600,000 members. Zips Car Wash LLC and affiliates sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Texas Lead Case No. 25-80069) on February 5, 2025. In its petition, the Debtor reports estimated assets between $500 million and $1 billion and estimated liabilities between $1 billion and $10 billion. Honorable Bankruptcy Judge Michelle V. Larson handles the case. The Debtors' local bankruptcy counsel is Jason S. Brookner, Esq., Aaron M. Kaufman, Esq., and Amber M. Carson, Esq., at Gray Reed, Dallas, Texas. The Debtors' general bankruptcy counsel is Joshua A. Sussberg, Esq., and Ross J. Fiedler, Esq., at Kirkland & Ellis LLP, in New York, and Lindsey Blumenthal, Esq., at Kirkland & Ellis LLP, Chicago, Illinois. The Debtors' investment banker is Evercore Group LLC. The Debtors' financial advisor is Alixpartners LLP. The Debtors' Noticing & Claims Agent is Kroll Restructuring Administration LLC. The Debtors' Real Estate Consultant & Advisor is Hilco Real Estate LLC. The Debtors' tax advisor is PWC US TAX LLP. ZIPS CAR WASH: US Trustee Names 4 Members to Creditors' Committee ----------------------------------------------------------------- Clara Geoghegan of Law360 Bankruptcy Authority reports that the U.S. Department of Justice's bankruptcy watchdog appointed landlords and trade vendors to represent unsecured creditors who are unlikely to receive any recoveries in Zips Car Wash's Texas Chapter 11 case. About Zips Car Wash, LLC Zips Car Wash LLC and affiliates are among the largest privately owned express car wash operators in the U.S., offering advanced car wash services using cutting-edge chemistry like Ultra HD Glaze and Graphene-Ceramic Fusion X to deliver superior results, including glossy tires, streak-free windows, and a well-protected paint job. Founded in 2004 with just two locations in rural Arkansas, the Debtors have expanded significantly through strategic acquisitions, now operating over 260 locations across 23 states. Headquartered in Plano, Texas, the Debtors run their businesses under the Zips, Jet Brite, and Rocket Express brands and serve their customers through two core revenue channels: a traditional pay-per-wash format and Zips Unlimited, their flagship monthly subscription program with over 600,000 members. Zips Car Wash LLC and affiliates sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Tex. Lead Case No. 25-80069) on February 5, 2025. In its petition, the Debtor reports estimated assets between $500 million and $1 billion and estimated liabilities between $1 billion and $10 billion. Honorable Bankruptcy Judge Michelle V. Larson handles the case. The Debtors' local bankruptcy counsel is Jason S. Brookner, Esq., Aaron M. Kaufman, Esq., and Amber M. Carson, Esq., at Gray Reed, Dallas, Texas. The Debtors' general bankruptcy counsel is Joshua A. Sussberg, Esq., and Ross J. Fiedler, Esq., at Kirkland & Ellis LLP, in New York, and Lindsey Blumenthal, Esq., at Kirkland & Ellis LLP, Chicago, Illinois. The Debtors' investment banker is Evercore Group LLC. The Debtors' financial advisor is Alixpartners LLP. The Debtors' Noticing & Claims Agent is Kroll Restructuring Administration LLC. The Debtors' Real Estate Consultant & Advisor is Hilco Real Estate LLC. The Debtors' tax advisor is PWC US TAX LLP. ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. 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