/raid1/www/Hosts/bankrupt/TCR_Public/250307.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Friday, March 7, 2025, Vol. 29, No. 65
Headlines
105 BAT: Hires Keller Williams Realty as Real Estate Broker
11 UM FOOD: Gerard Luckman Named Subchapter V Trustee
162 UTICA AVE: Voluntary Chapter 11 Case Summary
23ANDME HOLDING: Zentree Holds 10% of Class A Shares as of Feb. 21
3220 S FISKE: Hires Robert Zipperer Attorney at Law as Counsel
3265 E. VALLEY: Taps PV Homes & Villas as Property Manager
4069 - 4089 MINNESOTA AVE: Seeks Chapter 11 Bankruptcy in D.C.
738 RT196: Seeks to Hire Philip W. Stock as Bankruptcy Counsel
AB INTERNATIONAL: Sells 2-Bil. Shares to Anyone Pictures for $300K
ACADIA HEALTHCARE: S&P Rates New $500MM Sr. Unsecured Notes 'B+'
ADVANCE THERAPY: Seeks to Tap Meggan Ciaccia CPA as Accountant
AGTJ13 LLC: Court OKs Use of Cash Collateral
ALCHEMY 365: Hires Apex Business Partners LLC as Accountant
ALI'S INVESTMENT: Hires Gudeman & Associates P.C. as Counsel
ALPHAONE EXTERIORS: Unsecureds Will Get 11.5% of Claims in Plan
ALTICE USA: Consumer Services President Reports Stake
AMERICAN RESOURCES: Fails to Meet Nasdaq's Bid Price Rule
AMERICAN TIRE: Updates Restructuring Plan Disclosures
AMERIGLASS CONTRACTOR: Seeks Chapter 11 Bankruptcy in Florida
ANGIE'S TRANSPORTATION: Gets OK to Use Volvo's Cash Collateral
ARCUTIS BIOTHERAPEUTICS: Registers 5.9M Shares Under Employee Plans
ARTEAGA DENTAL: Updates SBA Secured Claim Pay; Files Amended Plan
ATLANTA PEDIATRIC: Proposes Immaterial Modifications to Plan
AUTO MONEY NORTH: TitleMax Can't Intervene in Walters, et al. Case
AXON ENTERPRISE: S&P Assigns 'BB+' ICR on Debt Raise
AY PHASE II: Secured Party to Sell Class A Interests on March 24
B. RILEY FINANCIAL: Regains Nasdaq Compliance After Q3 10-Q Filing
BEACH BUGGY: Hires Jennings Realty Inc. as Real Estate Broker
BIORA THERAPEUTICS: Committee Taps Pachulski Stang as Counsel
BLACKBRUSH INVESTMENTS: Seeks Chapter 11 Bankruptcy in Texas
BLUE APPLE: Joseph Schwartz Named Subchapter V Trustee
BLUM HOLDINGS: Settles Litigation With People's California
BMA LLC: Amends Unsecureds & Secured Claims Pay Details
BOVAN ENTERPRISES: Gets Final OK to Use $60K in Cash Collateral
BRC CAPITAL: Hires Konstantine Sparagis PC as Legal Counsel
BREAD FINANCIAL: S&P Rates $400MM Subordinated Unsecured Notes 'B'
BROWN GENERAL: Seeks to Hire Ford Brothers Inc as Auctioneer
CAPSTONE CONSULTING: Hires Cohne Kinghorn PC as Bankruptcy Counsel
CARIBE ENTERTAINMENTS: Unsecureds Will Get 15% over 60 Months
CD&R VIALTO: S&P Raises ICR to 'CCC+' Following Debt Restructuring
CELULARITY INC: Signs Manufacturing Deal With BlueSphere Bio
CEMTREX INC: Fails to Meet Nasdaq's Stockholder Equity Rule
CIMG INC: Receives Nasdaq Notice on Periodic Report Deficiencies
CITY BREWING: Considers Lender Takeover in Restructuring
CLI TRANSPORTATION: Michael Carmel Named Subchapter V Trustee
COMPREHENSIVE INTERVENTIONAL: Taps Sacks Tierney P.A. as Attorney
COMPREHENSIVE INTERVENTIONAL: U.S. Trustee Unable to Form Committee
CONNEXA SPORTS: Unit Inks Content Creation Deal With TikTok
CORIZON LLC: Ruling in Chapman v. Dunn, et al. Suit Reversed
CRC RESTAURANT: Unsecured Creditors to Split $16,500 over 3 Years
CREATIVE REALITIES: Enters Fourth Amendment to Reflect Merger Deal
CREDITO REAL: US Development Agency Objects to Chapter 15
CYTOSORBENTS CORP: Raises $1.6M From Series A Warrant Exercises
DAKOTA TERRITORY: Ex-Owners' Suit v. Yavapai County, SOCAA Tossed
DATAVAULT AI: Registers 6.78 Million Shares Under 2018 Plan
DECORATIVE PLUMBING: Taps Kornfield Nyberg Bendes as Legal Counsel
DIAMON COMIC: Court Approves March 24 Auction for All Assets
DIGITAL ALLY: Altium Entities Hold 9.99% Stake
DIOCESE OF ROCHESTER: Can't File Lift Stay Motion Under Seal
DITECH: Ex-Tenant Has No Surviving Interest in Georgia Property
EAGLE HIGHLAND: Seeks to Hire Kroger Gardis & Regas as Counsel
EAGLE HIGHLAND: Taps Rader & Rader as Certified Public Accountant
ENGLOBAL CORP: Case Summary & 30 Largest Unsecured Creditors
EPIC COMPANIES: Craig Geron Steps Down as Committee Member
EPIC! CREATIONS: March 26 Claims Bar Date Set
EQUIPSOURCE LLC: Voluntary Chapter 11 Case Summary
EVOKE PHARMA: Greg Pyszcymuka Joins Board as Class I Director
EXACTECH INC: Seeks to Extend Plan Exclusivity to May 30
EYENOVIA INC: Defers Payments to Avenue Capital Until September
EYENOVIA INC: Regains Nasdaq Compliance After Reverse Stock Split
FAM BAM: Hires Levene Neale Bender Yoo as Legal Counsel
FIG & FENNEL: Updates Newtek Secured Claims Pay; Amends Plan
FIRSTBASE.IO INC: Court Extends Cash Collateral Access to June 30
FISKER INC: Toccata Automotive Case Can't Proceed to Mediation
FORESTAR GROUP: S&P Rates New $500MM Senior Unsecured Notes 'BB-'
FOUNDEVER GROUP: S&P Downgrades ICR to 'B', Outlook Negative
FRANCHISE GROUP: Court Approves Disclosure Statement
FRANCHISE GROUP: Plan Confirmation Hearing Set for May 12
FREE SPEECH: Alex Jones Avoids Immediate Sandy Hook Payment Bid
FTX TRADING: Mediation Not Appropriate in Meghji, et al. Lawsuit
G-FORCE POWERSPORTS: Unsecureds to Get 2 Cents on Dollar in Plan
GLOBAL COMMUNITY CHARTER SCHOOL: S&P Lowers Bond Rating to 'B+'
GSTK PROPERTIES: Hires Levene Neale Bender as Legal Counsel
GWG HOLDINGS: Goldberg v. Foley Case Abated Pending Arbitration
H & H RENTAL: Court Extends Cash Collateral Access to March 24
HAL LUFTIG: Court Confirms Third Amended Plan of Reorganization
HANDS ON PREMIUM: Seeks to Hire Daniel L. Freeland as Attorney
HARADA FAMILY: Taps Patten Peterman Bekkedahl as Attorney
HEALTHY SPOT: Gets Final OK to Use Cash Collateral
HERITAGE HOME: Gets OK to Use Cash Collateral
HIREX INC: Seeks to Hire Pick & Zabicki LLP as Bankruptcy Counsel
HLMC TITLE: Seeks to Sell Homewood Property to Chi Town Realty
HOLOGENIX LLC: Court Pares Claims in Multiple Energy v. Casden Suit
HOODSTOCK RANCH: Voluntary Chapter 11 Case Summary
HYPERION MATERIALS: S&P Downgrades ICR to 'B-', Outlook Stable
IDEAL HEALTH: Court Extends Cash Collateral Access to March 24
INGENOVIS HEALTH: S&P Downgrades ICR to 'CCC+' on Underperformance
INTEGRATED CARE: J.M. Cook Named Subchapter V Trustee
INVATECH PHARMA: Seeks to Hire Genova Burns as Legal Counsel
IVANKOVICH FAMILY: Court Abstains from Adjudicating Certain Claims
IVANTI SOFTWARE: S&P Downgrades ICR to 'CCC+', Outlook Negative
JOE'S SPORTS: Seeks Chapter 11 Bankruptcy in North Carolina
JOHNS-MANVILLE CORP: Sanctions Imposed v. Para in Marsh Dispute
JUAN M MARTINEZ: Case Summary & 10 Unsecured Creditors
JW REALTY: Claims Will be Paid from Property Sale/Refinance
KENNETH J. TAGGART: Dismissal of PHH Adversary Case Affirmed
KKC RESTAURANTS: Court Extends Cash Collateral Access to June 7
KRT INC: U.S. Trustee Appoints Creditors' Committee
LA LOBA: Seeks to Hire Epport Richman Robbins as Special Counsel
LAURA T. REIS: Not Eligible to Proceed Under Subchapter V
LEE FRANCHISE: Rebecca Redwine Named Subchapter V Trustee
LFTD PARTNERS: Signs LOIs for Multiple Mergers, Acquisitions
LILYDALE PROGRESSIVE: Hires Aland D. Lasko as Accountant
LITTLE MINT: Committee Taps Dundon Advisers as Financial Advisor
LIVEONE INC: Promotes Ryan Carhart to Chief Financial Officer
LJB LLC: Trustee Taps Harris Beach Murtha Cullina as Counsel
LUTHERAN HOME: Hires Raymond James as Investment Banker
MAGIC CAR RENTAL: U.S. Trustee Unable to Appoint Committee
MANNING LAND: Hires Force 10 Partners LLC as Investment Banker
MASS POWER: Voluntary Chapter 11 Case Summary
MICHAEL JOSEPH ROBERTS: BAP Affirms Approval of Settlement Deal
MIDWEST CHRISTIAN: To Dispose Investments in Limited Partnerships
MJD ENGINEERING: Hires Michael Jay Berger as Bankruptcy Counsel
MLJ COMPANIES: Claims to be Paid From Future Income
MMK FAMILY: Hires BCM Advisory Group as Financial Advisor
MMK SUBS: Hires BCM Advisory Group as Financial Advisor
MODERN EYE: Taps Lefkovitz & Lefkovitz PLLC as Legal Counsel
NANOVIBRONIX INC: Stockholders OKs Reverse Split, Share Issuance
NORTHLAND MANAGEMENT: Hires Larry A. Vick as Bankruptcy Counsel
NOSTRUM LABORATORIES: McKesson Owes $348,617 for Delivered Products
NOVA LIFESTYLE: Repays $217K Debt to Huge Energy With 434K Shares
ONDAS HOLDINGS: Forms Strategic Drone Partnership With Volatus
ORTLEY BEACH: Hires Century 21 Solid Gold Realty LLC as Realtor
OTB HOLDING: Case Summary & 30 Largest Unsecured Creditors
P MAIO CONSTRUCTION: Unsecureds Will Get 65% of Claims over 3 Years
PDVSA: March 7 Deadline to Submit Stalking Horse Bid Set
PEARL RESOURCES: Obtains Favorable Ruling in GLO Lease Dispute
PINSEEKERS DEFOREST: Hires Swanson Sweet as Bankruptcy Counsel
PLANO SMILE: Case Summary & 11 Unsecured Creditors
PREMIER HOSPITALITY: Seeks to Hire BGCON Group LLC as Accountant
PREPAID WIRELESS: Hires Sellman Hoff LLC as Special Counsel
PROSOURCE MACHINERY: Seeks Chapter 11 Bankruptcy in Colorado
PUFFCUFF LLC: Leon Jones Named Subchapter V Trustee
QUADRA FS: Seeks Chapter 11 Bankruptcy in New Jersey
QUEST SOFTWARE: Considers Options for Increasing Funds
QURATE RETAIL: Changes Official Name to QVC Group Inc.
QVC GROUP: Sets Virtual Annual Meeting for May 12
RED LOBSTER: Mesa Valley Wins Default Judgment in Lease Dispute
REGIONAL HOUSING: Hires SVN | Toomey Property as Broker Agent
REMC LLC: Seeks Chapter 11 Bankruptcy in District of Columbia
RENZO AND SUSANA CAMPANELLA: Lose Bid to Reconsider Stay Ruling
RESHAPE LIFESCIENCES: FirstFire Global Holds 6.1% Equity Stake
RESHAPE LIFESCIENCES: Leonite Fund I, Avi Geller Hold 6.1% Stake
RESIDENTIAL ADVERSITIES: Updates Unsecured Claims Pay Details
ROBERT PAUL: Linda Gore Named Subchapter V Trustee
ROCHESTER DIOCESE: Chapter 11 Plan Moves to Creditor Vote
SABER AUTOMOTIVE: Seeks to Hire Penny M. Fox CPA as Accountant
SAFE & GREEN: Issues $360K Note to Firstfire Global
SBB SHIPPING: Hires Daniel M. Tuzzio CPA LLC as Accountant
SBB SHIPPING: Seeks to Hire Anthony Bianco as Special Counsel
SC HEALTHCARE: Petersen Disputes Vendor's Chapter 11 Fee Request
SHERWOOD HOSPITALITY: Taps Sussman Shank as Bankruptcy Counsel
SHOREVIEW HOLDING: Secured Party to Auction LLC Interests April 24
SIYATA MOBILE: Partners With IP Access for SD7 Device Distribution
SOPHIA HOSPITALITY: Voluntary Chapter 11 Case Summary
SOTIRIOS PAPPAS: Court Narrows Claims in Pnevmatikos Lawsuit
SPEARMAN AEROSPACE: Hires Echo Park Legal APC as Counsel
SSM INDUSTRIES: Seeks to Hire Stephen D. Anderson as Accountant
STEVEN ALLEN WOODRUM: Court Narrows Claims in Farm Credit Lawsuit
SVP SINGER: S&P Assigns 'CCC+' Issuer Credit Rating, Outlook Stable
TELEFONICA DEL PERU: Creditors Hire Houlihan Lokey, CMS Grau
TETRAD ENTERPRISES: Seeks Chapter 11 Bankruptcy in Puerto Rico
TOP FLIGHT: Michael Carmel Named Subchapter V Trustee
TROPICANA BRANDS: Considers Options for Increasing Funds
VESTA ENERGY: S&P Withdraws 'B-' Issuer Credit Rating
VIAVI SOLUTIONS: S&P Places 'BB' ICR on CreditWatch Negative
VISTA PARTNERS: Case Summary & 20 Largest Unsecured Creditors
VR ENTERTAINMENT: Hires Law Offices of Alla Kachan as Counsel
VR ENTERTAINMENT: Seeks to Hire Estelle Miller as Accountant
W.F. JACKSON: Seeks to Hire JM Wood Auction Company as Auctioneer
WILLIAM H. ZIEGENBALQ: Gets Interim OK to Use Cash Collateral
WIRELESS SYSTEMS: Court Narrows Claims in Dodson Trade Secret Case
WYCKOFF EQUITIES: Hires Formanlaw LLC as Bankruptcy Counsel
WYCKOFF EQUITIES: Seeks to Hire Sean Raquet CPA LLC as Accountant
WYNN RESORTS: Director Fertitta Discloses Stake in Form 3 Filing
XYZ HOME: Affiliate Gets Interim OK to Use Cash Collateral
ZACHRY HOLDINGS: Loses Summary Judgment Bid in FLNG, et al. Case
ZIPRECRUITER INC: S&P Downgrades ICR to 'B', Outlook Negative
[] BOOK REVIEW: Dynamics of Institutional Change
[] Boston Office Tower Up for Sale on March 20
*********
105 BAT: Hires Keller Williams Realty as Real Estate Broker
-----------------------------------------------------------
105 Bat Corp seeks approval from the U.S. Bankruptcy Court for the
Southern District of New York to employ Keller Williams Realty
Hudson Valley Realty as real estate broker.
The Debtor owns the property located at 103-105 Bates Drive,
Monsey, NY 10952.
The firm will render these services:
a. provide advice and guidance to the Debtor and Debtor's
counsel as to market conditions and strategies to maximize the
value of the property for sale;
b. market and list the property for sale;
c. consult and advise Debtor and Debtor's counsel with regard
to negotiation of price and terms of potential sales;
d. provide such other necessary services typically provided by
brokers listing commercial properties in the geographic area of the
property, including showing the property at appropriate times; and
e. provide the appropriate reports and affidavits to the Court
relating to the sales process and ultimate purchaser.
The broker will receive compensation equal to 4 percent of gross
sales price.
As disclosed in the court filings, the Broker is a disinterested
party in the context of the instant Chapter 11 matter.
The firm can be reached through:
Abraham Spitzer
Keller Williams Realty
Hudson Valley Realty
10 Esquire Rd STE 4
New City, NY 10956
Phone: (914) 341-2974
About 105 Bat Corp
105 Bat Corp., filed a Chapter 11 bankruptcy petition (Bankr.
S.D.N.Y. Case No. 24-22512) on June 6, 2024, disclosing under $1
million in both assets and liabilities. The Debtor is represented
by BRONSON LAW OFFICES PC.
11 UM FOOD: Gerard Luckman Named Subchapter V Trustee
-----------------------------------------------------
The U.S. Trustee for Region 2 appointed Gerard Luckman, Esq., at
Forchelli Deegan Terrana, LLP as Subchapter V trustee for 11 Um
Food Corp.
Mr. Luckman will be paid an hourly fee of $695 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Luckman declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Gerard R. Luckman, Esq.
Forchelli Deegan Terrana, LLP
333 Earle Ovington Blvd., Suite 1010
Uniondale, NY 11553
Tel: (516) 812-6291
Email: gluckman@ForchelliLaw.com
About 11 Um Food Corp.
11 Um Food Corp., doing business as City Acres Market, is a retail
grocery business located at 11 Broadway in Brooklyn, N.Y.
11 Um Food Corp. filed a petition under Chapter 11, Subchapter V of
the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 25-40889) on February
21, 2025, listing between $1 million and $10 million in assets and
between $500,000 and $1 million in liabilities.
Judge Elizabeth S. Stong handles the case.
The Debtor is represented by:
Adam P. Wofse, Esq.
LaMonica Herbst & Maniscalco, LLP
3305 Jerusalem Avenue, Suite 201
Wantagh, NY 11793
Phone: 516-826-6500
awofse@lhmlawfirm.com
162 UTICA AVE: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: 162 Utica Ave, Inc.
162 Utica Avenue
Brooklyn NY 11213
Business Description: 162 Utica Ave, Inc. is a debtor with a
single real estate asset, as outlined in 11
U.S.C. Section 101(51B).
Chapter 11 Petition Date: March 5, 2025
Court: United Sates Bankruptcy Court
Eastern District of New York
Case No.: 25-41102
Judge: Hon. Jil Mazer-Marino
Debtor's Counsel: Elio Forcina, Esq.
6685 73rd Village Place
Middle Village NY 11379
Tel: 347-528-7099
E-mail: Forcinalaw@gmail.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Orville Sudlow as CEO.
The Debtor did not provide a list of its 20 largest unsecured
creditors in the petition.
A full-text copy of the petition is available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/OPJTTAY/162_Utica_Ave_Inc__nyebke-25-41102__0001.0.pdf?mcid=tGE4TAMA
23ANDME HOLDING: Zentree Holds 10% of Class A Shares as of Feb. 21
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Zentree Investments Limited disclosed in a Schedule 13G/A filed
with the U.S. Securities and Exchange Commission that as of
February 21, 2025, it and its director, Richard Magides,
beneficially owned 1,978,348 shares of 23andMe Holding Co.'s Class
A Common Stock, representing 10% of the 19,721,802 shares of Class
A Common Stock, outstanding as of January 31, 2025, as per the
Company's Form 10-Q filed with the SEC on February 6, 2025.
Zentree Investments Limited may be reached at:
Richard Magides
c/o Zentree Investment Management Pte Ltd
18 Robinson Road
Level 15-01
Singapore 048547
Tel: 566-351-950
A full-text copy of Zentree Investments' SEC Report is available
at:
https://tinyurl.com/ynyadc44
About 23andMe
Headquartered in South San Francisco, California, 23andMe --
www.23andMe.com -- is a genetics-led consumer healthcare and
biopharmaceutical company empowering a healthier future. The
Company is dedicated to empowering customers to optimize their
health by providing direct access to their genetic information,
personalized reports, actionable insights and digital access to
affordable healthcare professionals through its telehealth
platform, Lemonaid Health.
Going Concern
23AndMe stated, "The Company has incurred significant operating
losses as reflected in its accumulated deficit and negative cash
flows from operations. As of September 30, 2024, the Company had
an accumulated deficit of $2.3 billion, and cash and cash
equivalents of $126.6 million. The Company will need additional
liquidity to fund its necessary expenditures and financial
commitments for 12 months after the date that the unaudited interim
condensed consolidated financial statements included in this report
are issued. The Company has determined that, as of the filing date
of this report, there is substantial doubt about the Company's
ability to continue as a going concern."
3220 S FISKE: Hires Robert Zipperer Attorney at Law as Counsel
--------------------------------------------------------------
3220 S Fiske Blvd, LLC d/b/a Rockledge Extended Stay seeks approval
from the U.S. Bankruptcy Court for the Middle District of Florida
to employ Robert Zipperer, Attorney at Law as counsel.
The firm will provide these services:
a. give the Debtor legal advice with respect to its powers and
duties as Debtor and Debtor in possession in the continued
operation of its business and management of property;
b. prepare, on behalf of the Debtor, necessary applications,
answers, orders, reports, complaints, and other legal papers and
appear at hearings thereon; and
c. perform all other legal services for the Debtor or Debtor in
Posse3ssion which may be necessary herein.
Mr. Zipperer will be paid $375 per hour, and $160 per hour for
paralegal time. The retainer is $12,000.
Mr. Zipperer will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Mr. Zipperer disclosed in a court filing that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code.
The firm can be reached at:
Robert Zipperer, Esq.
224 S Beach St., Suite 202
Daytona Beach, FL 32114
Tel: (386) 226-1151
Fax: (386) 238-3956
Email: robertzipperer@bellsouth.net
About 3220 S Fiske Blvd, LLC
d/b/a Rockledge Extended Stay
3220 S Fiske Blvd, LLC, doing business as Rockledge Extended Stay,
is the owner of the property at 3220 S Fiske Blvd, Rockledge, Fla.
The property is valued at approximately $1.71 million.
3220 S Fiske Blvd filed a petition under Chapter 11, Subchapter V
of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 25-00858) on
February 14, 2025, listing total assets of $1,723,080 and total
liabilities of $3,179,132.
Judge Lori V. Vaughan handles the case.
The Debtor is represented by Robert Zipperer, Esq.
3265 E. VALLEY: Taps PV Homes & Villas as Property Manager
----------------------------------------------------------
3265 E. Valley Vista, LLC and its affiliates seek approval from the
U.S. Bankruptcy Court for the District of Arizona to employ PV
Homes & Villas LLC as property manager.
The firm will serve as the manager of the Debtors' residential
short term rental properties located at 3265 E. Valley Vista and
2913 N. 75th Place, 2919 N. 75th Place, 9740 E. Desert Cove, and
4669 E. Sunset Drive, Scottsdale, Arizona.
PVHV receives compensation in the form of a leasing fee equivalent
to 25% of all gross rental proceeds, exclusive of travel agent
commissions and realtor referral fee, if any, which is well below
the industry standard for luxury rental management fees of 30%.
As disclosed in a court filing that his firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached through:
Sean Parsons
PV Homes & Villas LLC
About 3265 E. Valley Vista, LLC
3265 E. Vallley Vista, LLC is engaged in the vacation rental
market.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Ariz. Case No. 2:24-bk-10529-BKM) on
December 9, 2024. In the petition signed by Sean Parsons, member,
the Debtor disclosed up to $10 million in both assets and
liabilities.
Randy Nussbaum, Esq., at Sacks Tierney P.A., represents the Debtor
as legal counsel.
4069 - 4089 MINNESOTA AVE: Seeks Chapter 11 Bankruptcy in D.C.
--------------------------------------------------------------
On February 27, 2025, 4069 - 4089 Minnesota Ave, NE LLC, filed
Chapter 11 protection in the U.S. Bankruptcy Court for
the District of Columbia. 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 4069 - 4089 Minnesota Ave, NE LLC
4069 - 4089 Minnesota Ave, NE LLC, is a debtor with a single real
estate asset, as outlined in 11 U.S.C. Section 101(51B).
4069 - 4089 Minnesota Ave, NE LLC sought relief under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. D.C. Case No. 25-00070) on
February 27, 2025. In its petition, the Debtor reports estimated
assets and liabilities between $10 million and $50 million each.
Honorable Bankruptcy Judge Elizabeth L. Gunn handles the case.
The Debtor is represented by:
Richard B. Rosenblatt, Esq.
LAW OFFICES OF RICHARD B. ROSENBLATT, PC
30 Courthouse Square, Suite 302
Rockville, MD 20850
Tel: 301-838-0098
Fax: 301-838-3498
Email: rrosenblatt@rosenblattlaw.com
738 RT196: Seeks to Hire Philip W. Stock as Bankruptcy Counsel
--------------------------------------------------------------
738 RT196 Holdings LLC seeks approval from the U.S. Bankruptcy
Court for the Middle District of Pennsylvania to employ Philip
Stock, Esq., an attorney practicing in Stroudsburg, Pa., as
counsel.
The attorney will render these services:
(a) provide the Debtor legal advice with respect to its powers
and duties;
(b) prepare necessary legal documents and reports as may be
required;
(c) represent the Debtor at the Initial Debtor Interview and
at the Meeting of Creditors;
(d) represent the Debtor at all hearings and adversary
proceedings;
(e) represent the Debtor in its dealings with its creditors;
(f) represent the Debtor in providing legal services required
to negotiate, draft and implement a Plan and Disclosure Statement;
and
(g) perform all other legal services for the Debtor which may
be necessary in connection with the Chapter 11 bankruptcy.
The attorney will be paid at his hourly rate of $300. Paralegal
services are billed at $120 per hour.
Mr. Stock 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:
Philip W. Stock, Esq.
706 Monroe Street
Stroudsburg, PA 18360
Telephone: (570) 420-0500
Email: pwstock@ptd.net
About 738 RT196 Holdings LLC
738 RT196 Holdings LLC filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Pa. Case No.
24-02812) on October 30, 2024, listing $1,000,001 to $10 million in
assets and $500,001 to $1 million in liabilities.
Judge Mark J Conway presides over the case.
Philip W. Stock, Esq., serves as the Debtor's counsel.
AB INTERNATIONAL: Sells 2-Bil. Shares to Anyone Pictures for $300K
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AB International Group Corp. disclosed in a Form 8-K Report filed
with the U.S. Securities and Exchange Commission that the Company
entered into a Securities Purchase Agreement with Anyone Pictures
Limited, whereby APL agreed to purchase 2,000,000,000 shares of
common stock in the Company at $0.00015 per share for a total of
$300,000.
A full-text copy of the Securities Purchase Agreement, dated
February 21, 2025 is available at:
https://tinyurl.com/2rcaewuw
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.
ACADIA HEALTHCARE: S&P Rates New $500MM Sr. Unsecured Notes 'B+'
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S&P Global Ratings assigned its 'B+' issue-level rating and '5'
recovery rating to Acadia Healthcare Co. Inc.'s proposed $500
million senior unsecured notes due 2033. The '5' recovery rating
indicates its expectation for modest (10%-30%; rounded estimate:
10%) recovery in the event of a default.
At the same time, the company is upsizing its revolving credit
facility to $1 billion, from $600 million, and issuing a new $650
million term loan due 2030. Acadia will use the proceeds from the
newly issued debt to repay a portion of the outstanding borrowings
on its existing revolving credit facility. S&P said, "The
transaction will modestly increase the company's S&P Global
Ratings-adjusted leverage, though we project its leverage will
remain below our 4x downside trigger. All of our existing ratings
on Acadia are unchanged."
S&P's 'BB-' issuer credit rating continues to reflect the company's
strong position in behavioral health services in diverse settings,
the tailwinds from the increasing demand for behavioral health
services, its good geographic diversity, and its moderate leverage
of below 4x. These strengths are partially offset by Acadia's
reimbursement risk (given that it derives most of its revenue from
government payors), the tight labor market, and its slim free cash
flow generation as management remains focused on expanding its
facilities.
ISSUE RATINGS--RECOVERY ANALYSIS
Key analytical factors
-- Acadia's pro forma capital structure will comprise a $1 billion
senior secured revolver maturing in 2030, a $650 million senior
secured term loan A maturing in 2030, $450 million of senior
unsecured notes maturing in 2028, $475 million of senior unsecured
notes maturing in 2029, and $500 million of senior unsecured notes
maturing in 2033.
-- S&P's simulated default scenario contemplates a default
occurring in 2029 because of a significant decline in EBITDA
stemming from lower reimbursement rates and higher expenses.
-- S&P valued the company as a going concern using a 6x multiple
of its projected emergence EBITDA.
Simulated default assumptions
-- Simulated year of default: 2029
-- Implied enterprise value multiple: 6x
-- EBITDA at emergence: $277 million
Simplified waterfall
-- Net enterprise value at default (after 5% administrative
costs): $1.6 billion
-- Valuation split: 100%/0%
-- Collateral value available to unsecured creditors: $158
million
-- Senior unsecured debt: $1.5 billion
--Recovery expectations: 10%-30% (rounded estimate: 10%)
Note: All debt amounts include six months of prepetition interest.
ADVANCE THERAPY: Seeks to Tap Meggan Ciaccia CPA as Accountant
--------------------------------------------------------------
Advance Therapy Associates, Inc. seeks approval from the U.S.
Bankruptcy Court for the District of New Jersey to hire Meggan
Ciaccia, CPA as accountant.
The accountant will close the Debtor's books, prepare and file all
required final tax returns.
The accountant will bill a flat fee of $3,600.
Meggan Ciaccia, CPA assured the court that she is a "disinterested
person" under U.S.C. Sec. 101(14).
The accountant can be reached at:
Meggan Ciaccia, CPA
Ciaccia, CPA
427 Egg Harbor Rd.
Sewell, NJ 08080
Tel: (856) 256-1490
About Advance Therapy Associates Inc.
Advance Therapy Associates Inc. owns and operates outpatient
physical & occupational therapy clinics in New Jersey.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. N.J. Case No. 24-10256) on January 10,
2024.
Judge Jerrold N. Poslusny, Jr. oversees the case.
In the petition signed by Anurag Tripath, president, the Debtor
disclosed up to $500,000 in assets and up to $10 million in
liabilities.
AGTJ13 LLC: Court OKs Use of Cash Collateral
--------------------------------------------
AGTJ13, LLC got the green light from the U.S. Bankruptcy Court for
the Central District of California to use its lenders' cash
collateral.
The order signed by Judge Sandra Klein approved the use of cash
collateral to pay the expenses incurred during the period from Jan.
1 to Feb. 28, and those expenses approved for payment under prior
court orders.
Lone Oak Fund, LLC and CPIF California, LLC are the lenders
asserting an interest in the rents generated by AGTJ13's real
property in Los Angeles, Calif. These rents constitute the lenders'
cash collateral.
As protection, both lenders were granted a replacement lien on all
post-petition assets of the company's estate, except avoidance
actions. The lenders will also be granted a superpriority
administrative claim in case the replacement lien proves
inadequate.
As additional protection, AGTJ13 will make monthly payments to Lone
Oak in an amount equal to the lesser of (i) $221,090.83 and (ii)
the amount by which cash on hand exceeds the 125% of budget
expenses for the following month with respect to each month.
About AGTJ13 LLC
AGTJ13, LLC, is a Single Asset Real Estate debtor (as defined in 11
U.S.C. Section 101(51B)).
AGTJ13 filed Chapter 11 petition (Bankr. C.D. Calif. Case No.
24-11409) on Feb. 26, 2024, listing between $50 million and $100
million in both assets and liabilities. Lafayette Jackson Sharp,
IV, manager, signed the petition.
Judge Sandra R. Klein oversees the case.
The Debtor is represented by Ron Bender, Esq., at Levene, Neale,
Bender, Yoo & Golubchik L.L.P.
ALCHEMY 365: Hires Apex Business Partners LLC as Accountant
-----------------------------------------------------------
Alchemy 365, Inc. seeks approval from the U.S. Bankruptcy Court for
the District of Colorado to employ Apex Business Partners LLC as
accountant.
The firm will provide accounting services, and other bookkeeping
related services as the Debtor determines may be necessary or
appropriate.
The firm will be paid $600 per month for general bookkeeping
services, plus a fee of $200 per hour for consulting services.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
As disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Michael Wessels
Apex Business Partners
100 Warren St. #314
Mankato, MN 56001
Tel: (507) 519-2259
About Alchemy 365, Inc.
Alchemy 365, Inc. is a Denver-based fitness company offering group
classes that integrate yoga, strength training, and cardio. It
provides these services at two Denver locations: LoHi at 2432 W.
32nd Ave. and Tennyson at 4144 Tennyson St.
Alchemy 365 filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. D. Colo. Case No. 25-10797) on February 17,
2025, listing between $100,000 and $500,000 in assets and between
$1 million and $10 million in liabilities.
The Debtor is represented by:
Gabrielle G. Palmer, Esq.
Onsager Fletcher Johnson Palmer, LLC
600 17th Street, Suite 425N
Denver, CO 80202
Tel: (303) 512-1123
Email: gpalmer@ofjlaw.com
ALI'S INVESTMENT: Hires Gudeman & Associates P.C. as Counsel
------------------------------------------------------------
Ali's Investment, Inc. seeks approval from the U.S. Bankruptcy
Court for the Eastern District of Michigan to employ Gudeman &
Associates, P.C. as counsel.
The firm will advise the Debtor regarding its duties under the
Bankruptcy Code and will provide other legal services related to
its Chapter 11 case.
The firm will be paid at these rates:
Edward J. Gudeman $500 per hour
Brian Rookard $350 per hour
Samantha Miller $125 per hour
The firm received from the Debtor $7,000 as a retainer from Sam
Arkoub.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Edward J. Gudeman, Esq., a partner at Gudeman & Associates, P.C.,
disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Edward J. Gudeman
Gudeman & Associates, P.C.
1026 W. 11 Mile Road
Royal Oak, MI 48067
Tel: (248) 546-2800
Email: ecf@gudemanlaw.com
About Ali's Investment, Inc.
Ali's Investment, Inc., filed a Chapter 11 bankruptcy petition
(Bankr. D. Mich. Case No. 25-41652) on Feb. 21, 2025. The Debtor
hires Gudeman & Associates, P.C. as counsel.
ALPHAONE EXTERIORS: Unsecureds Will Get 11.5% of Claims in Plan
---------------------------------------------------------------
AlphaOne Exteriors LLC submitted a Second Amended Plan of
Reorganization dated February 19, 2025.
The Debtor has negotiated a settlement with Channel Partners
Capital, LLC, which is the subject of a motion filed on February
19, 2025 pursuant to Rule 9019 of the Federal Rules of Bankruptcy
Procedure. The terms of that settlement terms are outlined as
follows:
* Channel Partners Capital, LLC will pay $5,000 to the Debtor,
which is projected to be paid on or before April 30, 2025;
* Channel Partners Capital, LLC will release any and all
claims it has under its loan documents, including the grant of a
security interest, other than as provided under the settlement
terms;
* Channel Partners Capital, LLC will be deemed to have an
allowed general unsecured claim in the amount of $70,885.36 (which
amount includes the amount currently owed to Channel Partners
Capital, LLC plus the amount of the preference returned in
accordance with the settlement terms);
* The Debtor/bankruptcy estate will release any and all claims
against Channel Partners Capital, LLC and any such claims will not
be preserved in the Plan for the benefit of any future estate;
* The Debtor will dismiss the adversary proceeding against
Channel Partners Capital, LLC with prejudice, with each party to
bear its own fees and costs; and
* The settlement is contingent upon confirmation of the
Debtor's Plan.
The Debtor, along with others, including the Subchapter V Trustee,
engaged in a group settlement conference on November 20, 2024 and a
follow up conference on January 8, 2025, which resulted in an
agreement to resolve the litigation pending before the American
Arbitration Association, determining an allowed amount and plan
treatment for the Ms. Sallee's proof of claim, and resolution of
any claim of discharge ability. The terms of the settlement are
more fully outlined in the motion to settle and compromise filed on
February 19, 2025, but which terms include the following:
* Subject to a separate settlement agreement (including mutual
releases for the Debtor and all of its owners/agents/employees and
dismissal of the pending arbitration, but carving out the right to
receive payments under the Chapter 11 Plan), the insurance company
will pay to Colleen Sallee $100,000;
* The Debtor will submit a plan (this document) providing for
a 5-year commitment period for projected income plus the potential
Additional Distribution Amount with a 90-day grace period for any
plan payment;
* Ms. Sallee will be deemed to have an allowed general
unsecured claim in the amount of $973,000, without such claim being
bifurcated for treatment (as was the case in prior versions of the
plan);
* Jarrod Clauser and Keyur Patel (pursuant to a separate
settlement agreement) will jointly and severally guaranty that Ms.
Sallee will receive $100,000 (the "Guaranty Amount") through
payments made pursuant to a confirmed plan, so that the difference
between the amount Guaranty Amount and the amount distributed to
Ms. Sallee pursuant to the plan becomes due and payable from
Clauser and Patel upon the Debtor's (a) default under the terms of
the plan, or (b) completion of the plan. To the extent that the
Debtor distributes the Guaranty Amount (or more) to Ms. Sallee in
accordance with the terms of a confirmed plan, the guaranty
obligations of Clauser and Patel are extinguished;
* The settlement and obligations under the settlement are
subject to approval of the Bankruptcy Court pursuant to Rule 9019
of the Federal Rules of Bankruptcy Procedure, execution of a
settlement agreement by all parties, and entry of a non-appealable
confirmation order approving a plan that incorporates the terms
required by the agreement; and
* Ms. Sallee will support the plan and submit a timely ballot
in favor of the plan, contingent upon approval of the settlement
terms by the Bankruptcy Court and so long as the proposed plan
includes the terms required by the settlement.
The Plan provides for a reorganization and restructuring of
Debtor's financial obligations and payments to creditors. The Plan
provides, at a minimum, for distribution of the Net Excess Funds in
the amount of $149,960.63 pro rata to Allowed General Unsecured.
The Debtor estimates that the total of all Allowed General
Unsecured Claims will be $1,291,566.73. As such, from the projected
Net Excess Funds, the Debtor anticipates distribution of 11.5% to
General Unsecured Creditors.
Class 4 consists of Allowed General Unsecured Claims, including the
allowed amount owed to Colleen Sallee in the amount of $973,000.
Class 4 Claims shall be paid the pro rata Net Excess Funds and,
potentially, the Additional Distribution Amounts on the First
Potential Distribution Date and the Subsequent Potential
Distribution Dates. Unsecured Claims shall not be entitled to
interest on their Allowed Claims. Class 4 is Impaired.
Class 5 consists of the membership Interests of the owners of the
Debtor. Class 5 shall retain its ownership Interest in the Debtor.
The salary and compensation of the Class 5 equity owners is
disclosed and no other distributions will be made while the Plan is
in progress.
The Debtor anticipates the continued operations of the business
will be adequate to fund the Plan over the Term.
A full-text copy of the Second Amended Plan dated February 19, 2025
is available at https://urlcurt.com/u?l=gy5gBd from
PacerMonitor.com at no charge.
Counsel for the Debtor:
Patricia J. Friesinger, Esq.
Coolidge Wall Co., L.P.A.
33 West First Street, Suite 600
Dayton, OH 45402
Tel: (937) 223-8177
Fax: (937) 223-6705
Email: friesinger@coollaw.com
About AlphaOne Exteriors LLC
AlphaOne Exteriors LLC is an Ohio limited liability company and is
member-managed.
The Debtor sought protection for relief under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Ohio Case No. 24-30371) on March 1,
2024, listing $100,001 to $500,000 in both assets and liabilities.
Judge Guy R Humphrey presides over the case.
Patricia J Friesinger, Esq. at Coolidge Wall Co., L.P.A., is the
Debtor's counsel.
ALTICE USA: Consumer Services President Reports Stake
-----------------------------------------------------
Michael C. Parker, President of Consumer Services at Altice USA,
Inc. (ATUS), disclosed in a Form 3 filed with the U.S. Securities
and Exchange Commission that as of February 25, 2025, he
beneficially owned 1,148,480 shares of Class A common stock
directly, which includes restricted share units (RSUs) granted in
December 2023 and March 2024 under the Amended and Restated Altice
USA 2017 Long Term Incentive Plan. Of these RSUs, 604,839 vest in
equal installments on December 29, 2026, and 2027, while 380,228
vest in equal installments on March 1, 2025, 2026, and 2027.
A full-text copy of Mr. Parker's SEC Report is available at:
https://tinyurl.com/kw2jwf7t
About Altice USA Inc.
Altice USA, Inc. is an American cable television provider.
As of December 31, 2024, Altice USA had $31.7 billion in total
assets, $32.16 billion in total liabilities, and a total deficiency
of $456.8 million.
* * *
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."
AMERICAN RESOURCES: Fails to Meet Nasdaq's Bid Price Rule
---------------------------------------------------------
American Resources Corporation disclosed in a Form 8-K Report filed
with the U.S. Securities and Exchange Commission that it received a
letter from the Nasdaq Stock Market indicating that for 30
consecutive business days from February 19, 2025, the Company's
stock has not maintained a minimum closing bid price of $1.00 per
share as required by Nasdaq Listing Rule 5550(a)(2).
The notification of noncompliance has no immediate effect on the
listing or trading of the Company's stock on the Nasdaq Capital
Market. Under the Listing Rules, if during the 180 calendar days
following the date of the notification, or prior to August 18,
2025, the closing bid price of the Company's stock is at or above
$1.00 for a minimum of 10 consecutive business days, the Company
will regain compliance with the Minimum Bid Price Requirement and
the common stock will continue to be eligible for listing on the
Nasdaq Capital Market.
If the Company does not achieve compliance with the Minimum Bid
Price Requirement by August 18, 2025, the Company may be eligible
for an additional 180 day period to meet the continued listing
requirement for market value of publicly held shares and all other
initial listing standards for the Nasdaq Capital Market, with the
exception of the Minimum Bid Price Requirement, by providing a
written notice of its intention to cure the deficiency during the
second compliance period. If the Company meets these requirements,
an additional 180 days will be granted. If the Company will not be
able to cure the deficiency, or if the Company is otherwise not
eligible, Nasdaq will provide a notice that the Company's common
stock will be subject to delisting.
About American Resources Corp
American Resources Corporation operates through subsidiaries that
were formed or acquired in 2020, 2019, 2018, 2016, and 2015 for the
purpose of acquiring, rehabilitating, and operating various natural
resource assets, including coal used in the steel-making and
industrial markets, critical and rare earth elements used in the
electrification economy, and aggregated metal and steel products
used in the recycling industries.
As of June 30, 2024, American Resources had $195,519,282 in total
assets, $241,135,129 in total liabilities, and $45,615,847 in total
stockholders' deficit.
Lakewood, Colo.-based BF Borgers CPA PC, the Company's auditor
since 2020, issued a "going concern" qualification in its report
dated April 15, 2024, citing that the Company has suffered
recurring losses from operations, has a significant accumulated
deficit, and has continued to experience negative cash flows from
operations. These factors raise substantial doubt about the
Company's ability to continue as a going concern.
On May 3, 2024, the Audit Committee of the Company's Board of
Directors approved the dismissal of BF Borgers as its independent
registered public accounting firm. This decision followed charges
by the Securities and Exchange Commission against the firm and its
owner, Benjamin F. Borgers, for deliberate and systemic failures to
comply with Public Company Accounting Oversight Board (PCAOB)
standards. The charges included falsifying audit documentation,
misrepresenting compliance with PCAOB standards, and fabricating
audit reports. Borgers agreed to a $14 million civil penalty and
permanent suspension from practicing before the Commission.
On May 10, 2024, the Audit Committee approved the appointment of
GBQ Partners LLC as the Company's new independent public accounting
firm, effective immediately.
AMERICAN TIRE: Updates Restructuring Plan Disclosures
-----------------------------------------------------
American Tire Distributors, Inc., and affiliates submitted a
Disclosure Statement for the Amended Joint Chapter 11 Plan dated
February 19, 2025.
In furtherance of the Debtors' Postpetition Marketing Process, on
November 26, 2024, the Court entered the Bidding Procedures Order,
which established the Bidding Procedures to market and sell the
Debtors' assets.
The Bidding Procedures are designed to procure the highest or
otherwise best available offer(s) for the Debtors' assets.
Consistent with the RSA, members of the Ad Hoc Group agreed to
submit a stalking horse credit bid for substantially all of the
Company's assets (the "Credit Bid") and thereby provide a floor for
potential bidding. And on November 26, 2024, shortly before entry
of the Bidding Procedures Order, the Debtors entered into the
stalking horse Asset Purchase Agreement with the Purchaser
memorializing the Credit Bid.
In summary, the Credit Bid provides for (i) a "credit bid" pursuant
to section 363(k) of the Bankruptcy Code of (x) 100 percent of the
Claims arising under the New Money DIP Credit Agreement, including
accrued and unpaid interest as of the date when the Asset Sale
closes, and (y) $585 million of the Term Loan Secured Claims, and
(ii) the assumption of substantial liabilities, the Assumed
Liabilities (as defined in the Asset Purchase Agreement), including
certain of the Debtors' ordinary course liabilities, all Cure Costs
(as defined in the Asset Purchase Agreement), outstanding
obligations under the Debtors' critical vendor program, and all
Allowed Claims against the Debtors arising under section 503(b)(9)
of the Bankruptcy Code (not to exceed $1,300,000.00 in the
aggregate).
Following the Sale Hearing on February 10, 2025, the Bankruptcy
Court approved the Asset Sale and entered the Sale Order on
February 11, 2025. The Debtors plan to work diligently with the
Purchaser to close the Asset Sale contemplated by the Asset
Purchase Agreement, which represents the Debtors' best and only
path forward to maximize value, as soon as possible. Finally, after
Closing (as defined in the Asset Purchase Agreement) the Asset
Sale, the Debtors will implement the Wind Down of their Estates to
orderly liquidate any remaining assets pursuant to the Plan.
The Debtors believe that the Plan maximizes the value of recoveries
to all stakeholders and generally distributes all property of the
Debtors' Estates, that is or becomes available for distribution,
according to the priorities established by the Bankruptcy Code and
applicable law. The Plan provides the ability of the Debtors to
satisfy Administrative Claims not assumed by the Purchaser,
Priority Tax Claims, Statutory Fees and other Restructuring
Expenses, Other Secured Claims, and Other Priority Claims in full.
Additionally, the Plan provides for the liquidation of the Debtors'
remaining assets, if any, following consummation of the Asset Sale,
and the orderly wind-down of the Debtors' Estates. The Plan also
provides the ability, following the Asset Sale, to distribute
Distributable Proceeds (if any) to Holders of Term Loan Deficiency
Claims and General Unsecured Claims pursuant to the Waterfall
Recovery.
Class 5 consists of General Unsecured Claims. Except to the extent
that a Holder of an Allowed General Unsecured Claim agrees to less
favorable treatment, on or after the Effective Date, each Holder of
an Allowed General Unsecured Claim shall receive its share of the
Distributable Proceeds attributable to each applicable Debtor, if
any, in accordance with the Remaining Waterfall Recovery
Allocation.
The Plan Administrator shall fund distributions to Holders of
Allowed Term Loan Secured Claims with the proceeds of any
Collateral for the Term Loans and to Holders of Allowed Term Loan
Deficiency Claims and Holders of Allowed General Unsecured Claims
under the Plan with the Distributable Proceeds (if any) and in
accordance with the Waterfall Recovery.
The Bankruptcy Court has scheduled the Confirmation Hearing for
March 27, 2025. Objections to Confirmation of the Plan must be
Filed and served on the Debtors, and certain other parties, by no
later than March 24, 2025, at 12:00 p.m.
A full-text copy of the Disclosure Statement dated February 19,
2025 is available at https://urlcurt.com/u?l=ZK5GCW from
PacerMonitor.com at no charge.
Co-Counsel for the Debtors:
Anup Sathy, P.C.
Chad J. Husnick, P.C.
David R. Gremling, Esq.
KIRKLAND & ELLIS LLP
AND KIRKLAND & ELLIS INTERNATIONAL LLP
333 West Wolf Point Plaza
Chicago, Illinois 60654
Tel: (312) 862-2000
Fax: (312) 862-2200
Email: anup.sathy@kirkland.com
chad.husnick@kirkland.com
dave.gremling@kirkland.com
Co-Counsel for the Debtors:
Laura Davis Jones, Esq.
Timothy P. Cairns, Esq.
Edward A. Corma, Esq.
PACHULSKI STANG ZIEHL & JONES LLP
919 North Market Street, 17th Floor
Wilmington, Delaware 19801
Tel: (302) 652-4100
Fax: (302) 652-4400
Email: ljones@pszjlaw.com
tcairns@pszjlaw.com
ecorma@pszjlaw.com
About American Tire Distributors
Headquartered in Huntersville, N.C., American Tire Distributors
Inc. and its affiliates are the largest distributor of replacement
tires in North America based on dollar amount of wholesale sales.
With their network of over 115 distribution centers and 1,500
delivery vehicles, the Debtors service a geographic region covering
more than 90 percent of the replacement tire market for passenger
vehicles and light trucks in the United States. The Debtors carry
many of the nation's leading tire brands including Michelin,
Pirelli, and Continental. In addition, the Debtors' proprietary
Hercules brand is a leading private tire brand in North America.
American Tire Distributors and its affiliates sought relief under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case
No. 24-12391) on October 22, 2024. In its petition, American Tire
Distributors reported $1 billion to $10 billion in both assets and
liabilities.
Judge Craig T. Goldblatt oversees the cases.
The Debtors tapped Kirkland & Ellis as bankruptcy counsel;
Pachulski Stang Ziehl & Jones, LLP as Delaware counsel; AP
Services, LLC as restructuring advisor; and Moelis & Company, LLC
as financial advisor. Donlin, Recano & Company, Inc. is the notice
and claims agent and administrative advisor.
AMERIGLASS CONTRACTOR: Seeks Chapter 11 Bankruptcy in Florida
-------------------------------------------------------------
On March 4, 2025, Ameriglass Contractor Corp. filed Chapter 11
protection in the U.S. Bankruptcy Court for the Southern District
of Florida. According to court filing, the Debtor reports
$1,389,948 in debt owed to 1 and 49 creditors. The petition states
funds will be available to unsecured creditors.
About Ameriglass Contractor Corp.
Ameriglass Contractor Corp. specializes in residential and
commercial glass repair and replacement services in the Fort
Lauderdale, Florida area. The Company offers a range of services,
including window and sliding door repairs, storefront glass
repairs, and high-impact window installations. The Company operates
24/7, providing emergency glass repair services.
Ameriglass Contractor Corp. sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 25-12349) on March
4, 2025. In its petition, the Debtor report total assets of
$423,551 and total liabilities of $1,389,948.
Honorable Bankruptcy Judge Scott M. Grossman handles the case.
The Debtor is represented by:
Susan D Lasky, Esq.
SUSAN D. LASKY, PA
320 SE 18 Street
Fort Lauderdale, FL 33316
Tel: 954-400-7474
E-mail: Jessica@SueLasky.com
ANGIE'S TRANSPORTATION: Gets OK to Use Volvo's Cash Collateral
--------------------------------------------------------------
Angie's Transportation, LLC and STL Equipment Leasing Co., LLC
received final approval from the U.S. Bankruptcy Court for the
Eastern District of Missouri, Eastern Division, to use the cash
collateral of Volvo Financial Services.
Volvo is a secured creditor with valid liens on certain assets
owned by the companies.
Volvo will be granted replacement liens as protection for the use
of its collateral, to the same extent and with the same validity
and priority as its pre-bankruptcy liens.
As additional protection, Volvo will receive payments, including an
initial payment of $10,000 and monthly payments of $13,000 due on
or before the 15th day of each month until further order of the
court or the effective date of a confirmed plan of reorganization.
The occurrence of certain events, including the entry of an order
dismissing or converting the companies' cases to cases under
Chapter 7, constitute an event of default.
About Angie's Transportation
Angie's Transportation, LLC, a trucking company in St. Louis, Mo.,
and STL Equipment Leasing Co, LLC filed Chapter 11 petitions
(Bankr. E.D. Miss. Lead Case No. 24-44594) on December 16, 2024.
At the time of the filing, Angie's reported $1 million to $10
million in assets and $500,000 to $1 million in liabilities while
STL reported $1 million to $10 million in both assets and
liabilities.
Judge Brian C. Walsh handles the cases.
The Debtors are represented by:
Andrew R Magdy
Schmidt Basch, LLC
Tel: 314-721-9200
Email: amagdy@schmidtbasch.com
ARCUTIS BIOTHERAPEUTICS: Registers 5.9M Shares Under Employee Plans
-------------------------------------------------------------------
Arcutis Biotherapeutics, Inc. filed a Registration Statement on
Form S-8 with the U.S. Securities and Exchange Commission for the
purpose of registering an additional 5,892,401 shares of the
Company's common stock, $0.0001 par value per share, issuable under
the following employee benefit plans for which registration
statements on Form S-8 (File Nos. 333-236178, 333-253155,
333-262902, 333-270136, and 333-277405) are effective:
(i) the Arcutis Biotherapeutics, Inc. 2020 Equity Incentive
Plan which, as a result of the operation of an automatic annual
increase provision therein, added 4,713,921 shares of common stock,
and
(ii) the Arcutis Biotherapeutics, Inc. 2020 Employee Stock
Purchase Plan which, as a result of the operation of an automatic
annual increase provision therein, added 1,178,480 shares of common
stock.
A full-text copy of the Registration Statement is available at:
https://tinyurl.com/yrue8ys3
About Arcutis
Arcutis Biotherapeutics, Inc. (Nasdaq: ARQT) -- www.arcutis.com --
is a commercial-stage medical dermatology company. It owns a
growing portfolio of products for a range of inflammatory
dermatological conditions including scalp and body psoriasis,
atopic dermatitis, and alopecia areata.
Los Angeles, California-based Ernst & Young LLP, the Company's
auditor since 2019, issued a "going concern" qualification in its
report dated Feb. 27, 2024, citing that the Company has not yet met
a requirement under its loan agreement to raise capital by April 1,
2024, has recurring losses from operations, and has stated that
substantial doubt exists about the Company's ability to continue as
a going concern.
Arcutis Biotherapeutics' net loss for the year ended December 31,
2023, was approximately $262.1 million. As of June 30, 2024,
Arcutis Biotherapeutics had $444.8 million in total assets, $258.3
million in total liabilities, and $186.4 million in total
stockholders' equity.
ARTEAGA DENTAL: Updates SBA Secured Claim Pay; Files Amended Plan
-----------------------------------------------------------------
Arteaga Dental Corporation submitted a First Amended Plan of
Reorganization dated February 19, 2025.
The Plan Proponent's financial projections show that the Debtor
will have projected disposable income of $162,000 ($4,500/month x
36 months).
The final Plan payment is expected to be paid on the 36th month
after the Effective Date.
This Plan of Reorganization proposes to pay creditors of the Debtor
from future income.
Non-priority unsecured creditors holding allowed claims will
receive distributions, which the proponent of this Plan has valued
at approximately 8 cents ($.08) on the dollar. This Plan also
provides for the payment of administrative and priority claims.
Class 2 consists of the Secured Claim of U.S. Small Business
Administration. Allowed Claim # 1 in the amount of $46,692.75 shall
be paid as follows: Per 11 U.S.C. Sections 1124(2), Debtor shall
cure and reinstate the SBA loan claim and not otherwise alter its
contractual rights. SBA shall retain its lien until paid in full.
Like in the prior iteration of the Plan, Allowed General Unsecured
Claims totaling approximately $2,041,622 (proofs of claim #s 2, 3
and 5 on Exhibit D; POC # 5 is believed to be included in POC # 3
making that aspect of the claim a duplicate) and Schedule F
creditors 3.1, 3.4, 3.5 and 3.7 also included within Exhibit D
shall receive a pro-rata share of Debtor's net disposable income
for the term of the Plan.
The Debtor's plan will be implemented as follows:
* The Debtor will continue to operate its dental office and
produce net disposable income to fund the plan.
* On the Effective Date, unclassified and priority claims will
be paid in full, unless otherwise agreed by the claimant.
* The Debtor will pay the SBA $250 monthly.
* The Debtor will pay $4,500 monthly in net disposable income
to the Subchapter V Trustee for distribution to Allowed Class 3
claimants quarterly for the term of the Plan.
A full-text copy of the First Amended Plan dated February 19, 2025
is available at https://urlcurt.com/u?l=4FUYMT from
PacerMonitor.com at no charge.
Counsel to the Debtor:
Lewis R. Landau, Esq.
22287 Mulholland Hwy., #318
Calabasas, CA 91302
Telephone: (888) 822-4340
Facsimile: (888) 822-4340
Email: Lew@Landaunet.com
About Arteaga Dental Corporation
Arteaga Dental Corporation is primarily engaged in the private or
group practice of general or specialized dentistry or dental
surgery.
Arteaga Dental Corporation sought relief under Subchapter V of
Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No.
24-16441) on October 28, 2024, with $50,001 to $100,000 in assets
and $1 million to $10 million in liabilities. Anamaria Arteaga,
chief executive officer of Arteaga Dental Corporation, signed the
petition.
Judge Wayne E. Johnson oversees the case.
Lewis R. Landau, Esq., serves as the Debtor's bankruptcy counsel.
ATLANTA PEDIATRIC: Proposes Immaterial Modifications to Plan
------------------------------------------------------------
Atlanta Pediatric Therapy, Inc., Applied Pediatrics Inc. submitted
a First Modification to Plan of Reorganization dated February 19,
2025.
The Debtors hereby modify their Plan in accordance with Section
1193(a) of the Bankruptcy Code. The changes do not materially or
adversely affect the rights of any parties in interest which have
not had notice and an opportunity to be heard with regard thereto.
The Plan, and specifically Article 1, Section 3.1 of the Plan
("Directors and Officers of Reorganized Debtor"), is hereby
amended. Article 1, Section 3.1 of the Plan, is modified to include
the following sentence: "Mr. Rosero receives compensation
consisting of an annual salary of $48,000.00 for Atlanta Pediatric
Therapy, Inc. and $51,600.00 for Applied Pediatrics Inc."
Article 4, Section 4.4, Class 4 of the Plan, is hereby amended.
Article 4, Section 4.4, Class 4 of the Plan is deleted in its
entirety and replaced with the following:
* Class 4 consists of the Secured Claim of the U.S. Small
Business Administration (the "SBA"). On March 13, 2024, the SBA
filed proof claim in the APT Case, assigned Proof of Claim No. 3,
asserting a secured claim in the amount of $528,951.27 (such
amount, or such amount as allowed by the Court, the "Class 4
Secured Claim") secured by a lien on APT's tangible and intangible
personal property including inventory, equipment, instruments,
promissory notes, chattel paper, documents, letter of credit
rights, accounts, deposit accounts, commercial tort claims, general
intangibles and as-extracted collateral accounts as described in
the SBA Security Agreement and SBA UCC (the "SBA Collateral"), as
evidenced by the U.S. Small Business Administration Note (as
modified, the "SBA Note"). The SBA Note is secured by a first
priority lien in APT's assets consisting of APT's tangible and
intangible personal property (such property and such other property
as described in the SBA Security Agreement and SBA UCC Financing
Statement File No. 038-2020-028328 filed on June 22, 2020 in the
records of the Clerk of the Superior Court of Coweta County,
Georgia (the "SBA UCC") (collectively, the SBA Note, SBA Security
Agreement and SBA UCC as referred to herein as the "APT SBA Loan
Documents").
* The APT SBA Loan Documents, and specifically the SBA Note,
provide for interest to accrue at the annual rate of 3.75%. APT
will pay the Class 4 Secured Claim of the SBA. On the Effective
Date, APT will commence monthly payments of $1,737.21 per month at
the interest rate of 3.75% per annum for the first 12 months of
payments. Starting on the 13th monthly payment after the Effective
Date, APT will increase its monthly payment to $2,499.00 per month
at the interest rate of 3.75% per annum until the Class 4 Secured
Claim is paid in full. Notwithstanding anything to the contrary
herein, APT shall pay the balance of the Class 4 Secured Claim,
including any arrearage, with a ballon payment on June 5, 2050 (the
"SBA Note Maturity Date"). The SBA shall retain its first priority
lien and said lien shall be valid and fully enforceable to the same
extent, validity, and priority as existed on the Filing Date;
however, once the SBA receives all payments due as to its Class 4
Secured Claim it shall promptly release its lien and mark the same
as satisfied. The Claim of the Class 4 Creditor is Unimpaired by
the Plan.
Article 4, Section 4.8 of the Plan, is hereby amended. Article 4,
Section 4.8 of the Plain is deleted in its entirety and replaced
with the following:
* Class 8 consists of the general unsecured claims not
otherwise specifically classified in the Plan, including deficiency
claims pursuant to Section 506 of the Bankruptcy Code and any
Allowed rejection damages. The allowed unsecured claims total
$1,372,961.43. The Class 8 Claims are Impaired by the Plan and the
holders of the Class 8 Claims are entitled to vote to accept or
reject the Plan.
A full-text copy of the First Modified Plan dated February 19, 2025
is available at https://urlcurt.com/u?l=MRqx2Q from
PacerMonitor.com at no charge.
Attorney for the Debtor:
Cameron M. McCord, Esq.
JONES & WALDEN LLC
699 Piedmont Ave. NE
Atlanta, GA 30308
Phone: (404) 564-9300
Email: cmccord@joneswalden.com
About Atlanta Pediatric Therapy
Atlanta Pediatric Therapy, Inc., is a speech pathologist in
Georgia.
The Debtor filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. N.D. Ga. Case No. 24-51457) on Feb. 7,
2024, with up to $50,000 in assets and $1 million to $10 million in
liabilities. George Rosero, president, signed the petition.
Judge Wendy L. Hagenau oversees the case.
Cameron M. McCord, Esq., at Jones & Walden, LLC, is the Debtor's
legal counsel.
AUTO MONEY NORTH: TitleMax Can't Intervene in Walters, et al. Case
------------------------------------------------------------------
Judge Jacquelyn D. Austin of the United States District Court for
the District of South Carolina denied TitleMax of South Carolina,
Inc.'s motion to intervene in the case captioned as Auto Money
North LLC, Plaintiff/Counter Defendant, v. Darin Walters, Carla
Walters, Timothy McQueen, Cecilia McQueen, Defendants/Counter
Claimants, v. State of North Carolina, Intervenor, Case No.
7:23-cv-02952-JDA (D.S.C.).
This matter is before the Court on a motion to intervene by
TitleMax of South Carolina, Inc. Plaintiff/Counter Defendant Auto
Money North, LLC and Defendants/Counter Claimants Darin and Carla
Walters and Timothy and Cecilia McQueen (collectively, "Borrowers")
have filed responses opposing TitleMax's motion, and TitleMax has
filed a reply.
AMN is a South Carolina limited liability company, and its
affiliate, AutoMoney, Inc., is a South Carolina corporation. Both
have principal places of business in Charleston, South Carolina,
and both are regulated lending entities that
make consumer loans secured by vehicle titles under South Carolina
statutes and regulations. Borrowers are all residents of North
Carolina.
AMN alleges that on three occasions the Walterses voluntarily
traveled to its store in Landrum, South Carolina for the purpose of
negotiating, applying for, and accepting its offer of a loan with a
security interest in the title to the Walterses' vehicle as
borrower and co-borrower. Similarly, on Dec. 13, 2019, the
McQueens voluntarily traveled to AMN's store in Fort Mill, South
Carolina for the purpose of negotiating, applying for, and
accepting its offer for a refinance of a loan with a security
interest in the title to the McQueens' vehicle.
The results of these trips were that in December 2019, the McQueens
entered into a loan agreement with AMN secured by the titles to
their vehicle; and in May 2021 and between February and May 2022,
the Walterses entered into four loan agreements with AMN secured by
the titles to their vehicles.
AMN filed the present action the same day its bankruptcy case was
dismissed. The bankruptcy case was dissmised on AMN's motion on
June 23, 2023.
The present action alleges six claims, which can be categorized
into threegroups. AMN first seeks a declaratory judgment that South
Carolina law governs the Loan Agreements and that the courts of
South Carolina are the only proper venues for any disputes arising
under the Loan Agreements and that the North Carolina Statutes do
not preclude enforcement of the Loans, at least in courts outside
of North Carolina. In the alternative, AMN asks the Court to
declare and issue corresponding injunctive relief that the North
Carolina Statutes violate the Due Process Clause of the Fourteenth
Amendment, AMN's right to free speech and association under the
First and Fourteenth Amendments, the Full Faith and Credit Clause,
and the Commerce Clause of the United States Constitution. AMN also
brings a claim for breach of contract, seeking money damages for
all injuries sustained as a direct and proximate result of
Borrowers' breaches or repudiation of the Loan Agreements.
On July 1, 2024, TitleMax filed a motion to intervene in this
action under Rule 24(b)of the Federal Rules of Civil Procedure.
TitleMax asserts that it is a South Carolina title-secured lender
that has recently been sued by its own borrowers under the same
allegedly unconstitutional statutes that are the subject of AMN's
claims in the present case. Accordingly, it argues that it faces
constitutional questions identical with or similar to those in the
present case.
In its proposed complaint in intervention, TitleMax seeks
declaratory relief comparable to that sought by AMN. It argues that
it meets the requirements for permissive intervention because it
has a clear and direct interest in bringing questions of law that
directly overlap with those raised by AMN in the present case;
because TitleMax's motion to intervene is timely and will not
prejudice the interests of the existing parties in the present
case; and because this Court has independent diversity jurisdiction
over its complaint in intervention.
AMN urges that TitleMax should assert its perspective through
amicus participation rather than intervention and asks that, if the
Court allows intervention, it sever TitleMax's claims after
granting it.
A party seeking to intervene under Rule 24(b) of the Federal Rules
of Civil Procedure may do so only upon filing of a timely motion.
In determining whether such a motion is timely, the Court must
consider three factors:
(i) how far the underlying suit has progressed;
(ii) second, the prejudice any resulting delay might cause the
other parties; and
(iii) third, why the movant was tardy in filing its motion.
Regarding the first factor, by the time TitleMax sought to
intervene, the proceedings in the present action had already
reached a relatively advanced stage. Because the Court is reluctant
to arrest the momentum of the lawsuit so near to its final
resolution, this first factor weighs against allowing
intervention.
The Court finds the second factor -- prejudice -- also weighs
against allowing TitleMax to intervene. TitleMax represents that
AMN agreed to its motion to intervene and does not claim any
prejudice related to TitleMax's intervention if granted. However,
AMN and Borrowers have filed responses opposing intervention. They
argue that TitleMax's intervention would significantly delay the
case.
AMN raises the concern that permitting intervention could
potentially open the floodgates to additional title lenders as
proposed intervenors. It also points out that TitleMax's standard
agreements with its borrowers contain mandatory arbitration
provisions that would lead to additional procedural motions
practice. And AMN notes that TitleMax makes claims against the
State of North Carolina, which, at this point, is only an
intervenor.
An additional source of prejudice is that as a result of TitleMax's
delay in seeking to intervene, the parties reached an agreement in
principle to settle the case about a month and a half after the
filing of the motion.
The Court concludes that the potential for prejudice in the form of
delay and disruption of the parties' progress toward ending this
litigation weighs against intervention.
The Court also considers the soundness of the reasons offered by
TitleMax for its delay in seeking to intervene. TitleMax does not
deny that it learned of the present action shortly after it was
commenced, but it asserts that it wanted to confirm that the Court
would exercise its jurisdiction over those claims presenting common
questions of law as TitleMax's own claims, truly placing the
parties at issue, before approaching the Court with an additional
motion that might be rendered moot. The Court finds TitleMax's
conscious decision to delay moving to intervene based on a gamble
that events would render intervention unnecessary weighs against
allowing intervention at this late point.
In sum, each of the three relevant factors weighs against granting
TitleMax's motion to intervene.
A copy of the Court's decision dated Feb. 27, 2025, is available at
https://urlcurt.com/u?l=BTvE2Z from PacerMonitor.com.
About Auto Money North
Auto Money North, LLC is a limited liability company that makes
loans secured by motor vehicles, commonly known as "title loans."
It is a supervised lender that is overseen by the South Carolina
Department of Consumer Finance and South Carolina Board of
Financial Institutions, whose lending activities are regulated and
audited by South Carolina. It operates 16 stores and has 47
employees as of Dec. 2, 2022.
Auto Money North sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D.S.C. Case No. 22-03309) on Dec. 2, 2022,
with up to $10 million in assets and up to $1 million in
liabilities. Jeremy Blackburn, Auto Money North officer, signed the
petition.
The Debtor tapped Stanley H. McGuffin, Esq., at Haynsworth Sinkler
Boyd, P.A. as bankruptcy counsel; and Markham Law Firm, LLC and
Womble Bond Dickinson (US) LLP as special counsels.
The case was dismissed on AMN's motion on June 23, 2023.
AXON ENTERPRISE: S&P Assigns 'BB+' ICR on Debt Raise
----------------------------------------------------
S&P Global Ratings assigned public safety hardware and software
provider Axon Enterprise Inc. a 'BB+' issuer credit rating. S&P
also assigned a 'BB+' issue-level rating and '3' recovery rating on
its new $1.5 billion senior unsecured notes and $300 million
unsecured revolving credit facility.
The stable outlook on Axon reflects S&P's expectation that strong
demand from public safety and government organizations for its
public safety hardware and software solutions will drive growth
rates above 20%. That strong growth rate, along with its good
EBITDA margins, will keep Axon's leverage below the mid-1x area
over the next year.
S&P said, "We believe Axon's business operations can support its
new debt burden. Axon is a public safety provider that produces
the TASER device, body and in-car camera solutions, security and
safety drones, and cloud software products for digital evidence
management, real-time operations, and productivity and acritical
intelligence (AI). Axon is looking to raise $1.5 billion in debt to
pay down its existing senior notes and for general corporate
purposes. While its debt will more than double, Axon's balance
sheet cash will net a significant portion of the debt, leading to
starting leverage below the 1x area.
"We believe Axon will use balance sheet cash for future
acquisitions or investments for growth opportunities. If it makes
similar acquisition purchases to 2024, we believe Axon can keep
leverage stable in 2025 and 2026. We project very strong
end-customer demand for all its solutions, driving organic growth
in the mid-20% area in 2025 and 2026. We believe that Axon will
continue to invest in its technology and products such that EBITDA
margins stay stable in the mid-20% area over the next few years.
Even though its debt burden will increase, we expect Axon's very
strong growth and stable EBITDA margins will help keep leverage
below the 1.5x area in 2025 and 2026.
"Although it does have a smaller scale and product portfolio
compared with other technology hardware companies, we believe Axon
is a market leader in the mission-critical public safety hardware
space. Axon does have smaller scale compared with other
technology hardware companies, with revenue of about $2 billion and
S&P adjusted EBITDA of about $450 million as of year-end 2024. Axon
also has a smaller product portfolio set with three different
product areas that we believe could limit its operating scale.
Lastly, due to heavy investments into its technology and products,
Axon has average EBITDA margins in the mid-20% area for a company
with roughly 60% hardware and 40% software business."
Axon has been operating for more than 30 years, always focused on
public safety. That long track record and heavy investments on
public safety solutions has made Axon one of the market leaders in
the space. Axon's TASER product is the market-leading nonlethal
de-escalation device, leading to mid-30% penetration in the U.S.
market. Axon is also one of the market leaders in body and car
cameras that can record all police and first responder encounters
to enhance transparency. Axon also developed its own cloud public
safety solution that has grown rapidly over the past few years.
S&P said, "Due to its market-leading solutions, we believe many of
Axon's products are mission critical and would be hard to cut, even
in any budgetary or macroeconomic downturn. We believe any public
safety or government organization would hesitate to cut public
safety solutions such as TASER or body cameras that could put more
of the public or its police officers in dangerous situations. While
operating scale is smaller with a more limited product portfolio
set than higher rated hardware companies, we believe Axon's market
leadership in mission-critical public safety solutions can offset
most economic issues, leading to a stable business.
"Due to strong end-customer demand, we expect Axon to continue to
improve its free operating cash flow (FOCF) generation over the
next few years. We expect Axon to see very strong organic growth
rates over the next few years. Axon's revenue increased by over 30%
in 2024 as demand for all its solutions was strong, driven by more
than 40% growth in its Axon cloud products, leading to FOCF
generation of more than $320 million in 2024.
"Due to the increase in debt, Axon's interest expense will also
increase. We also expect capital requirements (capex) to increase
to about $150 million as the company looks to invest more in
production capacity for its TASER and device business. While those
factors will hamper Axon's FOCF generation, we still expect FOCF to
improve over the next few years.
"We also project its very strong growth will lead to improvement in
EBITDA generation over the next few years. We expect its working
capital to improve on better efficiencies and cash conversion
cycle. Those should help Axon generate more than $320 million of
FOCF in 2025 and $440 million in 2026.
"As it continues to improve public safety and government
productivity, we believe Axon Cloud software's very strong growth
will endure. While Axon's most well-known public safety solution
is likely the TASER, its Axon Cloud software is its fastest growing
segment. Driven by Axon Evidence, which is a digital evidence
management system that allows public safety officers to review,
analyze, share, redact, and more, Axon Cloud software has seen more
than 40% CAGR growth over the past five years. We expect revenue in
this segment to be greater than its TASER product revenue in 2025,
reflecting how fast it has grown over the past few years. This is
improving recurring revenue for Axon such that its business
operations should be less volatile than a traditional technology
hardware company.
"We also believe Axon will benefit from its Productivity & AI
software solutions. Axon's AI solutions will increase productivity
and efficiency when it comes to manual tasks such as entering
evidence or transcribing reports. Due to these tailwinds, we
believe that Axon's cloud software will continue to see more than
25% growth over the next few years.
"The stable outlook on Axon reflects our expectation that strong
demand from public safety and government organizations for its
public safety hardware and software solutions will drive growth
rates above 20%. That strong growth rate, along with its good
EBITDA margins, will keep Axon's leverage below the mid-1x area
over the next year.
"We could lower our rating on Axon if it sustains leverage above
the 3x area due to more-aggressive financial policies such as
debt-funded acquisitions, macroeconomic or sector-specific
headwinds, legal issues from its public safety solutions, or
competitive pressures.
"We are unlikely to raise the rating on Axon to investment grade
over the next 12 months because of Axon's narrow market focus and
short track record operating at its current scale. Over a longer
horizon, we want the company to grow its recurring revenue and
enhance its business diversity before considering an investment
grade rating. We would also have to see longer track record of Axon
committed to running the company with leverage below the 2x area
for us to consider a higher rating."
Axon develops and manufactures hardware and software solutions used
by public safety and government organizations. It offers a wide
range of public safety products including TASER devices (39% of
2024 revenue), which are nonlethal de-escalation products, Sensors
& Others (22% of 2024 revenue), which include body and in-car
cameras, and Axon Cloud Software & Services (39% of 2024 revenue),
which are software that helps with digital evidence, real-time
operations, and productivity and efficiency. The company is based
out of Scottsdale, Ariz. and is a public company.
Assumptions
-- Global real GDP grows 3.2% in 2025 and 2026;
-- U.S. real GDP grows 2.0% in 2025 and 2026;
-- Global IT spending expands 9.0% in 2025;
-- In 2025 and 2026, revenue grows 23%-26%, which is above our
expected growth rates for global GDP, the U.S., and the global IT
sector, on strong demand for its mission-critical public safety
Axon Cloud and TASER solutions;
-- EBITDA margins remain in the mid-20% area in 2025 and 2026 as
Axon invests in product technology and go-to-market strategy to
drive strong growth;
-- Capex totals about $150 million in 2025 and 2026; and
-- Acquisitions of about $700 million in 2025 and 2026, similar to
2024.
Based on these assumptions, we arrive at the following credit
metrics:
-- S&P Global Ratings-adjusted leverage below the 1.5x area in
2025 and 2026; and
-- FOCF generation of more than $320 million in 2025 and $430
million in 2026.
S&P said, "In our view, Axon has adequate liquidity. Although it
passes our quantitative criteria for a higher liquidity
assessment--sources cover uses by over 11x for the next 12 months,
and net sources are positive in the near term even if EBITDA
declines 30%--qualitative factors constrain our assessment. Our
view that Axon could not absorb high-impact, low-probability events
without refinancing constrains the liquidity assessment at
adequate."
Principal liquidity sources:
-- About $980 million of cash and cash equivalents as of Dec. 31,
2024;
-- Full revolver credit facility availability of about $300
million due March 2030; and
-- Cash flow from operations of about $460 million.
Principal liquidity uses:
-- Working capital outflows of about $10 million; and
-- Capital spending of about $140 million.
ESG factors have no material influence on S&P's credit rating
analysis of Axon.
S&P said, "We assigned our recovery rating of '3' and issue-level
rating of 'BB+' to the $1.5 billion senior unsecured notes and $300
million revolving credit facility. We expect about 50% recovery in
a default scenario.
"The recovery rating is supported by our valuation of the business
as a going concern. However, it is constrained by the senior
unsecured debt assumed to be outstanding at default.
"Our hypothetical default scenario assumes a default occurring in
2030 due to depressed new bookings, contract losses, legal issues
from its public safety solutions, and increased competitive pricing
pressures due to weak macroeconomic conditions and heightened
competition in the financial technology sector.
"We applied a 6.5x multiple to our estimated distressed emergence
EBITDA of $150 million to estimate a gross enterprise value at
emergence of about $975 million. This multiple is consistent with
the multiples we use for other technology hardware companies with
similar scale, growth trajectories, and market positions."
-- Year of default: 2030
-- Emergence EBITDA: $150 million
-- Multiple: 6.5x
-- Revolving credit facility: 85% drawn at default
-- Net enterprise value (after 5% administrative costs): $926
million
-- Estimated senior unsecured debt: $1.8 billion
--Recovery expectations: 50%-70% (rounded estimate: 50%)
All debt amounts include six months of prepetition interest.
AY PHASE II: Secured Party to Sell Class A Interests on March 24
----------------------------------------------------------------
In accordance with applicable provisions of the Uniform Commercial
Code as enacted in New York, DBD AYB Funding LLC, as administrative
agent for DBD AYB Funding LLC and AYB Funding 100 LLC ("secured
party") will sell 100% of the Class A limited liability membership
interests in AY Phase II Development Company LLC, as more
particularly described in that certain amended and restated pledged
and security agreement, dated June 17, 2015, by and among secured
party and AY Phase II Mezzanine LLC ("collateral") to the highest
qualified bidder at public sale.
The public sale will take place on March 24, 2025, at 10:00 a.m.,
both in person and remotely from the offices of Rosenberg & Estis
PC, 733 Third Avenue, New York 10017, with access afforded in
person and remotely via zoom or other web-based video conferencing
and telephonic conferencing program selected by secured party.
The sale was originally set for Jan. 27, 2025.
Secured party's understanding is that the principal assets of the
Class A limited liability membership interests in AY Phase II
Development Company LLC is the parcel of real property on the
entire block bound by Six Avenue, Atlantic Avenue, Pacific Street
and Carlton Street, and the western blockfront of Carlton Street
between Atlantic and Pacific Street in the Prospect Heights section
of Brooklyn, New York, identified as B5, B6, B7 and B8 located in
Brooklyn, New York, and more particularly known as the air rights
parcels above Block 1120 and Block 1211 and the terra firm known as
Block 1120, Lots 19, 28, and 35 in Kings County, New York, as such
collateral is described in that certain Schedule II to the omnibus
first amendment and reaffirmation of loan documents dated as of
June 17, 2015, by and among secured party, AY Phase II Mezzanine
LLC, Forest City Enterprises Inc., Greenland US Holding Inc., and
Greenland US Commercial Holding Inc.
The sale will be conducted by Mannion Auctions LLC, by Matthew
Mannion.
Interested parties who would like additional information regarding
the sale must contact the agent for secured party, Nick Scribani of
Newmark at (212) 372-2113 or Nick.Scribani@nmrk.com.
Attorney for the Secured Party can be reached at:
Rosenberg & Estis PC
Attn: Eric S. Orenstein, Esq.
733 Third Avenue
New York, New York 10017
Tel: (212) 551-8438
Email: eorenstein@rosenbergestis.com
B. RILEY FINANCIAL: Regains Nasdaq Compliance After Q3 10-Q Filing
------------------------------------------------------------------
As previously reported in a Current Report on Form 8-K filed on
November 26, 2024, B. Riley Financial, Inc. received a notice from
the Nasdaq Stock Market LLC on November 20, 2024, which indicated
that, as a result of the Company's delay in filing its Quarterly
Report on Form 10-Q for the period ended June 30, 2024 and its
Quarterly Report on Form 10-Q for the period ended September 30,
2024, the Company was not in compliance with Nasdaq Listing Rule
5250(c)(1), which requires Nasdaq-listed companies to timely file
all required periodic reports with the U.S. Securities and Exchange
Commission.
As reported in its Third Quarter 10-Q filed with the SEC on
February 21, 2024, the Company received a notice from Nasdaq on
February 19, 2025, which indicated that the Company did not meet
the terms of the exception granted to file the Third Quarter 10-Q
by February 17, 2025 to regain compliance with the Rule. The
February 19 notice indicated that, absent an appeal by the Company,
trading in the Company's securities would have been suspended on
February 28, 2025.
On February 24, 2025, the Company received a notice from Nasdaq
indicating that, based on the Company's filing of the Third Quarter
10-Q, the Company is in compliance with the Rule and the matter is
now closed.
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.
BEACH BUGGY: Hires Jennings Realty Inc. as Real Estate Broker
-------------------------------------------------------------
Beach Buggy Holdings Corp. seeks approval from the U.S. Bankruptcy
Court for the Northern District of Illinois to hire Jennings Realty
Inc. as real estate broker.
The firm will list and market the Lotus Property located at 324 N.
Lotus Avenue, Chicago, Illinois.
The broker's commission is 4 percent of the gross purchase price or
5 and 1/2 of the gross purchase price in the event the real broker
acts as dual agent for the Debtor and the buyer.
As disclosed in the court filings, the broker represents no
interests adverse to the Debtor or to the estate in matters upon
which it is to be engaged for the Debtor.
The firm can be reached through:
Alfred Cohen
Jennings Realty Inc.
Glencoe, IL 60022
Phone: (847) 275-6629
About Beach Buggy Holdings Corp.
Beach Buggy Holdings sought relief under Subchapter V of Chapter 11
of the U.S. Bankruptcy Code (Bankr. N.D. Ill. Case No. 24-13021) on
September 3, 2024.
Judge David D Cleary presides over the case.
Gregory K. Stern of Gregory K. Stern, P.C. represents as the legal
counsel of the Debtor.
BIORA THERAPEUTICS: Committee Taps Pachulski Stang as Counsel
-------------------------------------------------------------
The official committee of unsecured creditors of Biora
Therapeutics, Inc. seeks approval from the U.S. Bankruptcy Court
for the District of Delaware to hire Pachulski Stang Ziehl & Jones
LLP as its counsel.
The firm's services include:
a. assisting, advising, and representing the Committee in its
consultations with the Debtors regarding the administration of the
Chapter 11 Case;
b. assisting, advising, and representing the Committee with
respect to the Debtors' retention of professionals and advisors
with respect to the Debtors' business and the Chapter 11 Case;
c. assisting, advising, and representing the Committee in
analyzing the Debtors' assets and liabilities, investigating the
extent and validity of liens, and participating in and reviewing
any proposed asset sales, asset dispositions, financing
arrangements, and cash collateral stipulations or proceedings;
d. assisting, advising, and representing the Committee in any
manner relevant to reviewing and determining the Debtors' rights
and obligations under leases and other executory contracts;
e. assisting, advising, and representing the Committee in
investigating the acts, conduct, assets, liabilities, and financial
condition of the Debtors, the Debtors' operations, and the
desirability of the continuance of any portion of those operations,
and any other matters relevant to the Chapter 11 Case or to the
formulation of a plan;
f. assisting, advising, and representing the Committee in
connection with any sale of the Debtors' assets;
g. assisting, advising, and representing the Committee in its
participation in the negotiation, formulation, or objection to any
plan of liquidation or reorganization;
h. assisting, advising, and representing 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;
i. assisting, advising, and representing the Committee in the
evaluation of claims and on any litigation matters, including
avoidance actions; and
j. providing such other services to the Committee as may be
necessary in the Chapter 11 Case.
The firm will be paid at these rates:
Partners $1,150 to $2,350 per hour
Of Counsel $1,050 to $1,850 per hour
Associates $725 to $1,225 per hour
Paraprofessionals $495 to $650 per hour
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Bradford J. Sandler, Esq., a partner at Pachulski Stang Ziehl &
Jones LLC, disclosed in a court filing that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code.
The firm can be reached at:
Bradford J. Sandler, Esq.
Pachulski Stang Ziehl & Jones LLC
780 3rd Ave., Suite 3400,
New York, NY 10017
Tel: (484) 275-5442
Email: bsandler@pszjlaw.com
About Biora Therapeutics Inc.
Biora Therapeutics Inc. creates innovative smart pills designed for
targeted drug delivery to the GI tract and systemic, needle-free
delivery of biotherapeutics. It develops therapies to improve
patients' lives.
Biora Therapeutics Inc. sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Case No. 24-12849) on December 27,
2024. In its petition, the Debtor reports estimated assets between
$10 million and $50 million and estimated liabilities between $100
million and $500 million.
Honorable Bankruptcy Judge Brendan Linehan Shannon handles the
case.
The Debtor tapped McDermott Will & Emery LLP as counsel, MTS Health
Partners as investment banker, and Kroll Restructuring
Administration LLC as administrative advisor. Evora Partners, LLC
is also tapped to provide the Debtor with a chief transition
officer (CTO) and certain additional personnel.
BLACKBRUSH INVESTMENTS: Seeks Chapter 11 Bankruptcy in Texas
------------------------------------------------------------
On March 4, 2025, Blackbrush Investments LLC filed Chapter 11
protection in the U.S. Bankruptcy Court for the Western District
of Texas. According to court filing, the Debtor reports between $1
million and $10 million in debt owed to 1 and 49 creditors. The
petition states funds will be available to unsecured creditors.
About Blackbrush Investments LLC
Blackbrush Investments LLC is a limited liability company.
Blackbrush Investments LLC sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. W.D. Tex. Case No. 25-11092) on March
4, 2025. In its petition, the Debtor reports estimated assets and
liabilities between $1 million and $10 million each.
Honorable Bankruptcy Judge Craig A. Gargotta handles the case.
The Debtor is represented by:
J. Seth Moore, Esq.
SNELL & WILMER
2501 N Harwood Street, Suite 1850
Dallas, Texas 75201
Tel: 214-305-7320
E-mail: semoore@swlaw.com
BLUE APPLE: Joseph Schwartz Named Subchapter V Trustee
------------------------------------------------------
The U.S. Trustee for Regions 3 and 9 appointed Joseph Schwartz
Esq., at Riker Danzig Scherer Hyland & Perretti, LLP, as Subchapter
V trustee for Blue Apple Books, LLC.
Mr. Schwartz will be paid an hourly fee of $400 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Schwartz declared that he is a disinterested person according
to Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Joseph L. Schwartz, Esq.
Riker Danzig Scherer Hyland & Perretti, LLP
One Speedwell Avenue,
Morristown, NJ 07962-1981
Phone: (973) 451-8506
Email: jschwartz@riker.com
About Blue Apple Books
Blue Apple Books, LLC filed Chapter 11 petition (Bankr. D.N.J. Case
No. 25-11469) on February 13, 2025, listing between $100,001 and
$500,000 in assets and between $500,001 and $1 million in
liabilities.
Judge Stacey L. Meisel presides over the case.
Kenneth Alan Rosen, Esq., at Ken Rosen Advisors, PC represents the
Debtor as legal counsel.
BLUM HOLDINGS: Settles Litigation With People's California
----------------------------------------------------------
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's 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 Blum Holdings
Blum Holdings, Inc., headquartered in Santa Ana, California, is a
cannabis company engaged in retail and distribution across
California. The company focuses on providing high-quality medical
and adult-use cannabis products and is known for its Korova brand,
which offers high-potency products in various categories. Blum
Holdings operates several dispensaries, including Blum OC in Orange
County, and locations under The Spot and Blum brands in Santa Ana,
Oakland, and San Leandro.
Costa Mesa, California-based Marcum LLP, the company's auditor
since 2018, issued a "going concern" qualification in its report
dated April 15, 2024. The report indicated a significant working
capital deficiency, substantial losses, and the need for additional
funds to meet obligations and sustain operations, raising
substantial doubt about Blum Holdings' ability to continue as a
going concern.
As of September 30, 2024, Blum Holdings had $38.7 million in total
assets, $66.2 million in total liabilities, and $27.5 million in
total mezzanine equity and stockholders' deficit.
BMA LLC: Amends Unsecureds & Secured Claims Pay Details
-------------------------------------------------------
BMA, LLC, submitted a Disclosure Statement in support of First
Amended Plan of Reorganization dated February 19, 2025.
After the Effective Date, the Debtor will continue to operate as
the owner of the claims and causes of action.
ATC and Debtor and Icenhour and CSI have entered into a settlement
agreement and stipulation in aid of confirmation ("Settlement
Agreement"). On December 13, 2024, ATC filed a Motion to Approve
Settlement Agreement and Stipulation in Aid of Confirmation,
Pursuant to Rule 9019, Fed. R. Bankr. P. ("9019 Motion").
The treatment of each creditor set forth in this Plan is in full
and complete satisfaction of the legal, contractual, and equitable
rights (including any liens) that each entity holding a Claim or an
Interest may have in or against the Debtor, the Estate, or their
respective property. This treatment supersedes and replaces any
agreements those entities may have in or against the Debtor, the
Estate, or their respective property.
Class 1 consists of Ms. Chaney Gifford's Secured Claims in the
amount of $362,000. In full and complete satisfaction of all of
Gifford's Secured Claims, Ms. Gifford shall receive 999 shares of
stock in reorganized ATC. After the issuance of 999 shares of stock
in reorganized ATC, Ms. Gifford shall have a 24.98% interest in
reorganized ATC. Class 1 is Impaired.
Class 2 consists of Mr. Cory Lucas's Secured Claims in the amount
of $362,000. In full and complete satisfaction of all of Lucas's
Claims, Mr. Lucas shall receive 999 shares of stock in reorganized
ATC. After the issuance of 999 shares of stock in reorganized ATC,
Mr. Lucas shall have a 24.98% interest in reorganized ATC. Class 2
is Impaired.
Class 3 consists of the Claims of Icenhour. In full and complete
satisfaction of all of Icenhour's Claims, pursuant to the terms of
the Settlement Agreement, Icenhour shall receive all of the
consideration provided in the Settlement Agreement, including
payments by ATC and liens on the assets of ATC, and, in exchange,
shall release its lien on and shall surrender its pledge of the
shares of stock in ATC. Class 3 is Impaired.
Class 4 consists of the JPMorgan Chase Bank, N.A.'s Secured Claim.
Payments are being made by Michelle Allen in satisfaction of
JPMorgan Chase Bank, N.A.'s Secured Claim and will continue post
confirmation. Nothing in this Plan otherwise impairs or otherwise
changes JPMorgan Chase Bank, N.A.'s rights or interests related to
their Secured Claim. Class 4 is Unimpaired.
Class 5 consists of the General Unsecured Claims not entitled to
priority held by any creditor of the Debtor, including the
unsecured deficiency claims of Icenhour, Ms. Gifford and Mr. Lucas.
In full and complete satisfaction of all of the General Unsecured
Claims, holders of General Unsecured Claims shall receive pro rata
distributions of any funds recovered through litigation of the
causes of action.
The Plan will be implemented, in part, as follows:
* On the Effective Date, Debtor shall execute any and all
documents necessary to cancel its stock in ATC.
* The Debtor will cause ATC to issue New Shares pursuant to
this Plan.
A full-text copy of the Disclosure Statement dated February 19,
2025 is available at https://urlcurt.com/u?l=diFELh from
PacerMonitor.com at no charge.
Counsel to the Debtors:
Christopher R. Kaup, Esq.
David Barlow, Esq.
TIFFANY & BOSCO, P.A.
2525 East Camelback Road
Phoenix, AZ 85016-4237
Tel: (602) 255-6000
Fax: (602) 255-0103
E-mail: crk@tblaw.com
dmb@tblaw.com
About BMA LLC
Alleged creditors filed an involuntary Chapter 11 petition for BMA
LLC (Bankr. D. Ariz. Case No. 24-02602) on Apr. 5, 2024. The
alleged creditors are Cory Lucas, Chaney Gifford, and Dan Earl.
BOVAN ENTERPRISES: Gets Final OK to Use $60K in Cash Collateral
---------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Michigan
issued a final order allowing Bovan Enterprises, LLC to use cash
collateral.
The final order authorized the company to use up to $60,000 in cash
collateral per month until further order of the court.
Secured creditors ELGA Credit Union and the U.S. Small Business
Administration will receive replacement liens in the company's
post-petition assets, with the same extent and priority as their
pre-bankruptcy liens.
The court set conditions under which the use of cash collateral may
be terminated, including case dismissal, conversion to Chapter 7,
appointment of a trustee, or the debtor ceasing operations.
About Bovan Enterprises
Bovan Enterprises, LLC filed Chapter 11 petition (Bankr. E.D. Mich.
Case No. 25-30084-jda) on January 17, 2025, with up to $500,000 in
assets and up to $10 million in liabilities. Waneita Bovan, member,
signed the petition.
Judge Joel D. Applebaum oversees the case.
The Debtor is represented by Peter T. Mooney, Esq., at Simen,
Figura & Parker.
BRC CAPITAL: Hires Konstantine Sparagis PC as Legal Counsel
-----------------------------------------------------------
BRC Capital LLC seeks approval from the U.S. Bankruptcy Court for
the Northern District of Illinois to hire the Law Offices of
Konstantine Sparagis, P.C. as counsel.
The firm's services include:
(a) advise the Debtor with respect to its powers and duties in
the continued management and operation of its business and
properties;
(b) attend meetings and negotiate with representatives of
creditors and other parties in interest;
(c) take all necessary action to protect and preserve the
Debtor's estate;
(d) prepare all legal papers necessary to administer the
Debtor's estate;
(e) take any action necessary on behalf of the Debtor to
obtain approval of a disclosure statement and its plan of
reorganization;
(f) represent the Debtor in connection with the obtaining
post-petition financing, if required;
(g) advise the Debtor in connection with any potential sale of
assets; and
(h) perform all other necessary legal services and provide all
other necessary legal advice to the Debtor in connection with the
Chapter 11 case.
The firm will be paid at these hourly rates:
Attorneys $350
Associate Attorneys $195
Paraprofessionals $75
In addition, the firm will seek reimbursement for expenses
incurred.
The firm received a pre-petition retainer in the amount of $15,000
from the Debtor.
Konstantine Sparagis, Esq., an attorney at Law Offices of
Konstantine Sparagis, 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:
Konstantine T. Sparagis, Esq.
Law Offices of Konstantine Sparagis, P.C.
900 W. Jackson Blvd., Ste. 4E
Chicago, IL 60607
Telephone: (312) 753-6956
Email: gus@konstantinelaw.com
About BRC Capital LLC
BRC Capital LLC is a single asset real estate company based in
Flossmoor, Illinois.
BRC Capital LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Ill. Case No. 25-00789) on January 20,
2025. In its petition, the Debtor reports estimated assets between
$500,000 and $1 million and estimated liabilities between $100,000
and $500,000.
Honorable Bankruptcy Judge Deborah L. Thorne handles the case.
The Debtor is represented by Konstantine T. Sparagis, Esq. at Law
Offices of Konstantine Sparagis PC.
BREAD FINANCIAL: S&P Rates $400MM Subordinated Unsecured Notes 'B'
------------------------------------------------------------------
S&P Global Ratings assigned its 'B' debt rating to Bread Financial
Holdings Inc.'s $400 million subordinated unsecured notes due 2035.
The rating on the subordinated debt is two notches lower than its
'BB-' issuer credit rating on the company, given the contractual
subordination of the issue to existing and future senior debt.
The issuance, which will count as a Tier 2 instrument, will
diversify Bread's capital stack, building regulatory total capital
to support its business growth plans. Bread's total risk-based and
common equity Tier 1 capital ratios were 13.8% and 12.4%,
respectively, at year-end 2024. This transaction will not affect
Bread's S&P Global Ratings risk-adjusted capital ratio because
subordinated debt is not eligible for inclusion in our measure of
total adjusted capital, the numerator of the ratio.
S&P's ratings on Bread reflect its favorable view of its progress
in improving financial and business measures, though overall
creditworthiness still trails that of higher-rated consumer peers,
in its view. In the past year, the company has continued to execute
its strategic priorities, with significant progress in reducing
parent debt and implementing enterprise governance and risk
management policies to better align with more rigorous bank holding
company regulatory standards.
BROWN GENERAL: Seeks to Hire Ford Brothers Inc as Auctioneer
------------------------------------------------------------
Brown General Contractors, LLC seeks approval from the U.S.
Bankruptcy Court for the Eastern District of Kentucky to employ
Ford Brothers, Inc. as auctioneer.
The firm will sell several pieces of surplus equipment owned by the
Debtor.
Ford Brothers collects a 10 percent buyer's premium to be paid by
the successful bidder, plus any out of pocket costs incurred.
Ford Brothers holds no interest adverse to the estate, according to
court filings.
The firm can be reached through:
Paul Playforth
Ford Brothers, Inc.
3375 East Highway 80
Somerset, KY 42501
Tel: (606) 679-2212
Email: auction@fordbrothersinc.com
About Brown General Contractors, LLC
Brown General Contractors LLC is the owner of real property located
at 255 Coleman Ln, Georgetown Ky valued at $959,000.
Brown General Contractors LLC sought relief under Subchapter V of
Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Ky. Case No.
24-51313) on October 15, 2024. In the petition filed by Ryan Brown,
as member, the Debtor reports total assets of $1,879,668 and total
liabilities of $2,628,660.
The Debtor is represented by Michael B. Baker, Esq. at THE BAKER
FIRM, PLLC.
CAPSTONE CONSULTING: Hires Cohne Kinghorn PC as Bankruptcy Counsel
------------------------------------------------------------------
Capstone Consulting LLC seeks approval from the U.S. Bankruptcy
Court for the District of Utah to employ Cohne Kinghorn, P.C. as
its general bankruptcy counsel.
The firm's services include:
a. preparing on behalf of the Debtor any necessary motions,
applications, answers, orders, reports and papers as required by
applicable bankruptcy or non-bankruptcy law, dictated by the
demands of the case, or required by the Court, and to represent the
Debtor in proceedings or hearings related thereto;
b. assisting the Debtor in analyzing and pursuing possible
reorganization possibilities;
c. assisting the Debtor in analyzing and pursuing any proposed
dispositions of assets of the Debtor’s estate;
d. reviewing, analyzing and advising the Debtor regarding
claims or causes of action to be pursued on behalf of its estate;
e. assisting the Debtor in providing information to creditors
and shareholders;
f. reviewing, analyzing and advising the Debtor regarding
retention of professionals and any fee applications or other issues
involving professional compensation in the Debtor’s case;
g. preparing and advising the Debtor regarding any Chapter 11
plan filed by the Debtor and advise the Debtor regarding Chapter 11
plans that may be filed by other constituents in the Debtor’s
case;
h. assisting the Debtor in negotiations with various creditor
constituencies regarding treatment, resolution and payment of the
creditors’ claims in this case;
i. reviewing and analyzing the validity of claims filed in
this case and advising the Debtor as to the filing of objections to
claims, if necessary; and
j. performing all other necessary legal services as may be
required by the needs of the Debtor in the above-captioned case.
The firm will be paid at these rates:
Shareholders $250 to $500 per hour
Associates $180 to $250 per hour
Paralegals $150 to $200 per hour
The firm will be paid a retainer in the amount of $64,512.
Cohne Kinghorn will also be reimbursed for reasonable out-of-pocket
expenses incurred.
In addition, the firm will seek reimbursement for its out-of-pocket
expenses.
George Hofmann, Esq., a partner at Cohne Kinghorn, P.C., disclosed
in a court filing that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
George Hofmann, Esq.
Cohne Kinghorn, P.C.,
111 East Broadway, 11th Floor
Salt Lake City, UT 84111
Tel: (801) 363-4300
About Capstone Consulting LLC
Capstone Consulting LLC is involved in real estate development,
with a focus on residential projects in the Logan, Utah area. The
Company works on subdividing properties, expanding neighborhoods,
and collaborating with other stakeholders to enhance local
communities.
Capstone Consulting LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Utah Case No. 25-20752) on February 18,
2025. In its petition, the Debtor reports estimated assets between
$10 million and $50 million and estimated liabilities between $1
million and $10 million.
Honorable Bankruptcy Judge Joel T. Marker handles the case.
The Debtor is represented by George B. Hofmann, Esq. at COHNE
KINGHORN, P.C.
CARIBE ENTERTAINMENTS: Unsecureds Will Get 15% over 60 Months
-------------------------------------------------------------
Caribe Entertainments Group, Inc., filed with the U.S. Bankruptcy
Court for the District of Puerto Rico a Disclosure Statement for
Plan of Reorganization.
The Debtor is a corporation. The Debtor operates two restaurants in
Condado Tourist Area in San Juan Puerto Rico.
The Debtor does not own any Real Properties, but owns Business
Equipment, furniture and inventory used in the operate two
restaurants in Condado Tourist Area which has a value of
approximately $32.312.97.
The Debtor filed a chapter 11 because debtor had difficult times
during the pandemic closing and incurred in arrears with the
Treasury Department and the municipality of San Juan.
The Debtors generates income from operation operate two restaurants
in Condado Tourist Area. This business operation generates income
to cover the proposed disbursements and to cover their tax
liabilities.
The Debtor's Projections evidence the Debtor's ability to meet
administrative expenses upon confirmation. Debtor estimates that at
the time of an Order of Confirmation, Debtor will have in excess of
$5,000.00 in his Debtor in Possession Account. These projections
are based on the Debtors pre-petition and post petition income as
well as the Debtor's current cash-balance in their DIP Account.
The Debtor's projected cash-flows also demonstrate a sustained
ability to continue to regular operation of the business and to
cover their personal expenses and co comply with the plan payments.
The Plan proposes payments and distributions on all Allowed Claims.
Class 2 consists of Allowed General Unsecured Claims. The Class 2
Claims will be Satisfied via monthly payments starting the
Effective Date of the Plan. Total Class 2 Claims is estimated at
$248,521.19 The Distribution of class 2 claims is estimated at
15.00% ($36,228.18). The distribution on this class will be monthly
starting on the effective date of the plan until the month 60. This
Class is impaired.
The Class 3 Claims consist of all equity security holders owned by
the corporation, if any: The Class 3 Claims will receive no
distribution under the plan. This Class is impaired will not vote
on the plan.
The Plan establishes that the Plan will be funded from the
Reorganized Debtor's cash flow generated by the Debtor. It
generally consists of the by the operating of the business. The
Debtor will contribute her cash flow to fund the Plan commencing on
the Effective Date of the Plan and continue to contribute through
the date that Holders of Allowed Class 1, 2 and 3, Claims receive
the payments specified for in the Plan.
A full-text copy of the Disclosure Statement dated February 19,
2025 is available at https://urlcurt.com/u?l=z0u8l0 from
PacerMonitor.com at no charge.
Counsel to the Debtor:
Jose M. Prieto Carballo, Esq.
JPC Law Office
P.O. Box 363565
San Juan, PR 00936
Telephone: (787) 607-2066
Email: jpc@jpclawpr.com
About Caribe Entertainments Group
Caribe Entertainments Group, Inc., filed its voluntary petition for
relief under Chapter 11 of the Bankruptcy Code (Bankr. D.P.R. Case
No. 24-03026) on July 22, 2024. In the petition signed by Tito
Enriquez Bustamante, president, the Debtor disclosed under $1
million in both assets and liabilities.
The Debtor tapped Jose M. Prieto Carballo, Esq., as bankruptcy
counsel and Rodriguez Espola (RELLC), LLC as its accountant.
CD&R VIALTO: S&P Raises ICR to 'CCC+' Following Debt Restructuring
------------------------------------------------------------------
S&P Global Ratings raised its issuer credit rating on New York
City-based provider of global mobility solutions CD&R Vialto UK
Intermediate 3 Ltd. (Vialto) to 'CCC+' from 'SD'. At the same time,
S&P raised its issue-level rating on the company's amended
first-lien credit facility to 'CCC+' from 'D'. The recovery rating
remains '3'.
The positive outlook reflects the possibility of an upgrade to 'B-'
over the next 12 months if Vialto can demonstrate top-line growth
with better control of its cost base that enables consistently
positive cash generation.
Vialto's capital structure remains unsustainable in our view
because of thin expected cash generation and a reliance on
favorable business and economic conditions. The company has
converted $550 million of total debt into equity, eliminating its
second-lien term loan and a portion of its first lien term loan,
while a $225 million cash infusion from its sponsors bolstered its
liquidity position and funded expenses related to the transaction.
In addition, its revolver and term loan maturities have been
extended to July 2029 and July 2030, respectively. The
restructuring reduces its annual cash interest obligations to about
$50 million, owing to reduced debt balances and a partial
payment-in-kind (PIK) option available until Oct. 31, 2026 under
the amended term loan. The improved debt service obligation,
combined with about $190 million of liquidity at the close of the
transaction, eliminates the risk of an imminent liquidity
shortfall. S&P said, "Still, we expect thin cash generation over
the next several quarters, and we believe Vialto remains reliant on
favorable conditions to meet its financial commitments. We forecast
unadjusted free cash flow deficits of about $90 million in fiscal
2025 (ending June 30, 2025), largely driven by non-recurring costs
related to its business improvement initiatives. In fiscal 2026, we
expect free cash flow will turn thinly positive."
S&P said, "Establishing a cleaner earnings profile with fewer
addbacks and improving cash generation over the coming quarters
could improve our view of its business and its capital structure.
We will continue to monitor the company's progress closely and
consider whether its cash generative capacity is improving
sufficiently to cover its interest burden without the use of its
PIK option." Since its carveout from PricewaterhouseCoopers (PwC),
the company has gained a track record of significantly
underperforming expectations amid unforeseen expenses that more
than offset its earlier cost-savings initiatives. Meanwhile, it
consistently fell short of its revenue growth plans. Demonstrating
a successful turnaround with steady performance improvement that
tracks closely to its budget and longer-term plans would be a
better indicator of Vialto's future performance.
Successful execution of its initiatives, including its cost-savings
program and its focus on working capital should drive expanding
profit margin and increasing cash generation over time. The company
eliminated about $30 million of expenses last year as it down-sized
staffing levels and took other cost-saving actions, with most of
the benefit from these actions to be realized in fiscal 2025
(ending June 30, 2025). S&P also anticipates additional cost
reductions to be executed this year. These actions should help
improve profit margin over time, but some related costs to achieve
it will burden S&P Global Ratings-adjusted EBITDA in the shorter
term.
In fiscal 2024, the company identified deficiencies in its work in
process (WIP) management and client billing practices and took
corrective action. This led to approximately $100 million cash
inflow related to unbilled receivables last year, and we think the
company will demonstrate better working capital management with an
improving receivables portfolio. S&P said, "We anticipate reduced
working capital swings and better predictability going forward as
the new management improves its insight into WIP and accounts
receivable data while creating incentives for and enforcing better
collection practices globally across the firm. While we currently
expect modest annual working capital uses associated with revenue
growth, management's ongoing focus could drive better working
capital performance."
Vialto benefits from a sticky client base and opportunities to
cross sell, take pricing actions, and win new business provide a
catalyst for revenue growth. Despite falling short of expectations,
Vialto has generally tended to increase its topline consistently,
enabled by very good client retention at about 98%. S&P said, "In
addition, Vialto's contract terms often include a cost-of-living
adjustment clause, and we think the company generally holds some
pricing power. We expect it will focus its client acquisition
efforts on higher-margin services while also pursuing targeted
cross-selling opportunities. Improved focus on generating
profitable business should expand topline, and we forecast about 2%
growth this year, accelerating in fiscal 2026."
The business relies on client relationships managed largely by its
170 partners, and it has maintained good retention of its most
senior talent pool. Still, S&P believes some partner and employee
attrition risk remains that could ultimately lead to client
attrition.
The positive outlook reflects the possibility that Vialto could
demonstrate successful cost takeout initiatives, improved working
capital management, and revenue growth. The associated expanding
profitability and cash generation would lead S&P to view the
business and its capital structure more favorably.
S&P could take a negative rating action if it no longer expected
cash generation could strengthen to cover its obligations
consistently without reliance on the PIK option under its term
loan. This could occur, for example, if:
-- Revenue growth did not materialize as expected, perhaps because
of increasing client attrition or deteriorating economic conditions
that drove reduced demand for workforce mobility services.
-- The company faced unanticipated expenses that offset its cost
takeout initiatives and hindered our expectation for EBITDA margin
expansion;
-- Recent working capital improvements were reversed and drove
inflating receivables balances with weakening collections; or
-- Business execution missteps result in greater calls on cash and
deteriorate Vialto's liquidity position.
S&P could raise the ratings in the next 12 months if Vialto
demonstrated consistently improving cash generation, and it
expected that it could expand its cash flow profile sufficiently to
eliminate reliance on the PIK option under its term loan. In this
scenario, S&P would expect:
-- Revenue growth at least consistent with our forecast, with
sustained good client retention, supported by sustained global
demand for workforce mobility services;
-- Management to demonstrate control over its cost structure
through expense reduction and declining EBITDA add-backs;
-- Improved working capital flows without large swings that drive
significant unanticipated pressure on cash flow; and
-- A demonstration of good business execution and prudent
liquidity management.
CELULARITY INC: Signs Manufacturing Deal With BlueSphere Bio
------------------------------------------------------------
Celularity Inc. has entered into a Master Services Collaboration
Agreement with BlueSphere Bio, Inc. (BSB) covering manufacturing
activities for certain BSB cell therapy products.
This collaboration is the second of its kind for Celularity and
demonstrates the Company's ability to leverage its world class cGMP
manufacturing infrastructure and deep expertise to attract clients
like BSB, who are seeking differentiated alternatives to
manufacture their therapeutic products in an ever-changing
landscape. This collaboration further evidences the revenue
generating potential of Celularity's assets.
The Collaboration Agreement will initially focus on the production
of BSB's novel T cell receptor (TCR) T cell therapies using the
technical and manufacturing capabilities at Celularity's Florham
Park, NJ, cGMP-ready facility. This collaboration will extend to
all aspects of cell therapy manufacturing including Chemistry,
Manufacturing and Controls (CMC), Quality Assurance and Quality
Control. As part of this Collaboration, Celularity will dedicate
staff and a small portion of its 37,000 square foot commercial
manufacturing footprint. In coordination with Celularity
management, BSB and its team will have oversight over production of
its second cell therapy product for the treatment of Acute
Myelogenous Leukemia (AML) both in the U.S. and abroad.
Robert J. Hariri, M.D., Ph.D., Celularity CEO and Chair, said, "We
are delighted to announce this important collaboration, which will
bring together our core strengths in cell manufacturing, process
development and BSB's development of novel cell therapies to treat
high risk leukemias. Celularity has invested significant capital in
its manufacturing and development infrastructure, with a vision to
not only support its own programs, but to create a collaborative
business model for companies like BSB, to leverage Celularity's
technical capabilities. This new relationship with BSB further
realizes that objective and helps set the stage for future clients
seeking transformative alternatives for any GMP manufacturing
needs."
Keir Loiacono, CEO of BlueSphere noted, "Reliable and flexible
manufacturing are critical to a successful cell therapy program.
The quality of Celularity's business model and facility will
provide BlueSphere with the necessary tools to advance our assets
to the clinic in an affordable fashion, without relinquishing
control over our processes. The team at Celularity has been
welcoming and open to addressing all our needs, and we look forward
to working with them."
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: Fails to Meet Nasdaq's Stockholder Equity Rule
-----------------------------------------------------------
Cemtrex, Inc. disclosed in a Form 8-K Report filed with the U.S.
Securities and Exchange Commission that on February 21, 2025, it
received a notification letter from the Listing Qualifications
Department of The Nasdaq Stock Market LLC, notifying the Company
that, because the stockholder's equity for the Company was below
$2,500,000 as reported on its Form 10-Q for the period ended
December 31, 2024, the Company no longer meets the minimum
shareholder's equity requirement for continued listing on The
Nasdaq Capital Market under Nasdaq Marketplace Rule 5550(b)(1),
requiring a minimum stockholder's equity of $2,500,000.
The notification has no immediate effect on the listing of the
Company's common stock. In accordance with Nasdaq Marketplace Rule
5810(c)(3)(A), the Company has 45 calendar days to submit a plan to
regain compliance or until April 7, 2025. If the plan is accepted,
Nasdaq can grant an extension of up to 180 calendar days from the
date of the letter to evidence compliance, or until August 20,
2025, to regain compliance with the Minimum Stockholder's Equity
Requirement. If at any time before August 20, 2025, the Company's
stockholder's equity is reported at or above $2,500,000, Nasdaq
will provide written notification that the Company has achieved
compliance with the Minimum Stockholder's Equity Requirement.
The Company is currently working on a plan to submit to Nasdaq to
regain compliance on the Minimum Stockholder's Equity Requirement
and action to meet the Minimum Bid Price Requirement. There can be
no guarantee that the Company will be able to regain compliance
with either requirement or that its plan will be accepted by
Nasdaq.
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.
CIMG INC: Receives Nasdaq Notice on Periodic Report Deficiencies
----------------------------------------------------------------
CIMG Inc. announced that it received letters from Nasdaq regarding
deficiencies in the periodic report.
The Company received a notification letter from the Listing
Qualifications Department of The Nasdaq Stock Market LLC indicating
that the Company is not in compliance with Listing Rule 5250(c)(1)
because the Company did not timely file its quarterly report on
Form 10-Q for the period ended December 31, 2024 with the
Securities and Exchange Commission. The Periodic Report Notice has
no immediate effect on the listing of the Company's common stock,
par value $0.00001 per share, which continues to trade on The
Nasdaq Capital Market under the symbol "IMG."
In accordance with the earlier deficiency notice letter from Nasdaq
dated January 17, 2025 disclosed in the Company's current report on
Form 8-K filed on January 21, 2025, the Company has until March 18,
2025 to submit a plan to regain compliance with respect to the
delinquent reports. Any exception granted by Nasdaq to allow the
Company to regain compliance, if granted, will be limited to a
maximum of 180 calendar days from the due date of the initial
delinquent filing, or July 14, 2025.
Due to business and management restructuring, the Company needs
additional time to complete its financial statements, notes to the
financial statements, as well as to have the report reviewed by its
accountants and attorneys. The Company continues to work diligently
to enable the filing of the Form 10-Q with the SEC as soon as
reasonably practicable.
About CIMG Inc.
Headquartered in Vista, California, CIMG Inc. (formerly Nuzee,
Inc.) is a digital marketing, sales and distribution company for
various consumer products with focuses on food and beverages.
Dedicated to reshaping the digital marketing and distribution with
technological applications, the Company endeavors to create greater
commercial value for its business partners and therefore enhance
its own enterprise value and shareholders' value of their stake in
the Company. The Company has a professional brand and marketing
management system, which can quickly help partnering enterprises
achieve the connection, management, and operation of marketing
channels domestically and globally.
The Company has had limited revenues, recurring losses and an
accumulated deficit. These items raise substantial doubt as to the
Company's ability to continue as a going concern, according to the
Company's Quarterly Report for the period ended June 30, 2024.
The Company has not yet filed its Form 10-K for the fiscal year
ended Sept. 30, 2023.
CITY BREWING: Considers Lender Takeover in Restructuring
--------------------------------------------------------
Reshmi Basu of Bloomberg News reports that City Brewing Co., the
producer of White Claw and Pabst Blue Ribbon, is in talks with
creditors about an out-of-court restructuring that could transfer
control to lenders, according to people familiar with the matter.
Negotiations are ongoing, and no final decision has been reached,
the sources said, requesting anonymity due to the confidential
nature of the discussions, the report states.
Discussions with creditors accelerated late last year as City
Brewing, backed by Charlesbank Capital Partners and Oaktree Capital
Management, sought to strengthen its cash position amid weakening
demand, Bloomberg previously reported.
About City Brewing Co. LLC
City Brewing Company, LLC operates as a brewery company. The
Company manufactures beverages by contract, including beer, malts,
teas, soft drinks, energy drinks, and other new age beverages. City
Brewing serves customers in the United States.
CLI TRANSPORTATION: Michael Carmel Named Subchapter V Trustee
-------------------------------------------------------------
The U.S. Trustee for Region 14 appointed Michael Carmel of Michael
W. Carmel, Ltd. as Subchapter V trustee for CLI Transportation,
Inc.
Mr. Carmel will be paid an hourly fee of $550 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Carmel declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Michael W. Carmel
Michael W. Carmel, Ltd.
80 E. Columbus Ave
Phoenix, AZ 85012-4965
Phone: 602-264-4965
Fax: 602-277-0144
Email: michael@mcarmellaw.com
About CLI Transportation
CLI Transportation, Inc. filed a petition under Chapter 11,
Subchapter V of the Bankruptcy Code (Bankr. D. Ariz. Case No.
25-01437) on February 21, 2025, listing between $100,001 and
$500,000 in both assets and liabilities.
Judge Eddward P. Ballinger Jr. presides over the case.
James F. Kahn, Esq., at Kahn & Ahart, PLLC represents the Debtor as
legal counsel.
COMPREHENSIVE INTERVENTIONAL: Taps Sacks Tierney P.A. as Attorney
-----------------------------------------------------------------
Comprehensive Interventional Care Centers PLLC and its affiliates
seek approval from the U.S. Bankruptcy Court for the District of
Arizona to employ Sacks Tierney P.A. as their attorneys.
The firm will assist the Debtor in all matters associated with the
Debtor's Chapter 11 bankruptcy proceeding and represent the Debtor
in all hearings before the Bankruptcy Court and will negotiate and
resolve all issues related to the Debtor's Chapter 11 proceeding.
The firm will be paid at these rates:
Partners $400 to $625 per hour
Associates $320 to $425 per hour
Paralegals $220 to $240 per hour
In addition, the firm will receive reimbursement for out-of-pocket
expenses incurred.
As disclosed in a court filing that his firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Wesley D. Ray, Esq.
Philip R. Rudd, Esq.
Sacks Tierney P.A.
4250 N. Drinkwater Blvd., 4th Floor
Scottsdale, AZ 85251-3693
Tel: (480) 425-2600
Fax: (480) 970-4610
Email: Wesley.Ray@SacksTierney.com
Philip.Rudd@SacksTierney.com
About Comprehensive Interventional Care Centers PLLC
Comprehensive Interventional Care Centers PLLC is a multi-specialty
medical practice with a team of experts in interventional
radiology, vein care, podiatry, cardiology, and vascular surgery,
offering cutting-edge treatments with minimal risk and recovery
time. They focus on treating a wide range of conditions, including
neuropathy, vascular diseases, vein issues, ulcers, and heart
disease.
Comprehensive Interventional Care Centers PLLC sought relief under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Ariz. Case
No.25-01225) on February 13, 2025. In its petition, the Debtor
reports estimated assets and liabilities between $10 million and
$50 million each.
The Debtor is represented by Wesley D. Ray, Esq. at SACKS TIERNEY
P.A.
COMPREHENSIVE INTERVENTIONAL: U.S. Trustee Unable to Form 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 Comprehensive Interventional Care Centers,
PLLC.
About Comprehensive Interventional Care Centers
Comprehensive Interventional Care Centers, PLLC is a
multi-specialty medical practice with a team of experts in
interventional radiology, vein care, podiatry, cardiology, and
vascular surgery, offering cutting-edge treatments with minimal
risk and recovery time. They focus on treating a wide range of
conditions, including neuropathy, vascular diseases, vein issues,
ulcers, and heart disease.
Comprehensive Interventional Care Centers and two of its affiliates
sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr.
D. Ariz., Case No.25-01225) on February 13, 2025. Comprehensive
Intervetional listed between $10 million and $50 million in both
assets and liabilities.
The Debtor is represented by Wesley D. Ray, Esq. of Sacks Tierney,
P.A.
CONNEXA SPORTS: Unit Inks Content Creation Deal With TikTok
-----------------------------------------------------------
Connexa Sports Technologies Inc. announced that its majority-owned
subsidiary, Yuanyu Enterprise Management Limited (YYEM), has signed
an MCN (Multi-Channel Network) agency services agreement to create
and sell content to TikTok as part of its exciting new vertical
centered on social networking applications.
Under this agreement, YYEM will procure the production of content
to be live-streamed or served as videos to TikTok's multitude of
users in the Middle East and North Africa (MENA). This is expected
to include engaging broadcasts across various categories, such as
sports, gaming, and lifestyle topics, produced by popular Twitch
hosts and other influencers within the network that YYEM is
developing. We anticipate that YYEM's new vertical will also
include live-streaming, voice chat rooms, gaming, and
influencer-driven user-generated content (UGC). The fees generated
by the arrangement with TikTok will depend on the rate of
conversion by TikTok end-users.
With TikTok facing uncertainty in North America, YYEM is aiming to
capitalize on the platform's massive reach in the MENA region. As
of July 2024, countries like the United Arab Emirates and Saudi
Arabia reported TikTok penetration rates exceeding 120% of the
adult population, making this a prime market for YYAI and YYEM to
target with our new venture.
Hongyu Zhou, Chairman of YYAI, commented, "This deal has the
potential to create new revenue streams for YYAI, as well as
marketing and other opportunities related to YYEM's engagement with
TikTok's large and growing base of users and fans. Given the
challenges TikTok is facing in the United States, we believe that
partnering with TikTok in the MENA region presents a unique
opportunity. We expect to grow our social networking, influencer,
and content creation business over the coming year and anticipate
that our new social networking vertical will open further
opportunities for YYAI."
This TikTok collaboration furthers Connexa's mission to leverage
technology and partnerships to unlock new opportunities in the
digital landscape. By combining a portfolio of innovative
technologies with an extensive influencer network, Connexa and YYEM
aim to redefine content creation in one of TikTok's most engaged
markets.
About Connexa Sports
Headquartered in Windsor Mill, Maryland, Connexa Sports
Technologies Inc. -- www.connexasports.com -- is a connected sports
company delivering products, technologies, and services across a
range of activities in sports. Connexa's mission is to reinvent
sports through technological innovation driven by an unwavering
focus on today's sports consumer.
Connexa reported $21,583,761 in total assets, $13,542,980 in total
liabilities, and $8,040,781 in total stockholders' equity as of
October 31, 2024.
Lagos, Nigeria-based Olayinka Oyebola & Co., the Company's former
auditor 2023, issued a "going concern" qualification in its report
dated July 24, 2024, citing that the Company suffered an
accumulated deficit of $(167,387,028), net loss of $(15,636,418),
and decline in net sales. These matters raise substantial doubt
about the Company's ability to continue as a going concern.
On October 30, 2024, the Board of Directors and the audit committee
of the Company approved the engagement of Bush & Associates CPA as
the Company's independent registered public accounting firm for the
fiscal year ended April 30, 2025, effective immediately, and
dismissed Olayinka Oyebola & Co as the Company's independent
registered public accounting firm.
The reason for the dismissal of OOC and the engagement of B&A is
that due to the charges brought by the U.S. Securities and Exchange
Commission against OOC for allegedly aiding and abetting a
securities fraud, the risk of continuing with OOC as the Company's
auditor is no longer tolerable to the Company.
CORIZON LLC: Ruling in Chapman v. Dunn, et al. Suit Reversed
------------------------------------------------------------
In the appealed case captioned as MICHAEL CHAPMAN,
Plaintiff-Appellant, versus JEFFERSON S. DUNN, Former Commissioner
of the Alabama Department of Corrections, in his Individual
Capacity, RUTH NAGLICH, Assoc Comm Health A.D.O.C., MARY COOKS,
Former Warden Draper CF, MICHELLE SAGERS COPELAND, Former HSA,
CHARLIE T. WAUGH, et al., No. 23-11132 (11th Cir.), Judges Kevin C.
Newsom, Adalberto Jordan and Andrew L. Brasher of the United States
Court of Appeals for the Eleventh Circuit reversed the
determination of the United States District Court for the Middle
District of Alabama that the Sec. 1983 claim of inmate Michael
Chapman against Charlie Waugh, nurse practitioner at Corizon LLC,
was time-barred.
Michael Chapman is an indigent Alabama inmate. Throughout the
period relevant to this appeal, he was incarcerated at Draper
Correctional Facility in Elmore, Alabama.
Chapman filed suit pro se under 42 U.S.C. Sec. 1983 against
numerous prison officials and healthcare providers -- including
Jefferson Dunn (former commissioner for the Alabama Department of
Corrections), Ruth Naglich (former associate commissioner), Mary
Cooks (former warden), Corizon LLC (the company that held the
contract to provide medical services at Draper), Michelle Sagers
Copeland (Corizon's registered nurse), and Charlie Waugh (Corizon's
nurse practitioner). Chapman's amended complaint alleged that these
defendants exhibited deliberate indifference to his medical needs
by refusing to treat his ear infection, perform postcataract
surgery clean-up on his left eye, and perform cataract surgery on
his right eye. Chapman also advanced state-law-negligence and
medical-malpractice claims against Corizon, Copeland, and Waugh.
Some procedural and evidentiary back-and-forth ensued. After
Chapman filed his amended complaint, a magistrate judge ordered the
defendants to file answers and written reports with affidavits
concerning the allegations raised in the complaint as well as any
defenses.
In August 2020, the magistrate judge ordered Chapman to file a
response of his own. About a year later, Chapman sought discovery
pertaining to his medical records -- which the court granted --and
that discovery process continued until about November 2022. The
court then ordered Chapman to respond to one of the defendants'
declarations concerning his medical history. Although Chapman
timely mailed his response, it wasn't docketed until late March
2023, by which point the magistrate judge had already issued his
report and recommendation and the district court had already
adopted it.
The report and recommendation advised granting summary judgment in
favor of all defendants on Chapman's Sec. 1983 claims. It deemed
Chapman's deliberate-indifference claims against Copeland and Waugh
time-barred because Chapman had filed his complaint more than two
years after his last interaction with either defendant. The
magistrate judge concluded that those claims also failed on the
merits. The report further reasoned that Chapman's claims against
Dunn, Naglich, and Cooks in their official capacities were barred
by sovereign immunity. As for Corizon, the report concluded that
Chapman had presented no evidence in his pleadings that the company
had a policy or custom that contributed to his alleged
constitutional violations. The magistrate judge declined to address
Chapman's state-law claims.
Before the district court adopted the report and recommendation,
Corizon filed a notice with the district court that it had entered
Chapter 11 bankruptcy proceedings in the Southern District of
Texas, which had entered an automatic stay of all judicial
proceedings against the company. Accordingly, the district court
stayed Chapman's action against Corizon until further order. It
also ordered Corizon to file 90-day status reports on the
bankruptcy proceedings and to provide notice once those proceedings
ended. Corizon's bankruptcy case is ongoing, and the company has so
far failed to provide the required updates.
The same day that it stayed the case against Corizon, the district
court adopted the magistrate judge's report and recommendation as
to all the other defendants, granting them summary judgment on
Chapman's Sec. 1983 claims and dismissing the state-law claims
without prejudice. It entered final judgment for those defendants
under Federal Rule of Civil Procedure 54(b), which allows for the
entry of final judgment as to fewer than all claims or defendants
if the court expressly determines that there is no just reason for
delay.
Chapman presents several arguments on appeal. He contends that the
district court wrongly rejected his claim against nurse Waugh as
time-barred. He maintains that the court applied the wrong
deliberate indifference standard in adjudicating his claim against
Waugh and erroneously rejected his request for injunctive relief
against Commissioner John Hamm on sovereign-immunity grounds. And
he insists that the district court failed to follow proper
procedures in granting summary judgment against him.
Chapman filed his complaint on Dec. 23, 2019. In holding that
Chapman's deliberate-indifference claim against Waugh was
time-barred, the district court emphasized that Waugh temporarily
left her employment with Corizon on Dec. 11, 2017. It had thus been
more than two years, the district court reasoned, since Waugh could
have engaged in any of the challenged conduct about which Chapman
complains. The district court also found that Chapman had not
identified any facts that could support a finding that he would not
have been aware of any injury that Waugh caused before she left
Corizon.
According to the Ninth Circuit, the district court's focus on
Chapman's interactions with Waugh—and thus on Waugh's actions
toward Chapman—was misplaced. The Circuit Judges explain, "Our
caselaw makes clear that a Sec. 1983 claim accrues only once the
plaintiff knows or should know 'the injury that forms the basis of
his complaint,' as well as who caused that injury. Chapman's
complaint alleges that Waugh's deliberate indifference to his
medical needs caused the injuries for which he seeks
damages—namely, his mastoiditis, ruptured ear drum, and brain
abscess. And Chapman couldn't have known of those injuries until he
suffered a seizure and was admitted to the hospital, which occurred
on Jan. 1, 2018—i.e., within the two-year statute of
limitations."
The Ninth Circuit finds looking at this suit as laid out in this
complaint, Chapman's claim against Waugh accrued within the
limitations period and is timely.
The Circuit Judges conclude that the district court erred in
holding that Chapman's deliberate-indifference claim against Waugh
was time-barred, and we reverse on that issue. They vacate the
district court's grant of summary judgment for Waugh and remand so
that the court can consider that claim in light of our intervening
decision in Wade. They also vacate the district court's judgment
for Hamm on Chapman's deliberate-indifference claim for injunctive
relief and remand so that the court can address the merits of that
claim under Wade. Finally, due to its procedural error, the Circuit
Judges vacate the district court's judgment for all other
defendants and remand for consideration of those claims in light of
Wade.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=6e4W2v
About Tehum Care Services
Tehum Care Services Inc., doing business as Corizon Health Services
Inc., is a privately held prison healthcare contractor in the
United States. It is based in Brentwood, Tenn.
Tehum Care Services filed a petition for relief under Chapter 11 of
the Bankruptcy Code (Bankr. S.D. Tex. Case No. 23-90086) on Feb.
13, 2023. In the petition filed by Russell A. Perry, as chief
restructuring officer, the Debtor reported assets between $1
million and $10 million and liabilities between $10 million and $50
million.
Judge Christopher M. Lopez oversees the case.
The Debtor is represented by Jason S Brookner, Esq., at Gray Reed &
McGraw, LLP.
CRC RESTAURANT: Unsecured Creditors to Split $16,500 over 3 Years
-----------------------------------------------------------------
CRC Restaurant Group LLC filed with the U.S. Bankruptcy Court for
the Middle District of Florida a First Amended Plan of
Reorganization dated February 19, 2025.
The Debtor is a Florida limited liability company created by
Articles of Organization filed with the Florida Secretary of State
on or around August 17, 2015.
The Debtor operates a sports bar/restaurant located in the heart of
Cocoa Beach located 1 mile away from the cruise port. The Debtor's
principal place of business is located at 5590 N Atlantic Avenue,
Cocoa Beach, Florida, 32931 ("Premises"), which the Debtor leases
from Ocean Partners Hospitality (a noninsider).
This Plan provides for: 1 class of secured claims; 1 class of
unsecured claims; and 1 class of equity security holders.
The Debtor's projected Disposable Income over the life of the Plan
is $16,344.00.
Class 2 consists of the Allowed Unsecured Claims against the
Debtor. This Class is Impaired.
* Consensual Plan Treatment: The liquidation value or amount
that unsecured creditors would receive in a hypothetical chapter 7
case is approximately $0.00. Accordingly, the Debtor proposes to
pay unsecured creditors a pro rata portion of $16,500.00. Payments
will be made in equal quarterly payments of $1,375.00. Payments
shall commence on the fifteenth day of the month, on the first
month that begins more than ninety days after the Effective Date
and shall continue quarterly for eleven additional quarters.
Pursuant to Section 1191 of the Bankruptcy Code, the value to be
distributed to unsecured creditors is greater than the Debtor's
projected disposable income to be received in the 3-year period
beginning on the date that the first payment is due under the plan.
Holders of Class 2 claims shall be paid directly by the Debtor.
* Nonconsensual Plan Treatment: The liquidation value or
amount that unsecured creditors would receive in a hypothetical
chapter 7 case is approximately $0.00. Accordingly, the Debtor
proposes to pay unsecured creditors a pro rata portion of its
projected Disposable Income, $4,955.00. If the Debtor remains in
possession, plan payments shall include the Subchapter V Trustee's
administrative fee which will be billed hourly at the Subchapter V
Trustee's then current allowable blended rate. Plan Payments shall
commence on the fifteenth day of the month, on the first month that
is one year after the Effective Date and shall continue annually
for two additional years. The initial estimated annual payment
shall be $10,554.00. Holders of Class 2 claims shall be paid
directly by the Debtor.
The Plan contemplates that the Reorganized Debtor will continue to
operate the Debtor's business.
Except as explicitly set forth in this Plan, all cash in excess of
operating expenses generated from operation until the Effective
Date will be used for Plan Payments or Plan implementation, cash on
hand as of Confirmation shall be available for Administrative
Expenses.
A full-text copy of the First Amended Plan dated February 19, 2025
is available at https://urlcurt.com/u?l=QzRNBK from
PacerMonitor.com at no charge.
Counsel to the Debtor:
Jeffrey S. Ainsworth, Esq.
Cole B. Branson, Esq.
BransonLaw, PLLC
1501 E. Concord St.
Orlando, FL 32803
Telephone: (407) 894-6834
Facsimile: (407) 894-8559
Email: jeff@bransonlaw.com
E-mail: cole@bransonlaw.com
About CRC Restaurant Group
CRC Restaurant Group, LLC, a company in Cocoa Beach, Fla., filed a
petition under Chapter 11, Subchapter V of the Bankruptcy Code
(Bankr. M.D. Fla. Case No. 24-04571) on August 28, 2024, with up to
$50,000 in assets and up to $10 million in liabilities. Danny
Chopra, manager, signed the petition.
Judge Tiffany P. Geyer presides over the case.
Jeffrey S. Ainsworth, Esq., at Bransonlaw, PLLC, is the Debtor's
bankruptcy counsel.
CREATIVE REALITIES: Enters Fourth Amendment to Reflect Merger Deal
------------------------------------------------------------------
As previously reported, on November 12, 2021, Creative Realities,
Inc., Reflect Systems, Inc., and RSI Exit Corporation entered into
an Agreement and Plan of Merger (as amended on February 8, 2022,
February 11, 2023, and February 17, 2025).
On February 23, 2025, the parties executed a Fourth Amendment to
the Merger Agreement, which delayed the dates on which former
Reflect stockholders seeking payment of "Guaranteed Consideration"
under the Merger Agreement may submit written demands, from the
30-day period starting February 24, 2025, to the 30-day period
starting March 17, 2025.
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.
CREDITO REAL: US Development Agency Objects to Chapter 15
---------------------------------------------------------
Emlyn Cameron of Law360 reports that the U.S. International
Development Finance Corp. has contested Mexico-based payday lender
Credito Real's Chapter 15 recognition petition in Delaware, arguing
that its bankruptcy plan -- approved by a Mexican court -- includes
releases that violate U.S. bankruptcy law.
About Credito Real SAB
Credito Real SAB de CV SOFOM ENR is a Mexico-based company that
provides consumer financing. Credito is Mexico's biggest payroll
lender and second largest non-bank lender after Real Unifin.
Credito Real provides loans, either by providing direct financing
to consumers or by establishing financing programs with consumer
financing dealers that sell to Credito Real the collection rights
from consumer financing products. It also provides financing
directly to individuals that are employed by corporations with
payroll deduction agreements with consumer financing dealers
authorized by Credito Real. Credito Real operates through a number
of subsidiaries, including AFS Acceptance LLC.
Three alleged creditors signed a petition to send Credito Real to
Chapter 11 bankruptcy on June 22, 2022 (Bankr. S.D.N.Y. Case No.
22-10842). Institutional Multiple Investment Fund LLC, of Boston,
Massachusetts; Banco Monex, S.A., of Mexico, and Solitaire Fund, of
Liechtenstein, who claim to own an aggregate $8 million of
unsecured bond debt, signed the involuntary Chapter 11 petition.
David H. Botter, Esq., at Akin Gump Strauss Hauer & Feld LLP is
advising the three bondholders.
Despite efforts by bondholders to force the company to pursue a
Chapter 11 restructuring in the U.S., the Debtor opted to pursue
proceedings in Mexico instead. On June 28, 2022, Angel Francisco
Romanos Berrondo, one of the Debtor's shareholders and the former
CEO of Credito Real, filed a petition, in his capacity as a
shareholder, with the Mexican Court seeking to commence the
Mexican Liquidation Proceeding.
On June 30, 2022, the Mexican Court entered an order commencing the
dissolution and liquidation proceedings for the Company and
appointing Mr. Fernando Alonso-de-Florida Rivero as the Mexican
Liquidator.
The liquidator for Credito Real filed a Chapter 15 bankruptcy
petition (Bankr. D. Del. Case No. 22-10630) on July 14, 2022, to
seek U.S. recognition of the Mexican proceedings. The petition was
signed by Robert Wagstaff, the foreign representative of the
liquidator. Richards, Layton & Finger, P.A., led by John Henry
Knight, is counsel in the U.S. case.
CYTOSORBENTS CORP: Raises $1.6M From Series A Warrant Exercises
---------------------------------------------------------------
CytoSorbents Corporation announced that the Company received
aggregate gross proceeds of $1.6 million from the exercise of
1,417,208 Series A Right Warrants at $1.13 per warrant upon their
expiration at 5:00 PM EST on February 24, 2025. The Series A Right
Warrants were exercised by shareholders, including members of the
Company's management and Board of Directors, who received them as
part of the Company's previously closed Rights Offering.
The Company has now raised a total of $7.85 million of aggregate
gross proceeds, inclusive of the original $6.25 million raised on
January 10, 2025, through the exercise of subscription rights and
the exercise of Series A Right Warrants. As previously disclosed,
the proceeds from the January 10, 2025 Rights Offering also
satisfied a debt covenant allowing for $5.0 million of restricted
cash on CytoSorbents' balance to become unrestricted and available
for use. As a result, the Company's balance sheet has been
strengthened with an increase of net liquidity available to the
Company of approximately $12.3 million, net of related offering
fees.
"We are pleased with the success of our Rights Offering which has
served to strengthen our balance sheet and provide the liquidity to
drive innovation and execution in our core international business
with CytoSorb® while we pursue potential U.S. and Canadian
approval and launch of DrugSorb™-ATR in 2025. We thank our
shareholders for their continued support," commented Dr. Phillip
Chan, Chief Executive Officer of CytoSorbents. "Additionally, we
are pleased with the progress of our DrugSorb-ATR marketing
applications with both the U.S. FDA and Health Canada, where we
continue to be in interactive review and expect regulatory
decisions from both agencies in 2025."
The exercise price was determined to be $1.13 per share, based on
90% of the 5-day volume weighted average price of CytoSorbents'
common stock over the last 5-trading days prior to the expiration
date of the Series A Right Warrants, rounded down to the nearest
whole cent but (x) not lower than $1.00 and (y) not higher than
$2.00, as specified in the prospectus for the Rights Offering. The
5-day volume weighted average price for CytoSorbents' stock was
determined to be $1.2589 per share inclusive of the last 5 trading
days of February 14 - 21, 2025. Holders of the Series A Right
Warrants were required to provide the maximum exercise price of
$2.00 per Series A Right Warrant to exercise their warrants. Those
holders will soon receive the shares purchased along with a refund
of $0.87 per Series A Right Warrant exercised.
The maximum number of shares of the Company's common stock
available for issuance in the Rights Offering was 12,500,000
shares, including the shares of common stock comprising the Units
and pursuant to the exercise of the Right Warrants comprising the
Units. Given the number of subscription rights and Series A Right
Warrants exercised, approximately 4.8 million shares of common
stock remain available for the exercise of Series B Right
Warrants.
The Series B Right Warrants
The Series B Right Warrants are exercisable commencing on their
date of issuance at an exercise price equal to 90% of the 5-day
volume weighted average price of CytoSorbents' common stock over
the last 5-trading days prior to the expiration date of the Series
B Right Warrants on April 10, 2025, rounded down to the nearest
whole cent but (x) not lower than $2.00 and (y) not higher than
$4.00.
Exercise of the Right Warrants require additional investment
separate from the exercise of subscription rights in the Rights
Offering. Approximately 4.8 million shares of common stock remain
reserved for exercise of the Series B Right Warrants, after which
any remaining unexercised Series B Right Warrants will immediately
expire worthless. Instructions to exercise the Series B Right
Warrants will be fulfilled in the order they are received. Holders
of the Series B Right Warrants are required to provide the maximum
price of the Right Warrant of $4.00 to exercise their warrant and
will be refunded the difference based on the final Series B Right
Warrant exercise price.
About Moody Capital Solutions, Inc.
For nearly 40 years, Moody Capital Solutions Inc. has operated as
an investment bank, focusing on private placements, mergers &
acquisitions, corporate advisory, divestitures, spin-outs and
best-efforts underwritings. The investment bankers at Moody Capital
pride themselves on their ability to bring together the necessary
resources to solve most of the complex capital and treasury issues
facing companies in a thoughtful and focused manner. Moody Capital
Solutions, Inc. is a member of FINRA/SIPC.
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.
DAKOTA TERRITORY: Ex-Owners' Suit v. Yavapai County, SOCAA Tossed
-----------------------------------------------------------------
The Honorable Krissa M. Lanham of the United States District Court
for the District of Arizona granted the motions filed by the County
of Yavapai and Sedona-Oak Creek Airport Authority to dismiss all
claims in the second amended complaint in the case captioned as
Mildred Brunner and Eric Brunner, Plaintiffs, v. County of Yavapai,
Sedona-Oak Creek Airport Authority, Pam Fazzini, Unknown Parties,
and Edward Rose, Defendants, Case No. 23-cv-08517-KML (D. Ariz.).
Mother-and-son plaintiffs Mildred and Eric Brunner previously owned
and operated Dakota Territory Tours, A.C.C., dba Sedona Air Tours,
a small air touring company, from the Sedona-Oak Creek Airport in
Yavapai County. Mildred and Eric claim the airport's operating
entity, defendant Sedona-Oak Creek Airport Authority (SOCAA),
initiated a pattern of discrimination that ultimately resulted in
their company's eviction from the airport. Mildred and Eric filed
this complaint against SOCAA, its board members and manager and
Yavapai County and the members of its Board of Supervisors as a
result.
After the eviction, Mildred and Eric continued operating Dakota
from Cottonwood Airport but voluntarily filed for Dakota's Chapter
11 bankruptcy reorganization shortly afterwards. On Oct. 14, 2022,
Dakota's bankruptcy proceedings were converted to Chapter 7
liquidation and Dakota's assets "have been, or are currently being,
liquidated" by the U.S. Trustee.
Mildred and Eric allege SOCAA and Yavapai Defendants' actions
destroyed Dakota, resulting in the loss of Mildred's sole income,
damage to Eric's reputation, and invasion of Eric's privacy. In
July 2023, Mildred filed her initial complaint. That complaint
listed another plaintiff, Solid Edge Aviation, LLC, that was
identified as the management company for Dakota. That complaint
alleged violations of the Supremacy Clause and Fourteenth Amendment
of the U.S. Constitution, 42 U.S.C. Sec. 1983, and breach of the
covenant of good faith and fair dealing against all
defendants.
Mildred filed an amended complaint on Oct. 21, 2023, replacing
Solid Edge with Eric as a plaintiff and removing the breach of the
covenant of good faith and fair dealing claim. On Feb. 28, 2024,
Mildred and Eric filed another amended complaint excising their
claim for violation of the Supremacy Clause. The operative second
amended complaint is brought by Mildred and Eric and contains three
claims. First is a claim for Violation of the Fourteenth Amendment
and Other Federal Laws against all defendants. It is not clear what
legal theory this count attempts to invoke because the complaint
only alleges defendants acted with deliberate indifference to the
known and obvious danger and risks their actions imposed on
Plaintiffs. Second, a claim for Discrimination Prohibited by 42
U.S.C. Sec. 1983 alleges Yavapai County and SOCAA engaged in
unlawful discrimination. Count three likewise claims Yavapai County
supervisors and SOCAA board members discriminated against Mildred
and Eric under 42 U.S.C. Sec. 1983. Defendants moved to dismiss all
claims and in the alternative to refer these claims to bankruptcy
court.
SOCAA and Yavapai Defendants argue Mildred and Eric lack standing
to sue for Dakota's losses.
Mildred alleges SOCAA and Yavapai Defendants' actions against
Dakota injured her economically and she was treated differently
than other similarly situated owners of air tour operators. The
Court emphasizes that although Mildred provides conclusory
statements alleging defendants treated her differently than other
similarly situated owners of air tour operators, her factual
allegations rest entirely on harm to Dakota and she therefore lacks
standing to assert an individual claim.
Mildred also argues the actions against Dakota were injuries
against her because Dakota was her only source of income. But it is
not sufficient for the plaintiff to assert a personal economic
injury resulting from a wrong to the corporation, the Court finds.
Without allegations that Mildred suffered some injury independent
from Dakota's, Mildred does not have standing and her claims are
dismissed, the Court concludes. Eric, on the other hand, alleges he
was defamed, his good name and reputation damaged, and his privacy
invaded by SOCAA and Yavapai Defendants. These injuries are harm
independent of any harms suffered by Dakota. Eric has standing.
Although Eric has standing to bring his claims, they are barred by
the statute of limitations, the Court finds.
Separately, even assuming Eric and Mildred had standing for
Dakota's injuries -- which they do not-- these claims would also be
barred by the statute of limitations. Mildred and Eric argue the
limitation period begins when a plaintiff knows or has reasons to
know of the relevant injury. They argue without explanation that
the earliest possible date they could have known of Dakota's
injuries was the date of its eviction on Feb. 14, 2022.
Alternatively, they claim under the continuing violations theory
that the limitations period began to run when the bankruptcy was
converted to Chapter 7 on Oct. 14, 2022. The Court finds both
theories fail. According to the Court, Mildred and Eric's claims
accrued when they knew or had reason to know of their injuries, not
when the consequences of the acts became most painful. For Dakota's
eviction, the question is when Mildred and Eric had notice of the
operative decision, not when the inevitable consequences of that
decision occurred.
Mildred and Eric cannot state a claim for relief because the
alleged harm falls outside of the statute of limitations. Granting
leave to amend would therefore be futile.
The complaint is dismissed without leave to amend.
SOCAA's motion to refer claims to the bankruptcy court is denied as
moot.
A copy of the Court's decision is available at
http://urlcurt.com/u?l=eWqaXUfrom PacerMonitor.com.
About Dakota Territory Tours A.C.C.
Dakota Territory Tours A.C.C., a company that offered helicopter
tours in northern Ariz., filed a voluntary petition for Chapter 11
protection (Bankr. D. Ariz. Case No. 21-05729) on July 26, 2021,
listing $1,702,410 in assets and $955,763 in liabilities. Eric
Brunner, president of Dakota Territory Tours, signed the petition.
Judge Eddward P. Ballinger Jr. oversaw the Debtor's Chapter 11 case
while Michael W. Carmel was the Subchapter V trustee appointed in
the case.
The Debtor tapped Stinson, LLP as bankruptcy counsel; Ellsworth &
Associates, Ltd. and Ahwatukee Legal Office, P.C. as special
counsels; Sterling Accounting & Tax, LLC as tax preparer; and Alden
& Associates, LLC, doing business as Sedona Bookkeeping & Payroll,
as bookkeeper.
The case was converted to Chapter 7 on October 14, 2022.
DATAVAULT AI: Registers 6.78 Million Shares Under 2018 Plan
-----------------------------------------------------------
Datavault AI Inc. filed a Registration Statement on Form S-8 with
the U.S. Securities and Exchange Commission for the purpose of
registering an aggregate of 6,777,712 shares of common stock, par
value $0.0001 per share, of the Company issuable under the
Company's 2018 Long-Term Stock Incentive Plan, pursuant to its
"evergreen" provision set forth in Section 5.A. thereof.
A full-text copy of the Registration Statement is available at:
https://tinyurl.com/akke7jmj
About Datavault AI
Datavault AI Inc. (f/k/a WiSA Technologies, Inc.) --
www.wisatechnologies.com -- develops and markets spatial audio
wireless technology for smart devices and home entertainment
systems. The Company's WiSA Association collaborates with consumer
electronics companies, technology providers, retailers, and
industry partners to promote high-quality spatial audio
experiences. WiSA E is the Company's proprietary technology for
seamless integration across platforms and devices.
San Jose, California-based BPM LLP, the Company's auditor since
2016, issued a "going concern" qualification in its report dated
April 1, 2024, citing that the Company's recurring losses from
operations, a net capital deficiency, available cash, and cash used
in operations as factors raising substantial doubt about its
ability to continue as a going concern.
As of Sept. 30, 2024, Datavault AI had $8.02 million in total
assets, $3.72 million in total liabilities, and $4.30 million in
total stockholders' equity.
DECORATIVE PLUMBING: Taps Kornfield Nyberg Bendes as Legal Counsel
------------------------------------------------------------------
Decorative Plumbing Distributors, LLC seeks approval from the U.S.
Bankruptcy Court for the Northern District of California to hire
Kornfield, Nyberg, Bendes, Kuhner & Little, P.C. as counsel.
The firm will render these services:
a. give Debtor legal advice with respect to its powers and
duties as debtor-in-possession and the continued operation of its
business and management of its property;
b. prepare on behalf of applicant, as debtor-in-possession,
the necessary applications, answers, orders, reports and other
legal papers;
c. perform all other legal services for Debtor which may be
necessary in this case.
The firm will be paid at these rates:
Eric A. Nyberg $525 per hour
Chris D. Kuhner $525 per hour
Sarah L. Little $475 per hour
Gail Michael, paralegal $ 75 per hour
The firm was paid a pre-petition retainer in the amount of $70,000,
plus $1,738 filing fee.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Chris D. Kuhner, Esq., a partner at Kornfield, Nyberg, Bendes,
Kuhner & Little, P.C., disclosed in a court filing that the firm is
a "disinterested person" as the term is defined in Section 101(14)
of the Bankruptcy Code.
The firm can be reached at:
Chris D. Kuhner, Esq.
Kornfield, Nyberg, Bendes,
Kuhner & Little, P.C.
1970 Broadway, Suite 600
Oakland, CA 94612
Tel: (510) 763-1000
Fax: (510) 273-8669
Email: c.kuhner@kornfieldlaw.com
About Decorative Plumbing Distributors
Decorative Plumbing Distributors, LLC sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Cal. Case No.
25-40140) on January 28, 2025, listing up to $10 million in assets
and up to $50 million in liabilities. Anne Butler, chief executive
officer of Decorative Plumbing Distributors, signed the petition.
Judge Charles Novack oversees the case.
Chris Kuhner, Esq., at Kornfield, Nyberg, Bendes, Kuhner & Little
P.C., represents the Debtor as legal counsel.
DIAMON COMIC: Court Approves March 24 Auction for All Assets
------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Maryland approved the
the sale of substantially all of the assets of Diamond Comic
Distribution Inc. and its debtor-affiliates, free and clear of all
liens claims, and encumbrances. Objection to the sale, if any,
must be filed no later than 12:00 noon (ET) on March 25, 2025.
The deadline to submit bids for the Debtors' assets is March 19,
2025. The auction, if any, shall be held on March 24, 2025, at
10:00 a.m. (ET) (i) at the offices of Raymond James & Associates,
Inc., 320 Park Avenue, 12th Floor, New York, New York 10022 or (ii)
on such other date and at such other location or by virtual means
as determined by the Debtors in consultation with the Consultation
Parties. For the avoidance of doubt, the Debtors, after consulting
with the Consultation Parties, may also conduct more than one
Auction with respect to non-overlapping material portions of the
Debtors' Assets. The Debtors will send written notice of the date,
time, and place of the Auction to the Qualifying Bidders no later
than one (1) business day before such Auction, and will post notice
of the date, time, and place of the Auction no later than one (1)
business day before such Auction on the website of the Debtors'
claims and noticing agent, Omni Agent Solutions,
https://cases.omniagentsolutions.com/home?clientId=3721.
A hearing to consider approval of the sale is scheduled for March
27, 2025, at 10:00 a.m. EST at the United States Bankruptcy Court
for the District of Maryland, 101 W. Lombard St., Courtroom 9-D,
Baltimore, Maryland. Copies of documents related to the sale as
well as other documents filed in the Debtors' Chapter 11 cases are
available for free of charge on the Debtors' case information
website at https://cases.omniagentsolutions.com/home?clientid=3721,
or can be requested by calling the Debtors' claim and noticing
agent, Omni Agent Solutions, at 866-771-0556.
Universal Distribution LLC was named as stalking-horse bidder for
the Debtors' assets. Under the staking-horse agreement, Stalking
Horse Bidder intends to purchase the Diamond UK Assets, for a
purchase price equal to the net realizable value of the Diamond UK
Assets less GBP200,000, pursuant to a separate asset purchase
agreement; provided, however, that the purchase of the Diamond UK
Assets is contingent on the Stalking Horse being named the
Successful Bidder (as defined below) for the Alliance Assets.
Under the Stalking Horse Agreement, if the Stalking Horse Bidder is
not the prevailing purchaser of the Alliance Assets, then the
Stalking Horse Bidder is entitled to a break-up fee of three
percent (3%) of the Purchase Price and reimbursement of the
Stalking Horse Bidder’s reasonable and actual documented
out-of-pocket expenses incurred in respect of considering,
negotiating and consummating the Sale of up to one-half percent
(0.5%) of the Purchase Price. The Break-Up Fee is $1,170,000 and
the Expense Reimbursement is $195,000. The Stalking Horse Bidder
is also entitled to an initial overbid of the Stalking Horse Bid
that equals or exceeds the sum of: (i) the Purchase Price; (ii) the
Break-Up Fee and Expense Reimbursement; and (iii) $500,000.
The Debtors said they desire to receive the greatest value for the
Alliance Assets, the Diamond UK Assets, and all other Assets.
Although the Debtors believe the proposed Stalking Horse Agreement
is fair and reasonable with respect to the Alliance Assets, the
Debtors intend to offer all or substantially all the Debtors'
Assets, including the Alliance Assets and Diamond UK Assets, for
sale pursuant to a value-maximizing section 363 sale process aimed
at achieving higher or otherwise better bids.
About Diamond Comic Distributors, Inc.
Founded in 1982, Diamond Comic Distributors Inc. offers a
multi-channel platform of publishing, marketing and fulfillment
services, coupled with an unparalleled global distribution network
for its retailers, publishers and vendors.
Diamond Comic Distributors and its affiliates filed Chapter 11
petitions (Bankr. D. Md. Case No. 25-10308) on January 14, 2025. At
the time of the filing, Diamond Comic Distributors reported between
$50 million and $100 million in both assets and liabilities.
Judge David E. Rice handles the case.
The Debtors tapped Saul Ewing, LLP as legal counsel; Getzler
Henrich & Associates, LLC as financial advisor; Raymond James &
Associates, Inc. as investment banker; and Stephenson Harwood, LLP
as U.K. counsel. Omni Agent Solutions is the Debtors' claims and
noticing agent and administrative agent.
DIGITAL ALLY: Altium Entities Hold 9.99% Stake
----------------------------------------------
Altium Capital Management LLC, Altium Healthcare Long Short Onshore
Fund LP, and Altium Healthcare Long Short GP LLC disclosed in a
Schedule 13G filed with the U.S. Securities and Exchange Commission
that as of February 13, 2025, they beneficially owned 12,771,943
shares of Digital Ally, Inc.'s common stock, including shares
issuable upon conversion of pre-funded warrants, representing 9.99%
of the 89,387,480 shares outstanding.
Altium Capital may be reached through:
Jacob Gottlieb, CEO and Managing Member
152 West 57th Street, FL 20
New York, NY 10019
Tel: 212-484-2711
A full-text copy of Altium Capital's SEC Report is available at:
https://tinyurl.com/2ryrt5ry
About Digital Ally
Headquartered in Lenexa, KS, the business of Digital Ally (NASDAQ:
DGLY) through its subsidiaries, is divided into three reportable
operating segments: 1) the Video Solutions Segment, 2) the Revenue
Cycle Management Segment and 3) the Entertainment Segment. The
Video Solutions Segment is the Company's legacy business that
produces digital video imaging, storage products, disinfectant and
related safety products for use in law enforcement, security and
commercial applications. This segment includes both service and
product revenues through its subscription models offering cloud and
warranty solutions, and hardware sales for video and health safety
solutions. The Revenue Cycle Management Segment provides working
capital and back-office services to a variety of healthcare
organizations throughout the country, as a monthly service fee. The
Entertainment Segment acts as an intermediary between ticket buyers
and sellers within the Company's secondary ticketing platform,
ticketsmarter.com, and the Company also acquires tickets from
primary sellers to then sell through various platforms. For
additional news and information please visit www.digitalally.com
New York, NY-based RBSM LLP, the Company's auditor since 2019,
issued a "going concern" qualification in its report dated April 1,
2024, citing that the Company has incurred substantial operating
losses and will require additional capital to continue as a going
concern. This raises substantial doubt about the Company's ability
to continue as a going concern.
As of September 30, 2024, Digital Ally had $32,263,169 in total
assets, $34,711,479 in total liabilities, and $2,448,310 in total
stockholders' deficit.
DIOCESE OF ROCHESTER: Can't File Lift Stay Motion Under Seal
------------------------------------------------------------
The Honorable Paul R. Warren of the United States Bankruptcy Court
for the Western District of New York denied Continental Insurance
Company' request to file under seal a proposed emergency ex parte
motion to place lift stay motion under seal.
CNA argues that, because its proposed Emergency Motion quotes
language from the lift-stay motion filed by the Pfau Cochran
Vertetis Amala, PLLC law firm, it should be permitted to file its
Emergency Motion under seal.
The merits of CNA's proposed Emergency Motion are not before the
Court at this time, because that motion has not yet been filed
under Rule 9018 FRBP. The only issue before the Court is whether
CNA should be permitted to file its proposed Emergency Motion under
seal.
A copy of the Court's decision is available at
http://urlcurt.com/u?l=Z6B2Yifrom PacerMonitor.com.
About The Diocese of Rochester
The Diocese of Rochester in upstate New York provides support to 86
Roman catholic parishes across 12 counties in upstate New York. It
also operates a middle school, Siena Catholic Academy. The diocese
has 86 full-time employees and six part-time employees and provides
medical and dental benefits to an additional 68 retired priests and
two former priests.
The diocese generated $21.88 million of gross revenue for the
fiscal year ending June 30, 2019, compared with a gross revenue of
$24.25 million in fiscal year 2018.
The Diocese of Rochester filed for Chapter 11 bankruptcy protection
(Bankr. W.D.N.Y. Case No. 19-20905) on Sept. 12, 2019, amid a wave
of lawsuits over alleged sexual abuse of children. In the petition,
the diocese was estimated to have $50 million to $100 million in
assets and at least $100 million in liabilities.
Bond, Schoenec & King, PLLC and Bonadio & Co. serve as the
diocese's legal counsel and accountant, respectively. Stretto is
the claims and noticing agent.
The U.S. Trustee for Region 2 appointed an official committee of
unsecured creditors in the diocese's Chapter 11 case. Pachulski
Stang Ziehl & Jones, LLP, and Berkeley Research Group, LLC, serve
as the committee's legal counsel and financial advisor,
respectively.
DITECH: Ex-Tenant Has No Surviving Interest in Georgia Property
---------------------------------------------------------------
The Honorable James L. Garrity, Jr. of the United States Bankruptcy
Court for the Southern District of New York denied Michael James
Bourff's motion to amend the final order in a dispute with Shelia
Ann Gibson, Jordan A. Cole, and Courtney M. Cole with respect to
the foreclosure sale of a property in Georgia.
Michael James Bourff and Tabitha Baker Cote formerly held title as
joint tenants to property known as 7097 Riverside Drive, Sandy
Springs, Georgia 30328. While they owned the Property, they pledged
it as collateral for loans they received from Countrywide Home
Loans, Inc. and National City Bank. Prior to the Petition Date,
Cote defaulted under the Countrywide Loan, and Countrywide, as the
senior secured creditor, conducted a non-judicial foreclosure of
the Property. The foreclosure sale extinguished all subordinate and
junior interests against the Property. Najarian Capital, LLC
purchased the Property at the foreclosure sale.
Eleven months later, on Feb. 11, 2019, Ditech Holding Corporation
(f/k/a Walter Investment Management Corp.) and certain of its
affiliatesfiled petitions for relief under chapter 11 of the
Bankruptcy Code in this Court. The Debtors remained in possession
of their business and assets as debtors and debtors in possession
pursuant to sections 1107(a) and 1108 of the Bankruptcy Code.
After the Petition Date, Najarian conveyed the Property to Shelia
Ann Gibson, Jordan A. Cole, and Courtney M. Cole pursuant to a
Limited Warranty Deed. Thereafter, the Georgia Plaintiffs sued
Bourff, Cote, Greystone Capital, L.P. and Path Home Georgia in the
Georgia Superior Court, Fulton County to quiet title to the
Property. The Georgia Plaintiffs hold default judgments against the
Georgia Defendants in that action.
As relevant, the Third Amended Plan provided for the Wind Down
Estates, Third Amended Plan Sec. 1.186, and permanently enjoined
the commencement of actions against the Debtors and any successors
of the Debtors, including the Wind Down Estates. Bourff asserts
that as of the Petition Date, the Debtor held title to the
Property, and under the Third Amended Plan, transferred the
Property to the Wind Down Estates. He says that he holds title to
the Property as a “successor in interest” to the Wind Down
Estates. Bourff argues that by acquiring the Property and
commencing the Quiet Title Action after the Petition Date, the
Georgia Plaintiffs violated the automatic stay under section 362 of
the Bankruptcy Code and violated the Plan Injunctions.
After the Petition Date, Bourff filed a motion against the Georgia
Plaintiffs pursuant to sections 105(d), 524 and 1141 of the
Bankruptcy Code, rules 1015(c), 3020(d), and 9007 of the Federal
Rules of Bankruptcy Procedure, and section 10.5 of the Third
Amended Plan, for an order:
(i) enforcing the automatic stay and the Plan Injunctions, and
(ii) holding the Georgia Plaintiffs in contempt and imposing
monetary sanctions for their alleged
violations of the Plan Injunctions and Orders of this Court.
The Court denied the Bourff Motion. The matter before the
Court is Bourff's motion to amend the Decision and Order pursuant
to Bankruptcy Rule 9023 and Local Bankruptcy Rule 9023-1.
Bourff argues his status as a former debtor entitles him a
surviving interest in the Property after a valid foreclosure.
The Georgia Plaintiffs counter that even if Bourff claims his
standing based on the Judgment Lien that was somehow transferred to
the Wind Down Estates, this argument fails because the lien was
already extinguished after 2018 Foreclosure.
Bourff appears to be asserting that he still owes money to Ditech,
even after the 2018 Foreclosure that extinguished the Judgment
Lien. He seems to be asserting that this unpaid debt gives him
standing in this bankruptcy case and that the abandonment of the
lien or its cancellation under Georgia law somehow reconveyed an
interest in the Property to him.
Judge Garrity explains, "The 2018 Foreclosure extinguished the
Judgment Lien. Under Georgia law, foreclosure on a senior lien
wipes out all junior liens, including the one held by Green Tree.
At this point, the Judgment Lien no longer existed, meaning no lien
could be abandoned or reconveyed to Bourff. And even if Bourff
still owed Ditech money after the 2018 Foreclosure, that is
irrelevant for reconveyance purposes under GA. CODE ANN. Sec.
44-14-67 (2024). Under this statute, for title or a lien interest
to revert to the debtor, the debt must be fully paid to the
creditor. Since Bourff has not alleged that he fully paid the debt,
there is no legal basis for reconveyance of any lien interest to
him. Simply owing money does not trigger reconveyance under Georgia
law."
Finally, he adds that even if Bourff had paid Ditech in full, this
payment would merely satisfy the debt owed to Ditech and would not
affect the extinguished Judgment Lien or the foreclosed Property.
Once the foreclosure occurred, the Judgment Lien was extinguished,
and any payment afterward would simply settle the remaining debt
without reviving or affecting the lien or the Property itself. In
other words, even if the debt were fully paid, it would not
reinstate the Judgment Lien or affect the ownership of the
Property, which had already been transferred through foreclosure."
According to the Court, Bourff's argument regarding the Wind Down
Estates' abandonment fails because bankruptcy law cannot create
property rights through abandonment nor transfer an interest to
Bourff where none existed before.
The Court also finds Bourff failed to put forth any facts, law, or
argument warranting reconsideration of the Court's prior findings
that the Property was not part of the Debtors' estate or that he
has any interest in the Debtors' estate.
The Court further finds that Bourff has failed to present any new
law or facts to show that it has jurisdiction over his claims or
his matters have any relationship with the Debtor, its property, or
the administration of these proceedings.
According to Judge Garrity, because the requested relief pertains
to the Property that was never part of the Debtors' estate, and
transaction that is unrelated to him or the Debtors' estate, the
Court lacks authority to grant the requested relief by revisiting
the Florida Bankruptcy Court's rulings or invalidate real estate
transactions involving parties with no connection to the Debtors or
their estate.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=iCNLV0 from PacerMonitor.com.
Counsel for Sheila Ann Gibson, Jordan A. Cole, and Courtney M.
Cole:
Lara A. Chassin, Esq.
FIDELITY NATIONAL LAW GROUP
711 Third Avenue, 8th Floor
New York, NY 10117
E-mail: Lara.chassin@fnf.com
About Ditech Holding Corporation
Fort Washington, Pennsylvania-based Ditech Holding Corporation and
its subsidiaries -- http://www.ditechholding.com/-- are
independent servicer and originator of mortgage loans.
Ditech Holding and certain of its subsidiaries, including Ditech
Financial LLC and Reverse Mortgage Solutions, Inc., filed voluntary
Chapter 11 petitions (Bankr. S.D.N.Y. Lead Case No. 19 10412) on
Feb. 11, 2019, after reaching terms with lenders of a Chapter 11
plan that will reduce debt by $800 million.
The Debtors tapped Weil, Gotshal & Manges LLP as legal counsel,
Houlihan Lokey as investment banker and AlixPartners LLP as
financial advisor. Epiq Bankruptcy Solutions LLC served as claims
and noticing agent.
Kirkland & Ellis LLP and FTI Consulting Inc. served as the
consenting term lenders' legal counsel and financial advisor,
respectively.
The U.S. Trustee for Region 2 appointed an official committee of
unsecured creditors in the Debtors' cases on Feb. 27, 2019. The
creditors' committee tapped Pachulski Stang Ziehl & Jones LLP as
its legal counsel and Goldin Associates, LLC, as its financial
advisor.
On May 2, 2019, the U.S. trustee appointed an official committee of
consumer creditors. The consumers committee tapped Quinn Emanuel
Urquhart & Sullivan, LLP, as counsel and TRS Advisors LLC, as
financial advisor.
On Sept. 26, 2019, the Bankruptcy Court confirmed Ditech's Chapter
11 bankruptcy plan, which became effective four days later. A
Consumer Claims Trustee has been appointed in the case and is
represented by Richard Levin, Esq., at Jenner & Block, LLP.
EAGLE HIGHLAND: Seeks to Hire Kroger Gardis & Regas as Counsel
--------------------------------------------------------------
Eagle Highland Pharmacy Inc. seeks approval from the U.S.
Bankruptcy Court for the Southern District of Indiana to hire
Kroger Gardis & Regas, LLP as counsel.
The firm's services include:
a) preparation of filings and applications and conducting
examinations necessary to the administration of this matter;
b) advice regarding Debtor's rights, duties, and obligations
as debtor-in-possession;
c) performance of legal services associated with and necessary
to the day-today operations of the business, including, but not
limited to, institution and prosecution of necessary legal
proceedings, loan restructuring, and general business and corporate
legal advice and assistance, all of which are necessary to the
proper preservation and administration of the estate;
d) negotiation, preparation, confirmation, and consummation of
a plan of reorganization; and
e) provision of any and all other necessary action incident to
the proper preservation and administration of the estate in the
conduct of Debtor's business.
The firm will be paid at these rates:
Harley K. Means, Partner $425 per hour
Weston E. Overturf, Partner $425 per hour
Kevin D. Koons, Partner $425 per hour
Jason T. Mizzell, Associate $360 per hour
Anthony T. Carreri, Associate $360 per hour
Kimberly Whigham, Paralegal $195 per hour
Deidre Gastenveld, Paralegal $195 per hour
Kenyatta Peerman, Paralegal $175 per hour
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Harley K. Means, Esq., a partner at Kroger Gardis & Regas, LLP,
disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Harley K. Means, Esq.
Kroger Gardis & Regas, LLP
111 Monument Circle, Suite 900
Indianapolis, IN 46204
Tel: (317) 777-7434
Email: hmeans@kgrlaw.com
About Eagle Highland Pharmacy Inc.
Eagle Highland Pharmacy Inc. located in Indianapolis, provides a
wide range of pharmacy services, including prescription
medications, compounded prescriptions, medical equipment, and
wellness products like vitamins and CBD items. The pharmacy also
offers specialized products such as compression stockings, ostomy
care supplies, and mobility aids to support patient health and
well-being.
Eagle Highland Pharmacy Inc. sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. S.D. Ind. Case No. 25-00691) on
February 17, 2025. In its petition, the Debtor reports total assets
of $147,900 and total liabilities of $1,037,805.
Honorable Bankruptcy Judge James M. Carr handles the case.
The Debtor is represented by Harley K. Means, Esq. at ROGER, GARDIS
& REGAS, LLP.
EAGLE HIGHLAND: Taps Rader & Rader as Certified Public Accountant
-----------------------------------------------------------------
Eagle Highland Pharmacy Inc. seeks approval from the U.S.
Bankruptcy Court for the Southern District of Indiana to hire Rader
& Rader, P.C. as certified public accountant.
The firm will render these services:
a. give the Debtor general accounting advice;
b. conduct a tax analysis of various reorganization and
liquidation strategies concerning proposing a plan of
reorganization;
c. prepare cash flow projections; and
d. perform all other accounting services for the Debtor as
debtor-in-possession which may be necessary.
The proposed hourly rate for the accountant is $200/hr.
As disclosed in the court filings, Rader & Rader has no interest
adverse to the Debtor as debtor-in-possession or the estate in the
matters.
The firm can be reached through:
David Rader, CPA
Rader & Rader, P.C.
6220 East US Highway 36, Suite A
Avon, IN 46123
Tel: (317) 272-4650
Fax: (317) 272-4652
Email: dave@raderandrader.com
About Eagle Highland Pharmacy Inc.
Eagle Highland Pharmacy Inc. located in Indianapolis, provides a
wide range of pharmacy services, including prescription
medications, compounded prescriptions, medical equipment, and
wellness products like vitamins and CBD items. The pharmacy also
offers specialized products such as compression stockings, ostomy
care supplies, and mobility aids to support patient health and
well-being.
Eagle Highland Pharmacy Inc. sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. S.D. Ind. Case No. 25-00691) on
February 17, 2025. In its petition, the Debtor reports total assets
of $147,900 and total liabilities of $1,037,805.
Honorable Bankruptcy Judge James M. Carr handles the case.
The Debtor is represented by Harley K. Means, Esq. at ROGER, GARDIS
& REGAS, LLP.
ENGLOBAL CORP: Case Summary & 30 Largest Unsecured Creditors
------------------------------------------------------------
Four affiliates that simultaneously filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
ENGlobal Corporation (Lead Case) 25-90083
11740 Katy Fwy., Ste. 350
Houston, TX 77079
ENGlobal U.S., Inc. 25-90084
ENGlobal Government Services, Inc. 25-90085
ENGlobal Technologies, LLC 25-90086
Business Description: The Debtors provide innovative project
solutions with expertise in engineering,
automation, and government services,
supported by a workforce of over 100
employees and contractors in Houston and
Tulsa. Their engineering group offers
services such as engineering, procurement,
construction management, and fabricated
products for industries like refineries,
petrochemicals, renewable energy, and
transportation. The automation group
designs and integrates modular systems,
including control systems and data
monitoring, for both new and existing
facilities. Additionally, the government
services group specializes in process
control system design, integration, and
maintenance for U.S. government agencies and
commercial clients.
Chapter 11 Petition Date: March 5, 2025
Court: United States Bankruptcy Court
Southern District of Texas
Judge: Hon. Alfredo R Perez
Debtors' Counsel: Christopher Adams, Esq.
Ryan A. O'Connor, Esq.
John Thomas Oldham, Esq.
Madeline Schmidt, Esq.
OKIN ADAMS BARTLETT CURRY LLP
1113 Vine St., Suite 240
Houston, TX 77002
Tel: (713) 228-4100
Email: info@okinadams.com
roconnor@okinadams.com
joldham@okinadams.com
mschmidt@okinadams.com
Lead Debtor's
Estimated Assets: $10 million to $50 million
Lead Debtor's
Estimated Liabilities: $10 million to $50 million
The petitions were signed by Darren W. Spriggs as chief financial
officer and authorized representative.
A full-text copy of the Lead Debtor's petition is available for
free on PacerMonitor at:
https://www.pacermonitor.com/view/XBAFD2Q/ENGlobal_Corporation__txsbke-25-90083__0001.0.pdf?mcid=tGE4TAMA
Consolidated List of Debtors' 30 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. Bruker Ltd. Trade $442,066
2800 Highpoint Dr.
Suite 206
Milton, On L9t 6p4
Canada
Susan Ward
Phone: 905-876-4641
Email: Orders.Ca@Bruker.Com
2. The Reynolds Company Trade $388,755
10502 Greens Crossing Blvd.
Houston, Tx 77038
Veronica Chavarria
Phone: 713-486-8914
Email: Remitinfo@Reynco.com
3. Porter Hedges L.L.P. Trade $311,034
1000 Main Street
36th Floor
Houston, Tx 77002
James Cowen
Phone: 713-226-6571
Email: Dflowers@Porterhedges.com
4. CDW Direct, LLC Trade $187,543
P.O. Box 75723
Suite 3220
Chicago, Il 60675-5723
President/General Counsel
Email: Achremittance@Cdw.com
5. Endress & Hauser Trade $186,218
2350 Endress Pl
Greenwood, In 47143
Resident/General Counsel
Phone: 888-363-7377
Email: Info@Us.Endress.com
6. Carson Portwall Trade $166,380
Management LLC
9821 Katy Freeway
Suite 685
Houston, TX 77024
Mccay Dickson
Phone: 713-360-7952
Email: Ssanderlin@Carsoncompa Nies.com
7. Eastern Power Trade $158,350
Technologies, Inc.
215 Pelham Davis Circle
Greenville, SC 29615
Kim Miller
Phone: 864-234-3925
Email: Kim.Miller@Easternpowertech.com
8. Rawson Inc. Trade $144,344
2010 Mc Allister
Houston, TX 77092
Richard Beshoory
Phone: 713-684-1400
Email: Ach.Accounting@Rawsonlp.com
9. Neo Monitors Corporation Trade $141,491
11200 Westheimer Rd
Suite 500
Houston, TX 77042
President/General Counsel
10. Wholesale Electric Trade $140,622
4040 Gulf Freeway
Houston, TX 77004
Roxanne Longoria
Phone: 713-748-6100
Email: Arremit@Wholesaleelectric.com
11. Rexel Trade $126,486
P.O. Box 844519
Dallas, Tx 75284
Linda West
Phone: 713-316-1714
Email: Linda.West@Rexelholdingsusa.com
12. Houston Center Valve & Trade $125,847
Fitting LP
10110 Fairbanks N Houston Rd
Houston, Tx 77064
Glenda Alfaro
Phone: 713-527-0233
Email: Ssetaccounting@Swagelok.com
13. Actemium Cegelec Corporation Trade $124,244
333 Rouser Road
Suite 100
Moon Township, PA 15108
Euan Morgan
Phone: 412-264-6789
Email: Euan.Morgan@Actemium.com
14. FMC Technologies Inc. Trade $105,000
11740 Katy Freeway
Houston, Tx 77079
President/General Counsel
Email: Fmcar@Fmcti.com
15. Blue Cross Blue Shield Trade $104,287
Payment Processing
P.O. Box 360037
Birmingham, Al 35236
Belinda Harrington
Phone: 205-220-7302
Belinda Harrington
Phone: 205-220-7302
16. ERC Holding Corp Trade $102,500
1718 Peachtree Street
Suite 900
Atlanta, Ga 30309
Chris Edmonds
Phone: 404-973-2780
Email: Cedmonds@Enerecap.com
17. Seqtek Trade $95,525
201 East Hobson Ave
Sapulpa, Ok 74066
Hank Haines
Phone: 620-794-9361
Email: Jociemiser@Seqtek.com
18. Abb Inc. Trade $91,240
3700 W. Sam Houston Prky. S
#600
Houston, Tx 77042
President/General Counsel
Phone: 713-587-8000
Email: Abb.Sendorder@Usa.Abb.com
19. Precision Light And Air Pty Ltd Trade $90,801
17 Sir Laurence Drive
Seaford, Vic 3198
Australia
Margaret Barber
Phone: 619-786-1711
Email: Mbarber@Plapl.Com.Au
20. Bryan Research & Trade $87,141
Engineering, LLC
3131 Briarcrest Dr.
Bryan, Tx 77802
President/General Counsel
Phone: 979-776-5220
Email: Accounting@Bre.com
21. California Analytical Trade $82,066
Instruments, Inc.
1312 W. Grove Avenue
Orange, Ca 92865-4134
Carol Evans
Phone: 714-974-5560
22. Aspen Technology, Inc. Trade $74,067
20 Crosby Drive
Bedford, Ma 01730
President/General Counsel
Phone: 781-221-6400
Email: Accounts.Receivable@Aspentech.com
23. D&H United Fueling Trade $70,822
Solutions
Petroleum Marketers
Equipment Co.
2010 Exchange Avenue
Oklahoma City, Ok 73108
Isabel Nilsen
Phone: 405-235-4471
Email: Ar@Pmgroupcos.com
24. Ameritex Machine & Fab, LLC Trade $68,625
13391 E Fm 1097
Willis, TX 77378
Debbie Morris
Phone: 936-228-5070
Email: Dmorris@Ameritexllc.com
25. Cityplex Towers Trade $63,555
2488 East 81st Street
Suite 188
Tulsa, Ok 74137
President/General Counsel
26. Rangeland Engineering Trade $63,000
Canada Corp
300, 550 - 11th Ave Sw
Calgary, Ab T2r 1m7
Canada
President/General Counsel
27. Lone Star Blower, Inc.8883 Trade $60,250
West Monroe Road
Houston, Tx 77061
President/General Counsel
Phone: 832-532-3112
Email: Accounting@Lonestarblower.com
28. Universal Analyzer Inc. Trade $58,699
5200 Convair Drive
Carson City, Nv 89706
Vesna Surducki
Phone: 775-883-2500
Email: Sales.Barben@Ametek.com
29. Omni Flow Computers Trade $54,377
12320 Cardinal Meadow Drive
Suite 180
Sugar Land, Tx 77478
Mari Brandao
Phone: 281-240-6161
Email: Sales@Omniflow.com
30. Enterprise Rent-A-Car Trade $51,692
P.O. Box 402383
Atlanta, Ga 30384
Shanice Stevenson
Email: Aramin@Ehi.com
EPIC COMPANIES: Craig Geron Steps Down as Committee Member
----------------------------------------------------------
The U.S. Trustee for Region 12 disclosed in a court filing the
resignation of Craig Geron from the official committee of unsecured
creditors in the Chapter 11 cases of EPIC Companies Midwest, LLC
and affiliates.
As of March 4, the remaining members of the committee are:
1. Larry Dietz
4857 Meadow Creek Dr S.
Fargo, ND 58104
(701) 793-0349
Llarry3262@hotmail.com
2. Jim Johnson
109 Monterey Ave #5
Capitola, CA 95010
JJOHNSONLGCA@gmail.com
(408) 888-8620
3. Zachary Frappier
5431 12th Street S
Fargo, ND 58104
ztfrappi@gmail.com
701-388-6919
4. William E. Altringer
4613 Borden Harbor Dr
Mandan, ND 58554
Wealtringer@gmail.com
(701) 220-6088
About EPIC Companies Midwest
EPIC Companies Midwest, LLC is a real estate investing and
development firm in Minot, N.D.
EPIC and its affiliates filed voluntary Chapter 11 petitions
(Bankr. D.N.D., Lead Case No. 24-30281) on July 8, 2024. Patrick
Finn, chief restructuring officer, signed the petitions. At the
time of the filing, EPIC reported $10 million to $50 million in
both assets and liabilities.
Judge Shon Hastings oversees the cases.
Steven Kinsella, Esq., at Fredrikson & Byron, PA represents the
Debtors as legal counsel.
The U.S. Trustee for Region 12 appointed an official committee to
represent unsecured creditors in the Debtors' Chapter 11 cases. The
committee is represented by the law firm of Stinson, LLP.
EPIC! CREATIONS: March 26 Claims Bar Date Set
---------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware set March
26, 2025, at 4:00 p.m., as the last date and time for person or
entities to file their proofs of claim against Epic! Creations Inc.
and its debtor-affiliates.
Each Proof of Claim, including supporting documentation, must be
submitted by either:
i) mailing the original Proof of Claim by U.S. first-class
mail to:
Epic! Creations, Inc. Claims Processing Center
c/o Verita Global
222 N. Pacific Coast Highway, Suite 300
El Segundo, CA 90245
ii) delivering such original Proof of Claim by overnight mail,
courier service, hand delivery, or in person to:
Epic! Creations, Inc. Claims Processing Center
c/o Verita Global
222 N. Pacific Coast Highway, Suite 300
El Segundo, CA 90245
iii) submitting an Electronic Proof of Claim at the following
web
address: https://www.veritaglobal.net/EpicCreations, and
If you have any questions regarding the claims processing and/or if
you wish to obtain a copy of the Bar Date Motion, Bar Date Order,
Proof of Claim Form, or related documents you may do so by: (a)
visiting the website of the Trustee’s notice and claims agent,
Verita Global at: https://www.veritaglobal.net/EpicCreations, (b)
calling Verita at (888) 249-2716 (U.S./Canada) or (310) 751-2603
(International) or (c) inquiring via email at
epiccreationsinfo@veritaglobal.com. Please note that Verita cannot
advise you on how to file, or whether you should file, a Proof of
Claim.
About Epic! Creations, Inc.
Epic! Creations Inc. -- https://www.getepic.com/ -- doing business
as Byju's, retails books online. The Company offers digital library
which includes kids books, ebooks, and videos. Epic! Creations
serves customers in the State of California.
Alleged creditors of Epic! Creations sought involuntary petition
under Chapter 11 of the the U.S. Bankruptcy Code against Epic!
Creations (Bankr. D. Del. Case No. 24-11161) on June 5, 2024.
The creditors who signed the petition are:
* HPS Investment Partners, LLC,
* TBK Bank, SSB
* Redwood Capital Management, LLC,
* Veritas Capital Credit Opportunities
Fund SPV, L.L.C. and Veritas Capital Credit
Opportunities Fund II SPV, L.L.C.
* HGV BL SPV, LLC,
* Midtown Acquisitions GP LLC,
* Silver Point Capital, L.P.,
* Shawnee 2022-1 LLC,
* Sentinel Dome Partners, LLC,
* Stonehill Capital Management LLC,
* Diameter Capital Partners LP,
* Ellington CLO III, Ltd. and Ellington Special
Relative ValueFund L.L.C.
* GLAS Trust Company LLC, in its capacity as
administrativeagent and collateral agent,
* Continental Casualty Company, and
* India Credit Solutions, L.P.
Glas Trust Company is represented by:
Laura Davis Jones
Pachulski, Stang, Ziehl & Jones LLP
Telephone: (302) 778-6401
E-mail: ljones@pszjlaw.com
TBK Bank, et al., are represented by:
G. David Dean
Cole Schotz P.C.
Telephone: (302) 652-3131
E-mail: ddean@coleschotz.com
EQUIPSOURCE LLC: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: EquipSource LLC
2205 Industrial Park Road
Van Buren, AR 72956
Business Description: EquipSource LLC, operating as Lifan Power
USA, is a distributor specializing in small
engines, generators, pressure washers, and
related machinery and equipment. The
Company focuses on wholesale trade for both
residential and commercial use.
Chapter 11 Petition Date: March 6, 2025
Court: United States Bankruptcy Court
Western District of Arkansas
Case No.: 25-70367
Judge: Hon. Bianca M Rucker
Debtor's Counsel: M. Sean Brister, Esq.
BRISTER LAW FIRM
800 Highway 71 North
PO Box 1451
Alma, AR 72921
Email: sean@bristerlawfirm.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Larry Cotten as member-manager.
The Debtor failed to include a list of its 20 largest unsecured
creditors in the petition.
A full-text copy of the petition is available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/EDFJDWI/EquipSource_LLC__arwbke-25-70367__0001.0.pdf?mcid=tGE4TAMA
EVOKE PHARMA: Greg Pyszcymuka Joins Board as Class I Director
-------------------------------------------------------------
Evoke Pharma, Inc. disclosed in a Form 8-K Report filed with the
U.S. Securities and Exchange Commission that pursuant to the
amended and restated bylaws of the Company, the Board of Directors
appointed Greg Pyszcymuka to serve as a Class I director, effective
immediately, with an initial term expiring at the Company's 2026
annual meeting of stockholders.
In connection with Mr. Pyszcymuka's appointment, the Compensation
Committee of the Board will be composed of Malcolm R. Hill,
Pharm.D., Mr. Pyszcymuka and Todd C. Brady, M.D., Ph.D., who will
continue to serve as chair of the Compensation Committee, and the
Nominating and Corporate Governance Committee of the Board will be
Mr. Pyszcymuka, Kenneth J. Widder, M.D., and Dr. Hill, who will
continue to serve as chair of the Nominating and Corporate
Governance Committee.
Greg Pyszczymuka, age 46, has served as the Chief Commercial
Officer of Aytu Biopharma (Nasdaq: AYTU) since January 2022. Mr.
Pyszczymuka joined Aytu Biopharma as Executive Vice President,
Commercial Operations in March 2021 at the closing of Aytu
Biopharma's merger with Neos Therapeutics (Nasdaq: NEOS). Mr.
Pyszczymuka previously served as Vice President, Commercial at Neos
from June 2020 until March 2021. Prior to joining Neos, Mr.
Pyszczymuka had served in various leadership roles over a more than
20-year career in sales, marketing, commercial operations,
distribution, commercial strategy, managed markets and new product
planning. Mr. Pyszczymuka joined Neos most recently from Aqua
Pharmaceuticals (an Almirall company), and previously was with
Iroko Pharmaceuticals, Zogenix, and Endo Pharmaceuticals. He holds
a B.S. from Rutgers University and an M.B.A. from Argosy
University.
Pursuant to the Company's non-employee director compensation
program, Mr. Pyszcymuka was granted on the date of his appointment
options to purchase 5,833 shares of the Company's common stock,
which vests in substantially equal annual installments on each of
the first three anniversaries of the date of grant. Mr. Pyszcymuka
will receive cash compensation for his service on the Board in
accordance with the Company's non-employee director compensation
program, as such program may be amended from time to time. Mr.
Pyszcymuka has also entered into the Company's standard form of
Indemnification Agreement, the form of which was filed as Exhibit
10.1 to the Company's Registration Statement on Form S-1, filed
with the SEC on May 24, 2013.
Mr. Pyszcymuka was appointed to the Board pursuant the nominating
rights granted in the previously disclosed letter agreement, dated
September 27, 2024, with Nantahala Capital Management, LLC. Mr.
Pyszcymuka is not a party to any transaction that would require
disclosure under Item 404(a) of Regulation S-K promulgated under
the Securities Act of 1933, as amended. The Board has determined
that Mr. Pyszcymuka is an independent director in accordance with
the listing requirements of the Nasdaq Capital Market.
About Evoke Pharma
Headquartered in Solana Beach, Calif., Evoke Pharma, Inc. --
http://www.evokepharma.com-- is a specialty pharmaceutical company
focused primarily on the development of drugs to treat GI disorders
and diseases. The company developed, commercialized, and markets
GIMOTI, a nasal spray formulation of metoclopramide, for the relief
of symptoms associated with acute and recurrent diabetic
gastroparesis in adults.
San Diego, California-based BDO USA, P.C., the Company's auditor
since 2014, issued a "going concern" qualification in its report
dated March 14, 2024, citing that the Company has suffered
recurring losses and negative cash flows from operations since
inception. These factors raise substantial doubt about the
Company's ability to continue as a going concern.
Evoke Pharma reported a net loss of $7.79 million for the year
ended Dec. 31, 2023, compared to a net loss of $8.22 million for
the year ended Dec. 31, 2022. As of September 30, 2024, Evoke
Pharma had $14,153,571 in total assets, $9,766,435 in total
liabilities, and $4,387,136 in total stockholders' equity.
EXACTECH INC: Seeks to Extend Plan Exclusivity to May 30
--------------------------------------------------------
Exactech, Inc. and its affiliated debtors 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 30 and July 30, 2025, respectively.
The Debtors explain that the size and complexity of these chapter
11 cases weighs heavily in favor of extending the Exclusive
Periods. As discussed in further detail in the First Day
Declaration, the Debtors entered bankruptcy with approximately $352
million of funded prepetition debt and as defendants to nearly
2,600 product liability lawsuits. While the Debtors are continuing
to review proofs of claim filed by the February 7, 2025 bar date,
the Debtors have received over 23,000 filed claims.
Further, the Debtors, together with their thirteen non-debtor
subsidiaries, operate a complex and global business with
substantial foreign operations in ten countries and are subject to
multiple regulatory regimes across the globe, each requiring a
variety of licenses and/or permits. Contending with competing
plans, of any nature, would only multiply the already substantial
financial, operational, regulatory, and adversarial complexity of
these cases.
The Debtors assert that the Mediation itself is an opportunity for
the Debtors, as the sole fiduciary for all of the stakeholders in
these chapter 11 cases, to gain insight into the perspective of the
Committee (as representative of the unsecured creditors) on these
chapter 11 cases, to candidly discuss the Committee's perspective
under the facilitation of the Mediator, and to take that
perspective into account as the Debtors balance the interests of
the many different stakeholders in moving forward with the Plan
process.
The Debtors further assert that allowing exclusivity to expire,
without the opportunity to continue to move toward resolution,
would grant the Committee undue leverage over the process at the
expense of the entirety of the Debtors' estates. Based on the
substantial progress by the Debtors to date, there can be no
question that the Debtors have made good faith progress toward
concluding these chapter 11 cases through a viable chapter 11 plan
and are making progress in negotiations with creditors.
The Debtors claim that this Motion is the Debtors' first request
for an extension of the Exclusive Periods, and the request will not
unfairly prejudice or pressure the Debtors' creditor constituencies
or grant the Debtors any unfair bargaining leverage. Indeed,
throughout the chapter 11 process, the Debtors have endeavored to
establish and maintain a cooperative working relationship with the
Committee and the Ad Hoc Group and believe that relationship will
continue during the extension requested herein.
Importantly, the Debtors are not seeking an extension to delay
administration of these chapter 11 cases or to exert pressure on
their creditors, but rather to attempt to resolve issues related to
the filed Plan, including allowing time for the Mediation to occur,
facilitate the review of the over 23,000 claims filed, and continue
the orderly, efficient, and cost-effective chapter 11 process.
Accordingly, the Debtors believe that the requested extension is
warranted and appropriate under the circumstances.
Co-Counsels for the Debtors:
Ryan Preston Dahl, Esq.
Benjamin M. Rhode, Esq.
Luke Smith, Esq.
ROPES & GRAY LLP
191 N. Wacker Drive, 32 nd Floor
Chicago, Illinois 60606
Tel: (312) 845-1200
Fax: (312) 845-5500
E-mail: ryan.dahl@ropesgray.com
benjamin.rhode@ropesgray.com
luke.smith@ropesgray.com
-and-
Ryan M. Bartley, Esq.
Andrew A. Mark, Esq.
Elizabeth S. Justison, Esq.
Andrew A. Mark, Esq.
YOUNG CONAWAY STARGATT & TAYLOR, LLP
1000 North King Street
Rodney Square
Wilmington, Delaware 19801
Tel.: (302) 571-6600
Fax: (302) 571-1253
Email: rbartley@ycst.com
ejustison@ycst.com
amark@ycst.com
About Exactech, Inc.
Exactech Inc. -- https://www.exac.com/ -- is a joint-replacement
implant manufacturer owned by TPG Capital.
Exactech Inc. and its affiliates sought relief under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 24-12441) on Oct.
29, 2024. In the petition filed by Donna H. Edwards, as general
counsel and senior vice president, Exactech estimated assets and
liabilities between $100 million and $500 million each.
Young Conaway Stargatt & Taylor, LLP serves as as co-counsel to the
Debtors. Riveron Management Services, LLC is the Debtors' chief
restructuring officer. Centerview Partners LLC is the investment
banker. Kroll Restructuring Administration LLC is the claims agent
and administrative advisor.
EYENOVIA INC: Defers Payments to Avenue Capital Until September
---------------------------------------------------------------
Eyenovia, Inc. disclosed in a Form 8-K Report filed with the U.S.
Securities and Exchange Commission that it entered into the Second
Amendment to the Supplement to that certain Loan and Security
Agreement, dated November 22, 2022 with Avenue Capital Management
II, L.P., as administrative agent and collateral agent, Avenue
Venture Opportunities Fund, L.P. and Avenue Venture Opportunities
Fund II, L.P., as lenders.
As previously disclosed, the Loan and Security Agreement, as
supplemented by the Supplement, provides for term loans in an
aggregate principal amount of up to $15.0 million to be delivered
in multiple tranches. As of February 21, 2025, the Company owed
$10.3 million in principal and accrued interest under the facility.
Amounts outstanding under the facility bear interest at an annual
rate equal to the greater of (a) 7.0% and (b) the prime rate as
reported in The Wall Street Journal plus 4.45% (the "Interest
Rate"). The maturity date is November 1, 2025.
Pursuant to the Second Amendment, the Lenders agreed to defer
principal and interest payments on amounts outstanding until the
end of September 2025. Deferred interest will accrue on the
outstanding principal amount at the Interest Rate.
As previously disclosed, the Company entered into an Amended and
Restated Sales Agreement with Chardan Capital Markets, LLC on
December 30, 2024 for its at-the-market offering program . Under
the Second Amendment, the Company has agreed to use a portion of
the proceeds (net of fees and commissions payable to Chardan)
received from sales under the ATM Agreement to pay down the
outstanding principal amount under the Loan and Security Agreement
as follows:
a) until the Company raises $3 million of aggregate ATM
Proceeds, 65% of the ATM Proceeds shall be remitted to the Lenders
as a payment in respect of the outstanding principal amount, and
b) after the Company raises $3 million of aggregate ATM
Proceeds, 75% of the ATM Proceeds shall be remitted to the Lenders
as a payment in respect of the outstanding principal amount.
Pursuant to the Second Amendment, at any time on or after April 1,
2025, the Lenders will also have the right, in their discretion,
but not the obligation, to convert an aggregate amount of up to $10
million of the aggregate principal amount under the Loan and
Security Agreement into shares of the Company's common stock, at a
price equal to $1.68 per share. The shares issued pursuant to the
conversion option will be subject to the registration requirements
of the Securities Act of 1933, as amended, and allocated to the
Lenders in accordance with the pro rata commitment of each Lender.
About Eyenovia
New York, N.Y.-based Eyenovia, Inc. is an ophthalmic technology
company commercializing Mydcombi (tropicamide and phenylephrine HCL
ophthalmic spray) for inducing mydriasis for routine diagnostic
procedures and in conditions where short-term pupil dilation is
desired, preparing for the commercialization of clobetasol
propionate ophthalmic suspension 0.05% ("clobetasol propionate"),
for the treatment of post-operative inflammation and pain following
ocular surgery, and developing the Optejet delivery system both for
use in combination with its own drug-device therapeutic programs
and for out-licensing for use in combination with therapeutics for
additional indications. The Company's aim is to improve the
delivery of topical ophthalmic medication through the ergonomic
design of the Optejet, which facilitates ease-of-use and delivery
of a more physiologically appropriate medication volume, with the
goal to reduce side effects and improve tolerability and introduce
digital health technology to improve therapy compliance and
ultimately medical outcomes.
In its Quarterly Report for the three months ended September 30,
2024, Eyenovia reported that it had unrestricted cash and cash
equivalents of approximately $7.2 million and an accumulated
deficit of approximately $175.4 million as of September 30, 2024.
For the nine months ended September 30, 2024 and 2023, the Company
used cash in operations of approximately $24.0 million and $17.5
million, respectively. The Company does not have recurring
significant revenue and has not yet achieved profitability. The
Company expects to continue to incur cash outflows from operations
for the near future. The Company expects that it will continue to
incur significant research and development and selling, general and
administrative expenses and, as a result, it will eventually need
to generate significant product revenues to achieve profitability.
These circumstances raise substantial doubt about the Company's
ability to continue as a going concern for at least one year from
the date that the financial statements were issued.
For the years ended December 31, 2023 and 2022, Eyenovia incurred
net losses of approximately $27.3 million and $28 million,
respectively. As of September 30, 2024, Eyenovia had $22,796,091 in
total assets, $19,076,788 in total liabilities, and $3,719,303 in
total stockholders' equity.
EYENOVIA INC: Regains Nasdaq Compliance After Reverse Stock Split
-----------------------------------------------------------------
Eyenovia, Inc. disclosed in a Form 8-K Report filed with the U.S.
Securities and Exchange Commission that the staff of The Nasdaq
Stock Market LLC notified the Company that, as of February 20,
2025, the Company had regained compliance with the requirement that
the bid price for the Company's common stock close above $1.00 per
share. Nasdaq's notice provided that because the Company had
regained compliance with the Minimum Bid Requirement, the listing
of the Company's common stock on the Nasdaq Capital Market would
continue.
As previously disclosed, on September 18, 2024, the Company
received a letter from Nasdaq providing notification that, for the
previous 30 consecutive business days, the bid price for the
Company's common stock had closed below the minimum $1.00 per share
requirement for continued listing on The Nasdaq Capital Market
under Nasdaq Listing Rule 5550(a)(2). In accordance with Nasdaq
Listing Rule 5810(c)(3)(A), the Company was provided an initial
period of 180 calendar days, or until March 17, 2025, to regain
compliance with the Minimum Bid Requirement.
On December 12, 2024, the Company received a letter from Nasdaq
notifying the Company that, as of December 11, 2024, the common
stock had a closing bid price of $0.10 or less for 10 consecutive
trading days. Accordingly, the Company was subject to the
provisions of Listing Rule 5810(c)(3)(A)(iii). As a result, Nasdaq
had determined to delist the Company's securities from The Nasdaq
Capital Market, notwithstanding the Bid Price Cure Period, which
was rendered unavailable by the Low Priced Stocks Rule.
The Company's compliance plan was approved by a Nasdaq Hearings
Panel (the "Panel") granting the Company an exception until
February 14, 2025 to demonstrate compliance with the Minimum Bid
Requirement. On January 31, 2025, the Company effected a reverse
stock split as disclosed in a Current Report on Form 8-K filed on
January 31, 2025, in compliance with the terms of the exception
received from the Panel.
About Eyenovia
New York, N.Y.-based Eyenovia, Inc. is an ophthalmic technology
company commercializing Mydcombi (tropicamide and phenylephrine HCL
ophthalmic spray) for inducing mydriasis for routine diagnostic
procedures and in conditions where short-term pupil dilation is
desired, preparing for the commercialization of clobetasol
propionate ophthalmic suspension 0.05% ("clobetasol propionate"),
for the treatment of post-operative inflammation and pain following
ocular surgery, and developing the Optejet delivery system both for
use in combination with its own drug-device therapeutic programs
and for out-licensing for use in combination with therapeutics for
additional indications. The Company's aim is to improve the
delivery of topical ophthalmic medication through the ergonomic
design of the Optejet, which facilitates ease-of-use and delivery
of a more physiologically appropriate medication volume, with the
goal to reduce side effects and improve tolerability and introduce
digital health technology to improve therapy compliance and
ultimately medical outcomes.
In its Quarterly Report for the three months ended September 30,
2024, Eyenovia reported that it had unrestricted cash and cash
equivalents of approximately $7.2 million and an accumulated
deficit of approximately $175.4 million as of September 30, 2024.
For the nine months ended September 30, 2024 and 2023, the Company
used cash in operations of approximately $24.0 million and $17.5
million, respectively. The Company does not have recurring
significant revenue and has not yet achieved profitability. The
Company expects to continue to incur cash outflows from operations
for the near future. The Company expects that it will continue to
incur significant research and development and selling, general and
administrative expenses and, as a result, it will eventually need
to generate significant product revenues to achieve profitability.
These circumstances raise substantial doubt about the Company's
ability to continue as a going concern for at least one year from
the date that the financial statements were issued.
For the years ended December 31, 2023 and 2022, Eyenovia incurred
net losses of approximately $27.3 million and $28 million,
respectively. As of September 30, 2024, Eyenovia had $22,796,091 in
total assets, $19,076,788 in total liabilities, and $3,719,303 in
total stockholders' equity.
FAM BAM: Hires Levene Neale Bender Yoo as Legal Counsel
-------------------------------------------------------
Fam Bam, LLC seeks approval from the U.S. Bankruptcy Court for the
Central District of California to employ Levene, Neale, Bender, Yoo
& Golubchik L.L.P. as counsel.
The firm's services include:
a. advising the Debtor with regard to the requirements of the
Bankruptcy Court, Bankruptcy Code, Bankruptcy Rules and the Office
of the United States Trustee as they pertain to the Debtor;
b. advising the Debtor with regard to certain rights and
remedies of their bankruptcy estates and the rights, claims and
interests of creditors;
c. representing the Debtor in any proceeding or hearing in the
Bankruptcy Court involving their estates unless the Debtor are
represented in such proceeding or hearing by other special
counsel;
d. conducting examinations of witnesses, claimants or adverse
parties and representing the Debtor in any adversary proceeding
except to the extent that any such adversary proceeding is in an
area outside of LNBYG's expertise or which is beyond LNBYG's
staffing capabilities;
e. preparing and assisting the Debtor in the preparation of
reports, applications, pleadings and orders;
f. representing the Debtor with regard to obtaining use of
debtor in possession financing and/or cash collateral;
g. if appropriate, assisting the Debtor in the negotiation,
formulation, preparation and confirmation of a plan of
reorganization and the preparation and approval of a disclosure
statement in respect of the plan; and
h. performing any other services which may be appropriate in
LNBYG's representation of the Debtor during their bankruptcy
cases.
The firm will be paid at these rates:
Attorneys $550 to $750 per hour
Paraprofessionals $300 per hour
In addition, the firm will receive reimbursement for out-of-pocket
expenses incurred.
During the 1 year period prior to the Petition Date, the Debtor
paid the total sum of $31,738 to the firm, which constituted a
pre-bankruptcy retainer.
Todd M. Arnold, Esq., a partner at Levene, disclosed in a court
filing that his firm is a "disinterested person" pursuant to
Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
David B. Golubchik, Esq.
Todd M. Arnold, Esq.
Levene, Neale, Bender, Yoo & Golubchik, LLP
2818 La Cienega Avenue
Los Angeles, CA 90034
Tel: (310) 229-1234
Fax: (310) 229-1244
Email: dbg@lnbyg.com
tma@lnbyg.com
About Fam Bam, LLC
Fam Bam LLC is a limited liability company in La Canada, Calif.
Fam Bam filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. C.D. Calif. Case No. 25-10615) on January
28, 2025. In its petition, the Debtor reported between $1 million
and $10 million in both assets and liabilities.
Honorable Bankruptcy Judge Julia W. Brand handles the case.
The Debtor is represented by Todd M. Arnold, Esq., at Levene,
Neale, Bender, Yoo & Golubchik LLP, in Los Angeles, California.
FIG & FENNEL: Updates Newtek Secured Claims Pay; Amends Plan
------------------------------------------------------------
Fig & Fennel at MIA, LLC, and affiliates submitted a Disclosure
Statement for First Amended Joint Chapter 11 Plan dated February
20, 2025.
The Plan provides for the treatment of all Claims against the
Debtors' estates, ensures the continuation of the Debtors'
businesses as going concerns, and maximizes value for the benefit
of the Debtors' creditors.
The Plan provides, inter alia, for payment in full of all
Administrative Expense Claims, Priority Tax Claims, and Priority
Non-Tax Claims, the reinstatement of the Newtek Loans and Secured
Vehicle Agreements, all with extensions of the applicable maturity
dates. The Debtors will also be making Distributions to General
Unsecured Creditors under the Plan.
More specifically, under the Plan, among other things:
* Pursuant to an agreement with Newtek, the Newtek Loans will
be reinstated, in a reduced principal amount (owing to certain
payments made by the Debtors from the Proceeds of the sale of the
Miami Leases), the maturity dates on the Newtek Loans will be
extended by two years, and monthly payments will be recalculated;
* 15% payment on the Claims and Allowed General Unsecured
Claims over a two-year period;
* Payment in full of all Professional Fees, other
Administrative Expenses, and United States Trustee fees; and
* A comprehensive reorganization will be achieved that ensures
the continuation of the Debtors' businesses as going concerns that
maximize values for all Creditors and other parties in interest.
Having now rejected certain restaurant and concession leases, sold
unnecessary assets, and stabilized their cash flow and operations,
the Debtors focus going forward will be on their remaining
successful pantry and vending operations. The Debtors believe that
the remaining business will be a profitable enterprise and poised
for growth and will not require any additional reorganization or
result in a future liquidation.
Class 2 consists of the Newtek Secured Claims. Newtek is a Secured
Claimant holding a senior Lien on most, if not all, of the Debtors'
Assets. The Newtek Secured Claims are Allowed in the amount of
$4,090,898.80. The Debtors and Newtek have reached a consensual
agreement regarding the treatment of the Newtek Secured Claims
whereby:
* Principal Payment: The Debtors will make a one-time payment to
Newtek of $450,000 from the Miami Sale Proceeds being held in
escrow. Such payment will be made immediately following
Confirmation, with the full amount of such payment being applied to
the underlying principal amount of the Newtek Loans. The
outstanding balance of the Newtek Loans shall be $3,272,000 as of
March 31, 2025.
* Modifications to Newtek Loans: Newtek shall also make certain
agreed upon modifications to the Newtek Loans, including, among
other things: (i) reinstating the Newtek Loans, (ii) extending the
maturity date of the Newtek Loans, and (iii) recalculating the
payments due under the Newtek Loans.
* Modified Payments on the Newtek Loans: Payments of interest
and principal on the Newtek Loans shall be:
-- For calendar year 2025, total annual principal payments
will be $128,800 and total annual interest payments will be
$327,200; Reorganized Debtors will also pay all applicable fees
required under the modified Newtek Loans;
-- For calendar year 2026, total annual principal payments
will be $173,112 and total annual interest payments will be
$282,888, and the Reorganized Debtors shall make a $100,000
additional principal payment, plus pay all applicable fees required
under the modified Newtek Loans;
-- For calendar year 2027, total annual principal payments
will be $226,393 and total annual interest payments will be
$229,607, and the Reorganized Debtors shall make a $100,000
additional principal payment, plus pay all applicable fees required
under the modified Newtek Loans;
-- For calendar year 2028, total annual principal payments
will be $252,504 and total annual interest payments will be
$203,496, and the Reorganized Debtors shall make a $100,000
additional principal payment, plus pay all applicable fees required
under the modified Newtek Loans; and
-- For calendar year 2029, total annual principal payments
will be $280,705 and total annual interest payments will be
$175,295, and the Reorganized Debtors shall make a $100,000
additional principal payment, plus pay all applicable fees required
under the modified Newtek Loans.
-- At the end of calendar year 2029, the Newtek Loans will
either be paid or refinanced.
Class 4 consists of the General Unsecured Claims. Except to the
extent that a Holder of an Allowed General Unsecured Claim agrees
to a less favorable treatment of such Claim, each such Holder shall
receive, in full and final satisfaction, settlement, release, and
discharge of such Claim, 15% of the pro rata amount of their Claim,
with payment of $.05 per dollar of Allowed Claims after the
Effective Date, and thereafter, annual distributions of $.05 per
dollar of Allowed Claims for two years, beginning one year from the
Effective Date, in full and final satisfaction of such Holder's
General Unsecured Claim. Class 4 is Impaired.
A full-text copy of the Disclosure Statement dated February 20,
2025 is available at https://urlcurt.com/u?l=hk1jLc from
PacerMonitor.com at no charge.
Co-Counsel for the Debtors:
Peter E. Shapiro, Esq.
SHAPIRO LAW
8551 West Sunrise Boulevard
Plantation, FL 33322
Telephone: (954) 315-1157
Email: pshapiro@shapirolawpa.com
- and -
Robert L. Rattet, Esq.
Max DuVal, Esq.
John D. Molino, Esq.
DAVIDOFF HUTCHER & CITRON LLP
605 Third Avenue
New York, NY 10158
Telephone: (212) 557-7200
Email: rlr@dhclegal.com
mdv@dhclegal.com
jdm@dhclegal.com
About Fig & Fennel at Mia
Fig & Fennel at MIA, LLC and affiliates own and operate restaurants
offering a broad selection of grab-and-go sandwiches, salads,
bowls, snacks, desserts, and more.
The Debtors filed Chapter 11 petitions (Bankr. S.D. Fla. Lead Case
No. 23-18515) on October 18, 2023. Robert Siegmann, manager, signed
the petitions. At the time of the filing, Fig & Fennel at MIA
reported $2,956,271 in total assets and $523,057 in total
liabilities.
Judge Scott M. Grossman oversees the cases.
Adam Leichtling, Esq., at Lapin & Leichtling, LLP, is the Debtors'
legal counsel.
FIRSTBASE.IO INC: Court Extends Cash Collateral Access to June 30
-----------------------------------------------------------------
Firstbase.io, Inc. received another extension from the U.S.
Bankruptcy Court for the Southern District of New York to use cash
collateral.
The order authorized the company to use cash collateral from March
1 to June 30 to pay the expenses set forth in its budget, with a
10% variance.
Harbor Business Compliance Corp. and CFT Clear Finance Technology
Corp. were granted replacement liens on the cash collateral, to the
extent that their pre-bankruptcy liens were valid, perfected, and
enforceable.
In addition, CFT will receive payment of $20,000 per month as
additional protection.
A final hearing is scheduled for June 18.
Harbor Business Compliance is represented by:
Marc Skapof, Esq.
Royer Cooper Cohen Braunfeld LLC
1120 Avenue of the Americas, 4th Floor
New York, NY 10036-6700
Phone: (212) 994-0452
Fax: (484) 362-2630
mskapof@rccblaw.com
About Firstbase.io Inc.
Firstbase.io, Inc. is a technology company that provides business
formation services.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D.N.Y. Case No. 24-11647) on September
25, 2024, with $1 million to $10 million in assets and $10 million
to $50 million in liabilities.
Judge Lisa G. Beckerman oversees the case.
The Debtor is represented by Dawn Kirby, Esq., at Kirby Aisner &
Curley, LLP.
FISKER INC: Toccata Automotive Case Can't Proceed to Mediation
--------------------------------------------------------------
Magistrate Judge Christopher J. Burke of the United States District
Court for the District of Delaware determined that mediation is no
longer appropriate in the case captioned as TOCCATA AUTOMOTIVE
GROUP, INC., Appellant, v. FISKER INC., et al., Appellees, Case No.
24-cv-01158-JLH (D. Del.) pursuant to Section 1 of the Procedures
to Govern Mediation of Appeals from the United States Bankruptcy
Court for the District of Delaware, dated July 19, 2023, .
Appellants do not have counsel and the Court has recently received
correspondence from Appellees' counsel stating that Appellees no
longer consent to mediation in this case.
The Court recommends that the assigned District Judge issue an
order withdrawing the matter from mediation.
A copy of the Court's decision is available at
http://urlcurt.com/u?l=kXM89Ufrom PacerMonitor.com.
About Fisker Inc.
California-based Fisker Inc. is revolutionizing the automotive
industry by designing and developing individual mobility in
alignment with nature. Passionately driven by a vision of a clean
future for all, the company is on a mission to create the world's
most sustainable and emotional electric vehicles.
Fisker Inc. sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. D. Del.) on June 17, 2024. In its petition, the Debtor
reports between $500 million and $1 billion of assets, and between
$100 million and $500 million of liabilities.
Fisker is represented by Davis Polk & Wardwell LLP and Morris,
Nichols, Arsht & Tunnell LLP as legal advisors and Huron Consulting
Group as restructuring advisor.
FORESTAR GROUP: S&P Rates New $500MM Senior Unsecured Notes 'BB-'
-----------------------------------------------------------------
S&P Global Ratings assigned its 'BB-' issue-level rating and '3'
recovery rating to Forestar Group Inc.'s proposed $500 million
senior unsecured notes due 2033. The '3' recovery rating indicates
its expectation for meaningful (50%-70%; rounded estimate: 65%)
recovery in the event of a default.
Forestar intends to use the proceeds to pay off its existing senior
unsecured notes due 2026 and for general corporate purposes,
including to pay down the outstanding balance on its revolver. The
proposed notes will be senior unsecured obligations considered pari
passu to its other debt obligations.
S&P's 'BB-' issuer credit rating and stable outlook on Forestar
Group Inc. remain unchanged. It views the refinancing positively
because it enhances the financial flexibility of the company.
FOUNDEVER GROUP: S&P Downgrades ICR to 'B', Outlook Negative
------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on Foundever
Group S.A. to 'B' from 'B+'. At the same time, S&P lowered its
issue-level ratings on the company's senior secured credit
facilities to 'B' from 'B+'. The recovery rating remains '3'.
The negative outlook reflects the risk that S&P could downgrade the
company if we take a less favorable view of the business because
its 2025 growth investments and cost cutting initiatives do not
result in a path to material EBITDA margin and cash flow
improvement in 2026.
S&P said, "The downgrade reflects our expectation for negative free
operating cash flow generation (FOCF) in 2025 and the uncertain
path to EBITDA and cash flow improvement in 2026. While Foundever
outperformed our FOCF expectations in the second half of 2024
largely due to improved working capital management and one-time tax
benefits, we expect FOCF generation of about negative $20 million
in 2025, assuming the company's operating performance remains
sluggish, investment and restructuring costs remain elevated, and
the working capital and tax benefits in 2024 are unlikely to
repeat. Our revised cash flow forecast is weaker than what the
company presented in its recent 2025 budget after considering our
expectation for EBITDA declines in the first half of 2025 and the
execution risk present in growing EBITDA in the second half of the
year. Our rating and outlook reflect the risk that the company's
investments and cost-cutting initiatives in 2025 do not result in
incremental EBITDA and margin expansion by 2026 amid continued
pressure on industry pricing and volumes."
In late 2024, the company laid out a three-year plan to develop and
implement AI solutions, optimize its geographic footprint by
repositioning 10,000 European agents to offshore locations, and
consolidating to a single-brand global operating model. While
pricing pressures, automation of lower value tasks, and
investment-related expenses for generative AI (Gen AI) have been
industry headwinds of late, Foundever has struggled more than its
larger competitors, including Concentrix Corp., to absorb lower
prices and maintain profitability because of its less robust
availability of European near-shore and offshore services. The
company's plan to accelerate its agent count in lower-cost regions
should gradually help the company win more business volume and
improve profitability.
S&P said, "However, the plan will increase Foundever's capital
expenditure (capex) by about $20 million per year to a total of $90
million to $100 million each of the next three years, and we do not
expect material improvement to credit metrics until 2026. While we
believe the company has a better pipeline for new business than it
had throughout 2024, it has been forced to absorb initial training
costs when onboarding new business, which will likely delay EBITDA
growth. Furthermore, AI investment expenses are an added headwind
to profitability. These are imperative to maintain its competitive
standing as clients continually demand efficiency improvements and
well capitalized competitors push to advance their platforms and
services. Additionally, we expect restructuring-related expenses
will persist throughout 2025 and 2026 as the company executes on
its strategy, which will limit its S&P Global Ratings-adjusted
EBITDA margin expansion. Still, in our view, if Foundever can
execute on its three-year plan, it will remain favorably positioned
as the third largest provider of customer experience (CX) and
business process outsourcing (BPO) services in a crowded space."
Foundever's prospects for revenue growth are becoming increasingly
elusive, though we expect EBITDA growth into 2026 as costs
decrease. S&P said, "We expect revenue contraction will persist
through 2025 and into 2026. Client attrition remains about in line
with historical levels; yet price concessions, lower new business
volumes, and a persistent shift toward offshoring have decreased
top-line performance for several quarters. We expect the company's
plans to accelerate offshoring will help it return to EBITDA growth
in late 2025 or early 2026, though it will need to significantly
increase its business volume with new and existing customers to
return to revenue growth due to the lower-revenue, higher-margin
nature of offshore volumes." The negative outlook reflects the risk
that Foundever's earnings profile does not recover from current
levels.
Foundever's standing in credit markets has weakened over the past
year due to the emergence of Gen AI as a secular threat and the
company's operating underperformance, and there is little leeway
for continued underperformance at the 'B' rating level. S&P said,
"The company has over three years until its outstanding debt
matures, and the performance improvements contemplated in our
base-case forecast support our view regarding Foundever's ability
to sustain the obligations in its capital structure. The company
has solid liquidity, with $363 million of cash on its balance sheet
as of Dec. 31, 2024, and an undrawn $250 million revolver. While we
expect negative FOCF in 2025, we forecast it will return to
positive FOCF generation in 2026 and 2027 as it begins to benefit
from investment in Gen AI and accelerated labor offshoring. If the
company underperforms against our EBITDA and cash flow assumptions,
we believe it would face heightened refinancing risks that would
only continue to mount as the company approaches its 2028
maturities. We believe that demonstrating good growth in
profitability and cash flow generation will be necessary to improve
its standing in credit markets."
Foundever's Gen AI strategy is critical to maintaining its market
position by delivering competitive services. The technology remains
a source of both opportunity and risk, with significant downside
potential for Foundever as disruption risk increases. While S&P
continues to believe that broad replacement of human agents by AI
bots is a longer-term threat, lower-complexity interactions could
be automated over the medium term. Still, automating interactions
has been a constant theme in the CX industry, and Foundever's
investments include AI automation capabilities. S&P thinks this
will allow it to retain some revenue-generating business related to
interactions automated through Gen AI technology.
S&P believes the largest immediate risk for Foundever is that its
competitors could develop stronger marketable AI capabilities
first, leading to competitive losses. Foundever invested about $10
million in its AI initiatives in 2024, and it plans to double that
investment in 2025. It remains unclear whether this level of
investment is sufficient to maintain its competitive standing
relative to its largest rivals, Teleperformance and Concentrix, who
are each engaged in hundreds of AI projects with some expected to
begin generating revenue this year.
S&P said, "Over time, we believe Foundever's investments in AI
capabilities will enhance onboarding, training, retention, and
service quality. AI-based agent analytics and training services are
becoming part of the company's standard offering for new clients.
However, most of its tools remain in a pilot testing phase,
currently benefiting a very narrow subset of the business. This
includes its Copilot solutions offering, which generates suggested
responses in real time to agents during customer interactions. The
potential benefits to Foundever's operating efficiency and
profitability remain unclear; we expect these benefits will become
more apparent as the company's AI products are more fully developed
and scaled across its client base.
"The negative outlook reflects the risk that we could downgrade the
company if we take a less favorable view of the business because
its 2025 growth investments and cost-cutting initiatives do not
result in a path to material EBITDA margin and cash flow
improvement in 2026."
S&P could lower its rating on Foundever if it develops a less
favorable view of the business. This could occur if:
-- S&P does not expect the company to grow S&P Global
Ratings-adjusted EBITDA and improve EBITDA margins by at least 100
basis points (bps) in 2026, due to declining volumes or market
share losses that indicate its investments in new geographies are
not generating traction;
-- Industry advancements in technology accelerate volume declines
or pricing pressure; or
-- Ongoing restructuring and investment spending results in
sustained negligible FOCF generation.
S&P could also lower the rating if its liquidity weakens and the
company is unable to extend its $250 million revolving credit
facility before it becomes current in August 2025.
S&P could revise its outlook on Foundever to stable if the business
returns to EBITDA growth and FOCF generation and S&P believes the
company has improved its standing in credit markets. This could
occur if:
-- S&P expects S&P Global-adjusted EBITDA margins of at least 14%
in 2026 due to cost savings initiatives while it benefits from
opening and expanding European offshore locations, with new
business wins, customer demand trends improving, and as market
share remains intact;
-- S&P is increasingly confident that its investments in Gen AI
solutions will aid margin expansion and allow it to maintain its
competitive standing; and
-- It builds cash on its balance sheet, supporting its ability to
continue pursuing impactful investments and navigating challenging
business conditions.
FRANCHISE GROUP: Court Approves Disclosure Statement
----------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware approved the
adequacy of the disclosure statement filed by Franchise Group Inc.
and its debtor-affiliates explaining their sixth amended joint
Chapter 11 plan.
The deadline to vote to accept or reject the Debtors' Amended
Chapter 11 Plan is April 23, 2025, at 5:00 p.m. (ET). To be
counted, Ballots must be properly executed, completed, and
delivered to the Solicitation Agent at the address provided for
herein, or submitted online through a dedicated e-balloting portal
("E-Ballot Portal") accessible at the Debtors' restructuring
website maintained by the Solicitation Agent:
https://cases.ra.kroll.com/FRG online, so as to be actually
received by the Solicitation Agent no later than the Voting
Deadline:
Franchise Group, Inc. Ballot Processing Center
c/o Kroll Restructuring Administration LLC
850 3rd Avenue, Suite 412
Brooklyn, NY 11232
To arrange personal delivery, email FRGBallots@ra.kroll.com at
least 24 hours before arrival at the address above and provide the
anticipated date and time of delivery.
The overall purpose of the Debtors' Plan is to provide for the
restructuring of the Debtors' liabilities in a manner designed to
maximize recoveries to all stakeholders and to enhance the ongoing
financial viability of the Debtors.
Generally, pursuant to the Plan, on the Effective Date (terms used
but not defined below shall have the meanings set forth in the Plan
or this Disclosure Statement):
a) The OpCo Debtor Litigation Trust will be established to
reconcile OpCo General Unsecured Claims and to investigate, pursue,
litigate, and/or settle OpCo Litigation Claims for the benefit of
the Holders of OpCo General Unsecured Claims;
b) The Freedom HoldCo Debtor Litigation Trust will be established
to preserve the Freedom HoldCo Debtor Litigation Trust Claims for
the benefit of the Holders of Allowed Claims against the Freedom
HoldCo Debtors, including, to the extent the Freedom HoldCo DIP
Election is made, Holders of Allowed DIP Claims outstanding against
the Freedom HoldCo Debtors;
c) Allowed DIP Claims will be converted into a mix of (i) loans
under the Take-back Debt Facility on a dollar-for-dollar basis and
(ii) Reorganized Common Equity (subject to dilution) at a 25%
discount to plan value, which value will be determined during the
Chapter 11 Cases;
d) Allowed Prepetition First Lien Loan Claims will be equitized
into 100% of Reorganized Common Equity (subject to dilution);
e) Solely if Holders of Claims in Class 5 vote to accept the Plan,
New Warrants convertible into 5% of Reorganized Common Equity shall
be issued and distributed to the OpCo Debtor Litigation Trust for
distribution of the New Warrants or the proceeds thereof on a
ratable basis to all holders of OpCo Debtor Litigation Trust
Units;
f) Holders of Allowed Prepetition HoldCo Loan Claims will receive
their pro rata share of proceeds from the Freedom HoldCo Debtor
Litigation Trust after accounting for any DIP Claims subject to the
Freedom HoldCo DIP Election; and
g) Holders of Allowed OpCo General Unsecured Claims will receive
their pro rata share of the OpCo Debtor Litigation Trust Units
allocable to the respective OpCo Debtor against which the Holders
of such Allowed General Unsecured Claim hold Claims. Allowed OpCo
General Unsecured Claims are consolidated in Class 6 for procedural
purposes and votes shall be tabulated for each individual OpCo
Debtor.
The classification and treatment of Claims and Interests under the
Plan:
Projected
Claims & Amount of Projected
Class Interests Status Recovery Recovery
----- --------- ------ --------- ----------
1 Priority Unimpaired N/A 100%
Non-Tax
2 Other Unimpaired N/A 100%
Secured
3 Prepetition Impaired $248.7 Mil. 100%
ABL Loan
4 Prepetition Impaired $1.3 Bil. Unspecified
First Lien
Loan Claims
5 Prepetition Impaired $145 Mil. 0%-TBD
Second Lien
Loan
6 OpCo Debtors Impaired $1.14 Mil. 1%
General Unsec.
7 Prepetition Impaired $514.8 Mil. 0%
HoldCo Loan
8-A Freedom Impaired $0 N/A
HoldCo
General
Unsec.
8-B HoldCo Impaired $0 N/A
Receivables
General
Unsec.
8-C TopCo Impaired/ $0 N/A
General Unimpaired
Unsec.
9 Intercompany Impaired/ N/A 0%
Unimpaired
10 Subordinated Impaired/ N/A 0%
Unimpaired
11 Existing Impaired N/A 0%
TopCo Equity
Interests
12 Existing Impaired/ N/A 0%
Intercompany Unimpaired
Equity
Interests
If you are the holder of a Claim and believe that you are entitled
to vote on the Plan, but you did not receive a Solicitation
Package, or if you have any questions concerning voting procedures,
you should contact the Solicitation Agent electronically at
FRGinfo@ra.kroll.com ("Franchise Group Solicitation Inquiry" in the
subject line), in writing to the address above, via telephone at:
(844) 285-4564 (U.S./Canada toll free) or +1 (646) 937-7751
(International), or via the "Live Chat" and/or "Contact Us" buttons
in the "Info Center" section of the website.
A full-text copy the Debtors' amended disclosure statement is
available for free at https://tinyurl.com/3jxvr9z6
A full-text copy of the Debtors' amended Chapter 11 plan is
available for free at https://tinyurl.com/yc3ydfz4
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.
FRANCHISE GROUP: Plan Confirmation Hearing Set for May 12
---------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware will hold a
hearing on May 12, 2025, at 10:00 a.m. (ET) before the Hon. Laurie
Selber Silverstein at the U.S. Bankruptcy Court, 824 Market Street,
6th Floor, Courtroom 2, Wilmington Delaware 19801, to confirm the
sixth amended Chapter 11 plan of Franchise Group Inc. and its
debtor-affilaites. Objection to the confirmation of the Debtors'
amended Chapter 11 plan, if any, is April 23, 2025, at 5:00 p.m.
(ET).
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.
FREE SPEECH: Alex Jones Avoids Immediate Sandy Hook Payment Bid
---------------------------------------------------------------
Emily Lever of Law360 reports that bankrupt Infowars host Alex
Jones has won a reprieve from an immediate payment of over $1
billion to the families of Sandy Hook Elementary School victims who
sued him for defamation, following a ruling by the Connecticut
Appellate Court.
About Free Speech Systems
Free Speech Systems LLC is a broadcast media production and
distribution company that provides broadcasting aural programs by
radio to the public. Free Speech Systems is a family-run business
founded by Alex Jones.
FSS is presently engaged in the business of producing and
syndicating Jones' radio and video talk shows and selling products
targeted to Jones' loyal fan base via the Internet. Today, FSS
produces Alex Jones' syndicated news/talk show (The Alex Jones
Show) from Austin, Texas, which airs via the Genesis Communications
Network on over 100 radio stations across the United States and via
the internet through websites including Infowars.com.
Due to the content of Alex Jones' shows, Jones and FSS have faced
an all-out ban of Infowars from mainstream online spaces. Shunning
from financial institutions and banning Jones and FSS from major
tech companies began in 2018.
Conspiracy theorist Alex Jones has been sued by victims' family
members over Jones' lies that the 2012 Sandy Hook Elementary School
shooting was a hoax.
Jones' InfoW LLC and affiliates, IWHealth, LLC and Prison Planet
TV, LLC, filed petitions under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. S.D. Texas Lead Case No. 22-60020) on April
18, 2022.
FTX TRADING: Mediation Not Appropriate in Meghji, et al. Lawsuit
----------------------------------------------------------------
Magistrate Judge Christopher J. Burke of the United States District
Court for the District of Delaware determined that mediation is not
appropriate in the case captioned as MOHSIN Y. MEGHJI, as
Litigation Administrator for Celsius Network LLC and its associated
debtors, et al., Appellant, v. FTX TRADING LTD., et al., Appellees,
Case No. 25-cv-00002-TLA (D. Del.), pursuant to Section 1 of the
Procedures to Govern Mediation of Appeals from the United States
Bankruptcy Court for the District of Delaware, dated July 19, 2023,
.
The Court held a teleconference on Feb. 24, 2025, to further confer
with counsel for both sides.
Based upon the arguments presented by counsel, the Court finds it
unlikely that mediation will resolve the pending claims on appeal.
The Court recommends that the assigned Judge issue an order
withdrawing the matter from mediation and setting the following
appellate briefing schedule (agreed to by the parties):
Appellant's Opening Brief: March 17, 2025
Appellees' Responsive Brief: May 1, 2025
Appellant's Reply Brief: May 22, 2025
A copy of the Court's decision is available at
http://urlcurt.com/u?l=u3S2n5from PacerMonitor.com.
About FTX Trading Ltd.
FTX is the world's second-largest cryptocurrency firm. FTX is a
cryptocurrency exchange built by traders, for traders. FTX offers
innovative products including industry-first derivatives, options,
volatility products and leveraged tokens.
Then CEO and co-founder Sam Bankman-Fried said Nov. 10, 2022, that
FTX paused customer withdrawals after it was hit with roughly $5
billion worth of withdrawal requests.
Faced with liquidity issues, FTX on Nov. 9 struck a deal to sell
itself to its giant rival Binance, but Binance walked away from the
deal amid reports on FTX regarding mishandled customer funds and
alleged US agency investigations.
At 4:30 a.m. on Nov. 11, Bankman-Fried ultimately agreed to step
aside, and restructuring vet John J. Ray III was quickly named new
CEO.
FTX Trading Ltd (d/b/a FTX.com), West Realm Shires Services Inc.
(d/b/a FTX US), Alameda Research Ltd. and certain affiliated
companies then commenced Chapter 11 proceedings (Bankr. D. Del.
Lead Case No. 22-11068) on an emergency basis on Nov. 11, 2022.
Additional entities sought Chapter 11 protection on Nov. 14, 2022.
FTX Trading and its affiliates each listed $10 billion to $50
million in assets and liabilities, making FTX the biggest
bankruptcy filer in the US this year. According to Reuters, SBF
shared a document with investors on Nov. 10 showing FTX had $13.86
billion in liabilities and $14.6 billion in assets. However, only
$900 million of those assets were liquid, leading to the cash
crunch that ended with the company filing for bankruptcy.
The Hon. John T. Dorsey is the case judge.
The Debtors tapped Sullivan & Cromwell, LLP as bankruptcy counsel;
Landis Rath & Cobb, LLP as local counsel; and Alvarez & Marsal
North America, LLC as financial advisor. Kroll is the claims agent,
maintaining the page https://cases.ra.kroll.com/FTX/Home-Index
The official committee of unsecured creditors tapped Paul Hastings
as bankruptcy counsel; Young Conaway Stargatt & Taylor, LLP as
Delaware and conflicts counsel; FTI Consulting, Inc. as financial
advisor; and Jefferies, LLC as investment banker.
Montgomery McCracken Walker & Rhoads LLP, led by partners Gregory
T. Donilon, Edward L. Schnitzer, and David M. Banker, is
representing Sam Bankman-Fried in the Chapter 11 cases. White
collar crime specialist Mark S. Cohen has reportedly been hired to
represent SBF in litigation. Lawyers at Paul Weiss previously
represented SBF but later renounced representing the entrepreneur
due to a conflict of interest.
G-FORCE POWERSPORTS: Unsecureds to Get 2 Cents on Dollar in Plan
----------------------------------------------------------------
G-Force Powersports, Inc., filed with the U.S. Bankruptcy Court for
the District of South Carolina a Plan of Reorganization for Small
Business dated February 19, 2025.
Since January 4, 2007, the Debtor has been in the business of
operating a retail business marketing, selling, and servicing
motorcycles, boats, snowmobiles, all terrain vehicles, riding gear,
and parts and products related thereto.
The Plan Proponent's financial projections show that the Debtor
will have projected disposable income of $170,446.97. The final
Plan payment is expected to be paid on April 1, 2029.
This Plan of Reorganization proposes to pay creditors of the Debtor
from sale of assets, cash flow from operations, and future income.
Non-priority unsecured creditors holding allowed claims will
receive distributions, which the proponent of this Plan has valued
at approximately 2 cents on the dollar. This Plan also provides for
the payment of administrative and priority claims.
Class 3 consists of Non-priority unsecured creditors. Class 3 is
impaired by this Plan and will be paid 2% of the amount of their
allowed claims without interest.
Class 4 is impaired by this Plan in that the security holders of
the Debtor will not receive any distributions in the Plan.
The Plan will be implemented by the sole shareholder, officer, and
director, Gary Fallon. Beginning on the Effective Date of the Plan,
the Debtor will begin making monthly payments as set forth in
Exhibit B – Plan Payments using cash on hand, funds from
operation, and financing, if available.
A full-text copy of the Plan of Reorganization dated February 19,
2025 is available at https://urlcurt.com/u?l=z8y1jT from
PacerMonitor.com at no charge.
Counsel to the Debtor:
Robert A. Pohl, Esq.
POHL, PA
P.O. Box 27290
Greenville, SC 29616
Tel: (864) 233-6294
Fax: (864) 558-5291
Email: Robert@POHLPA.com
About G-Force Powersports
G-Force Powersports Inc. is a merchant wholesaler of motor vehicle
and motor vehicle parts and supplies.
G-Force Powersports Inc. sought relief under Subchapter V of
Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.S.C. Case No.
24-03718) on October 14, 2024. In the petition filed by Gary
Fallon, as president, the Debtor reports estimated assets up to
$50,000 and estimated liabilities between $1 million and $10
million.
The Debtor is represented by Robert Pohl, Esq. at Pohl Bankruptcy,
LLC.
GLOBAL COMMUNITY CHARTER SCHOOL: S&P Lowers Bond Rating to 'B+'
---------------------------------------------------------------
S&P Global Ratings' lowered its long-term rating three notches to
'B+' from 'BB+' on the Build NYC Resource Corp.'s series 2022
bonds, issued for Friends of GCCS Inc. on behalf of Global
Community Charter School (GCCS, or the school). The outlook is
negative.
"The downgrade reflects the school's persistent weakening in
underlying financial metrics, resulting in missed debt service
coverage (DSC) and days' cash on hand (DCOH) covenants in fiscal
2024 and the DCOH covenant in fiscal 2023; we believe this reflects
elevated governance risks surrounding risk management," said S&P
Global Ratings credit analyst Sue Ryu.
The school has not received covenant waivers for fiscal 2024, and
management reports that it is coordinating with bondholders to
finalize and sign a forbearance agreement requiring additional
collateral pledges and publication of the fiscal 2024 audit by
August 2025 to waive covenant breaches.
At this time, the draft agreement does not alter debt payment
structures or timing, and GCCS plans to continue making timely debt
service payments. In addition, the sharp decline in enrollment in
fall 2024, which management attributes to a competitive environment
for students, limits operating flexibility moving forward.
S&P said, "The negative outlook reflects the uncertain expectations
regarding bondholder action, as the forbearance agreement has not
been signed and we understand there may be an event of default if
the school does not publish its audit by the end of the forbearance
period. In addition, we view other risks as pressuring the credit
rating, including escalating lease payment obligations in the face
of enrollment pressures and an upcoming charter renewal in 2027.
"The downgrade and negative outlook reflect our view of elevated
risk regarding the school's risk management, culture, and
oversight, as reflected in covenant violations each year following
issuance of the series 2022 bonds and our understanding that the
school expects to enter into a forbearance agreement as a result of
fiscal 2024 covenant violations. While the current management team
is taking actions to remedy the situation, we will continue to
monitor its progress and whether these actions will result in
improved financial performance over the longer term."
Environmental, social, and governance (ESG) credit factors for this
change in credit rating/outlook and/or CreditWatch status:
-- Governance: Risk management, culture, and oversight
GSTK PROPERTIES: Hires Levene Neale Bender as Legal Counsel
-----------------------------------------------------------
GSTK Properties, LLC seeks approval from the U.S. Bankruptcy Court
for the Central District of California to employ Levene, Neale,
Bender, Yoo & Golubchik L.L.P. as counsel.
The firm's services include:
a. advising the Debtor with regard to the requirements of the
Bankruptcy Court, Bankruptcy Code, Bankruptcy Rules and the Office
of the United States Trustee as they pertain to the Debtor;
b. advising the Debtor with regard to certain rights and
remedies of their bankruptcy estates and the rights, claims and
interests of creditors;
c. representing the Debtor in any proceeding or hearing in the
Bankruptcy Court involving their estates unless the Debtor are
represented in such proceeding or hearing by other special
counsel;
d. conducting examinations of witnesses, claimants or adverse
parties and representing the Debtor in any adversary proceeding
except to the extent that any such adversary proceeding is in an
area outside of LNBYG's expertise or which is beyond LNBYG's
staffing capabilities;
e. preparing and assisting the Debtor in the preparation of
reports, applications, pleadings and orders;
f. representing the Debtor with regard to obtaining use of
debtor in possession financing and/or cash collateral;
g. if appropriate, assisting the Debtor in the negotiation,
formulation, preparation and confirmation of a plan of
reorganization and the preparation and approval of a disclosure
statement in respect of the plan; and
h. performing any other services which may be appropriate in
LNBYG's representation of the Debtor during their bankruptcy
cases.
The firm will be paid at these rates:
Attorneys $550 to $750 per hour
Paraprofessionals $300 per hour
In addition, the firm will receive reimbursement for out-of-pocket
expenses incurred.
During the 1 year period prior to the Petition Date, the Debtor
paid the total sum of $31,738 to the firm, which constituted a
pre-bankruptcy retainer.
Todd M. Arnold, Esq., a partner at Levene, disclosed in a court
filing that his firm is a "disinterested person" pursuant to
Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
David B. Golubchik, Esq.
Todd M. Arnold, Esq.
Levene, Neale, Bender, Yoo & Golubchik, LLP
2818 La Cienega Avenue
Los Angeles, CA 90034
Tel: (310) 229-1234
Fax: (310) 229-1244
Email: dbg@lnbyg.com
tma@lnbyg.com
About GSTK Properties, LLC
GSTK Properties LLC is a California-based real estate company,
operates from its principal location in Pacoima, California.
GSTK Properties LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. C.D. Cal. Case No. 25-10144) on January 28,
2025. In its petition, the Debtor reports estimated assets and
liabilities between $1 million and $10 million each.
Honorable Bankruptcy Judge Martin R. Barash handles the case.
The Debtor is represented by Todd M. Arnold, Esq., at Levene,
Neale, Bender, Yoo & Golubchik L.L.P., in Los Angeles, California.
GWG HOLDINGS: Goldberg v. Foley Case Abated Pending Arbitration
---------------------------------------------------------------
Judge Marvin Isgur of the United States Bankruptcy Court for the
Southern District of Texas held that the adversary proceeding
captioned as MICHAEL I. GOLDBERG, Plaintiff, VS. FOLEY & LARDNER
LLP, Defendant, ADVERSARY NO. 24-3199 (Bankr. S.D. Tex.) is abated
pending resolution of the arbitration dispute between the parties.
This matter concerns a motion by Foley & Lardner LLP to compel
arbitration of the Litigation Trustee's claims pursuant to an
arbitration provision contained in an engagement letter between
Foley and a Special Committee of GWG's board.
Prior to the petition date, on May 10, 2019, the board of directors
of GWG formed a Special Committee to evaluate potential
related-party transactions between GWG and The Beneficient Company
Group, L.P. The Special Committee consisted of two GWG directors,
David Chavenson and Kathleen Mason. The Special Committee was
tasked with evaluating three separate transactions:
(a) a $10 million payment from GWG to a third party in exchange
for Beneficient common equity;
(b) a $65 million loan from GWG to trusts affiliated with
Beneficient; and
(c) a $79 million transfer to Beneficient in exchange for
Beneficient common equity.
The transactions were approved by the Special Committee.
On May 16, 2019, the Special Committee engaged Foley & Lardner LLP
to provide the Special Committee with legal representation in
connection with its review of certain transactions between GWG .
and Beneficient, and matters of corporate governance related
thereto. Foley represented the Special Committee from May 2019
through March 2020.
The Trustee of GWG's Litigation Trust filed this adversary
proceeding against Foley on Sept. 27, 2024. The Trustee has filed
a separate adversary proceeding against Chavenson for his alleged
breaches of fiduciary duties in approving the Beneficient
Transactions, which the Trustee alleges were grossly unfair to GWG.
This adversary proceeding concerns whether Foley breached its
duties in connection with its representation of the Special
Committee.
The complaint asserts four causes of action. The first cause of
action is for aiding and abetting/knowing participation in breaches
of fiduciary duties. It alleges that the Special Committee breached
its fiduciary duties of care and loyalty when approving the
Beneficient Transactions and Foley knowingly participated in,
substantially assisted, encouraged and induced, and otherwise
facilitated the Special Committee's breaches of fiduciary duties,
causing GWG harm.
The second cause of action is for professional negligence / legal
malpractice. It alleges that Foley owed a professional duty of care
to GWG because the Special Committee managed GWG's affairs and was
in privity with GWG in connection with GWG's delegation of powers
to the Special Committee. It also alleges that Foley breached its
professional duties through various alleged negligent actions in
connection with its representation of the Special Committee and its
investigation of the Beneficient Transactions, causing harm to
GWG.
The third cause of action alleges that Foley breached its fiduciary
duties owed to GWG. It alleges that Foley owed a fiduciary duty of
loyalty to GWG because the Special Committee managed GWG's affairs
and was in privity with GWG in connection with GWG's delegation of
powers to the Special Committee. The claim alleges that Foley
breached its fiduciary duties by consistently failing to bring
known problems and significant concerns to GWG's and the full GWG
board's attention, causing harm to GWG.
The fourth cause of action is for avoidance and recovery of
fraudulent transfers pursuant to Secs. 544(b) and 550 of the
Bankruptcy Code. It essentially alleges that, because Foley's
misconduct caused GWG to suffer harm, GWG did not receive any
value, let alone reasonably equivalent value, in exchange for GWG's
transfers of $861,446.70 in funds to Foley, i.e., GWG's payment for
Foley's services.
On Nov. 6, 2024, Foley moved to compel arbitration of the Trustee's
claims and stay this adversary proceeding pursuant to the
arbitration clause contained in the Foley Engagement Letter
The parties agree that a valid arbitration agreement exists between
Foley and the Special Committee. The Trustee also concedes that the
arbitration clause applies to its second and third claims for
relief, rendering those claims subject to arbitration. The parties
dispute whether the Trustee's first cause of action for aiding and
abetting and fourth cause of action for avoidance of fraudulent
transfers are subject to arbitration.
Judge Isgur concludes that because the Special Committee acted as
GWG's authorized agent, GWG was Foley's ultimate organizational
client. The Trustee is bound by the Foley Engagement Letter's
arbitration clause. The Court has the authority to deny
arbitrability of certain types of claims. Despite having the
authority, the Court does not exercise its discretion to deny
arbitration of any of the claims. Per the arbitration clause, a
determination of the arbitrability of the fraudulent transfer and
aiding and abetting claims is delegated to the arbitrators. The
adversary proceeding is abated pending resolution of the
arbitration.
A copy of the Court's decision is available at
http://urlcurt.com/u?l=AnQg4ffrom PacerMonitor.com.
About GWG Holdings
Headquartered in Dallas Texas, GWG Holdings, Inc. (NASDAQ: GWGH)
conducts its life insurance secondary market business through a
wholly owned subsidiary, GWG Life, LLC, and GWG Life's wholly owned
subsidiaries.
GWG Holdings Inc. and affiliates sought Chapter 11 bankruptcy
protection (Bankr. S.D. Texas Lead Case No. 22-90032) on April 20,
2022. In the petition filed by Murray Holland, president and chief
executive officer, GWG Holdings disclosed between $1 billion and
$10 billion in both assets and liabilities.
Judge Marvin Isgur oversees the cases.
The Debtors tapped Mayer Brown, LLP and Jackson Walker, LLP, as
bankruptcy counsels; Tran Singh, LLP as special conflicts counsel;
FTI Consulting, Inc. as financial advisor; and PJT Partners, LP, as
investment banker. Donlin Recano & Company is the Debtors' notice
and claims agent.
National Founders LP, a debtor-in-possession (DIP) lender, is
represented by Michael Fishel, Esq., Matthew A. Clemente, Esq., and
William E. Curtin, Esq., at Sidley Austin, LLP.
The U.S. Trustee for Region 7 appointed an official committee to
represent bondholders in the Debtors' cases. The committee tapped
Akin Gump Strauss Hauer & Feld, LLP and Porter Hedges, LLP, as
legal counsels; Piper Sandler & Co. as investment banker; and
AlixPartners, LLP as financial advisor.
The Debtors obtained confirmation of their Further Modified Second
Amended Joint Chapter 11 Plan on June 20, 2023.
H & H RENTAL: Court Extends Cash Collateral Access to March 24
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of North
Carolina issued a second interim order extending H & H Rental
Broker, Inc.'s authority to use cash collateral from Feb. 24 to
March 24.
The second interim order authorized the company to use the cash
collateral of its lenders, MMG Investments VI, LLC and BB&T, to pay
the expenses set forth in its budget, with a 10% variance.
The budget shows total projected expenses of $3,800 for the interim
period.
As protection, the lenders were granted a post-petition replacement
lien on their collateral to the same extent and with the same
validity and priority as their pre-bankruptcy liens.
The next hearing is scheduled for March 24.
MMG Investments VI is represented by:
Daniel C. Bruton, Esq.
Bell, Davis & Pitt, P.A.
P.O. Box 21029
Winston-Salem, NC 27120-1029
Phone: 336-722-3700
Fax: 336-748-5890
dbruton@belldavispitt.com
About H & H Rental Broker Inc.
H & H Rental Broker, Inc. filed Chapter 11 petition (Bankr. E.D.
N.C. Case No. 25-00105) on January 9, 2025, with up to $1 million
in assets and up to $50,000 in liabilities. Tonya Hanks, president
of H & H Rental Broker, signed the petition.
Judge David M. Warren oversees the case.
The Debtor is represented by J.M. Cook. Esq., at J.M. Cook, P.A.
HAL LUFTIG: Court Confirms Third Amended Plan of Reorganization
---------------------------------------------------------------
The Honorable John P. Mastando III of the United States Bankruptcy
Court for the Southern District of New York confirmed Hal Luftig
Company's Third Amended Small Business Plan of Reorganization Under
Chapter 11 of the Bankruptcy Code.
The Debtor is a New York corporation engaged in the production of
theatrical works both on and off Broadway.
In August 2019, FCP Entertainment Partners, LLC -- one of the
Debtor's investors and business partners -- initiated an
arbitration against the Debtor for breach of contract and against
Mr. Luftig for breach of fiduciary duty. Mr. Luftig is Debtor's
president and sole shareholder.
FCP alleged in the Arbitration that, pursuant to a 2007 agreement,
FCP was entitled to but did not receive certain income from the
Debtor's productions of Kinky Boots and Elephant Man. On April 1,
2022, the arbitrator issued a final award finding that, inter alia,
the Debtor and Mr. Luftig were jointly and severally liable to FCP
for approximately $2.6 million for the breach of contract claim
brought against the Debtor. Subsequently, the District Court
confirmed the Final Award on Oct. 26, 2022, and entered a Clerk's
Final Judgment on Nov. 2, 2022. The Judgment's enforcementwas
automatically stayed for 30 days, until Dec. 2, 2022. Mr. Luftig
appealed the District Court's confirmation of the Final Award, but
the Debtor did not.
On Dec. 1, 2022 -- one day before the stay of the Judgment's
enforcement expired -- the Debtor filed this voluntary Subchapter V
small business reorganization case. On the Petition Date, the
Debtor also commenced an adversary proceeding seeking to extend the
automatic stay to non-debtor Mr. Luftig, and seeking a preliminary
injunction enjoining FCP from executing on the Judgment against Mr.
Luftig.
In support of its request for relief, the Debtor argued that there
were unusual circumstances warranting extension of the automatic
stay to Mr. Luftig. Specifically, the Debtor argued that it derives
profits from the shows produced by Mr. Luftig, and that if Mr.
Luftig was not protected by the stay, he would be forced on a daily
basis to deal with FCP's enforcement collection efforts, which will
irreparably harm the Debtor's chance of a successful
reorganization. It also argued that the requisite elements for a
preliminary injunction against FCP's efforts to enforce the
Judgment were satisfied.
The Court held hearings on Dec. 1 and 16, 2022, concerning the stay
extension issue. On Jan. 5, 2023, the Court issued an opinion
finding that:
(i) the enforcement of the Final Judgment against Mr. Luftig
would impact his efforts on behalf of the Debtor;
(ii) the Debtor was likely to successfully reorganize;
(iii) the Debtor would likely suffer irreparable harm without the
requested relief;
(iv) the balance of harms weighed in favor of the injunction;
(v) the injunction was not adverse to the public interest; and
(vi) the Debtor did not have another adequate remedy
at law.
On March 1, 2023, the Debtor filed the Small Business Plan of
Reorganization Under Chapter 11 of the Bankruptcy Code.
The Initial Plan proposed a nonconsensual third-party release of
FCP's direct claim against Mr. Luftig, in exchange for, inter alia,
Mr. Luftig's one-time cash contribution of $500,000 into the plan.
Both the United States Trustee and FCP objected to the Initial
Plan's confirmation, and argued that the Luftig Release was
inequitable and that it did not satisfy the various requirements
for a third party release pursuant to the Second Circuit's ruling
in In Re Purdue Pharma L.P., 69 F.4th 45 (2d Cir. 2023).
Following the District Court's opinion denying the Initial Plan's
confirmation and the Supreme Court's ruling in Purdue Pharma, the
Debtor filed, on July 25, 2024, a new plan that removed the Luftig
Release-related provisions. However, the Second Amended Plan added
language that extends in full force and effect all injunctions or
stays existing on the confirmation date until the close of this
Chapter 11 case.
Third Amended Plan
Subsequently, the Debtor filed the Third Amended Plan on Nov. 21,
2024. The Third Amended Plan qualified the proposed stay extension
to terminate upon the earliest of this Chapter 11 case's closure,
dismissal, or the grant or denial of discharge, and clarified that
the scope of the Adversary Proceeding's Luftig Stay only applies to
FCP.
Besides the removal of the Luftig Release provisions and the added
language extending the existing stays, the Third Amended Plan is
substantially similar to the Debtor's Initial Plan: the life of the
Third Amended Plan will be five years, and all administrative
expenses and priority claims will be paid in full.
As set forth in Article II, the Third Amended Plan creates six
classes.
The Third Amended Plan is to be funded by:
(i) the Debtor's Disposable Income;
(ii) a $50,000.00 payment by Mr. Luftig to settle a certain
avoidance claim related to the Debtor's partial repayment in
October 2022 of a loan from Mr. Luftig, in exchange for Mr. Luftig
receiving a $50,000.00 claim against the estate; and
(iii) an agreement by Mr. Luftig to contribute up to $100,000 to
the extent necessary to satisfy Section 1191(c)(2)(B) 13 of the
Bankruptcy Code.
The Third Amended Plan also requires Mr. Luftig to enter into the
Employment Agreement with the Debtor, whereby Mr. Luftig would be
paid a salary of $210,000 to spend approximately 50% of his
business time and efforts acting as President of the Debtor. Under
the Third Amended Plan, Mr. Luftig would also not charge the Debtor
rent for operating in his home. In exchange for these
contributions, the Debtor will issue a secured promissory note to
Mr. Luftig that will be subordinated until after the Third Amended
Plan expires.
As of the date of the Confirmation Hearing, all classes entitled to
vote on the Third Amended Plan have rejected the plan.
The Debtor argues that the Third Amended Plan satisfies all the
confirmation requirements set forth in Chapter 11 of the Bankruptcy
Code and applicable caselaw. Specifically, the Debtor argues that
the Third Amended Plan is a qualifying Subchapter V reorganization
plan under Code Sec. 1190 because it:
(i) contains a brief history of the Debtor's business
operations, in addition to the liquidation analysis and disposable
income analysis prepared by the Debtor's expert, Brian Ryniker; and
(ii) provides that the Debtor will fund the Third Amended Plan
with all its Disposable Income over the Plan's 5-year life.
Moreover, the Debtor argues that the Third Amended Plan satisfies
all applicable requirements under Bankruptcy Code Sec. 1191, which
incorporates Sec. 1129(a), as it:
(i) complies with Code Secs. 1122 & 1123;
(ii) provides the creditors with greater recoveries than they
would receive in a hypothetical liquidation; and
(iii) is supported by a disposable income analysis demonstrating
that the plan is feasible.
Notwithstanding the Voting Classes' votes to reject the Third
Amended Plan, the Debtor argues that the plan may be confirmed as a
nonconsensual plan pursuant to Bankruptcy Code Secs. 1191(b) & (c).
Code Secs. 1191(b) & (c) permit a bankruptcy court to confirm a
plan rejected by certain impaired classes if the plan does not
discriminate unfairly, and is fair and equitable with respect to
each impaired rejecting class. The Debtor argues that the Third
Amended Plan is fair and equitable with respect to the rejecting
Voting Classes because the Debtor (i) will be paying into the plan
all its Disposable Income for the 5-year plan period; (ii) has
demonstrate a reasonable likelihood that it will make all payments
under the Third Amended Plan. Additionally, the Back-Stop
Commitment provides a sufficient remedy to the claimholders if the
Debtor fails to make any plan payments.
The Debtor argues that the Bankruptcy Code's applicable provisions
support extending the Luftig Stay's duration for the Third Amended
Plan's 5-year life. It asserts that the Court should extend the
Luftig Stay to the time when the Debtor's automatic stay may be
terminated pursuant to Code Sec. 362(c)(2)18 because Mr. Luftig is
essential to the Debtor's successful reorganizations.
The Debtor also argues that FCP does not identify any new
compelling reasons, new evidence, manifest injustice, or clear
error to warrant a last-minute challenge to the Luftig Stay
Extension. Lastly, with respect to the cases that FCP cited in
support of its argument, the Debtor contends that the cases are
distinguishable and do not support FCP's proposition that the
Luftig Stay is unlawful.
The Court concludes that, under the facts and circumstances of this
case as described herein, the non-debtor stay extension should not
be for a limited duration and may extend for the life of the plan,
consistent with Bankruptcy Code Sec. 362(c)(2). Accordingly, the
Court finds that the Luftig Stay Extension's duration does not
render the relief facially impermissible.
Considering Mr. Luftig's substantial contribution to the Debtor's
business, the Court finds that providing Mr. Luftig with relief
from the potential FCP litigation is necessary for the Third
Amended Plan's success.
The Court also finds that the Debtor will face irreparable harm
without the Luftig Stay Extension. If Mr. Luftig cannot focus on
the Debtor's business operations, it will be difficult or
impossible for the Debtor to carry out the Third Amended Plan and
successfully reorganize. Mr. Luftig is indemnified by the Debtor
for liabilities he incurs relating to his involvement in the
Debtor's business, and any judgment enforced against Mr. Luftig
will ultimately become a claim against the estate. This
indemnification relationship between the Debtor and Mr. Luftig
would pose further challenges to the Debtor's reorganizational
efforts if FCP is permitted to pursue its Judgment claim against
Mr. Luftig. Thus, the Court finds that Plaintiff is likely to
suffer irreparable harm in the event injunctive relief is not
granted.
Further, the Court also finds that the balance of the hardships
weighs in the Debtor's favor. Because Mr. Luftig is responsible for
the Debtor's revenue-generating projects, any burdens placed upon
Mr. Luftig will impair his ability to manage the company and reduce
the likelihood of a successful reorganization.
Lastly, granting the Luftig Stay Extension is not adverse to the
public interest.
The Court finds that the Debtor has satisfied its burden with
respect to the statutory requirements set forth in 11 U.S.C. Sec.
1191 to confirm the Third Amended Plan. Accordingly, FCP's Final
Objection is overruled, and the Third Amended Plan is confirmed.
A copy of the Court's decision is available at
http://urlcurt.com/u?l=7C8khTfrom PacerMonitor.com.
Counsel for Debtor Hal Luftig Company, Inc.:
Michael S. Amato, Esq.
Sheryl P. Giugliano, Esq.
RUSKIN MOSCOU FALTISCHEK, P.C.
East Tower, 15th Floor, 1425 RXR Plaza
Uniondale, NY 11556
E-mail: mamato@rmfpc.com
sgiugliano@rmfpc.com
Counsel for Hal Luftig:
Martin J. Foley, Esq.
MARTIN J. FOLEY, PLC
601 S. Figueroa Street, Suite 2000
Los Angeles, CA 90017
Counsel for FCP Entertainment Partners, LLC:
John A. Mueller, Esq.
Christopher M. Fisher, Esq.
LIPPES MATHIAS LLP
50 Fountain Plaza, Suite 1700
Buffalo, NY 14202–2216
E-mail: JMUELLER@LIPPES.COM
CFISHER@LIPPES.COM
About Hal Luftig Company
Hal Luftig Company, Inc., a theatrical producer in New York, filed
a petition under Chapter 11, Subchapter V of the Bankruptcy Code
(Bankr. S.D.N.Y. Case No. 22-11617) on Dec. 1, 2022, with $100,000
to $500,000 in assets and $1 million to $10 million in liabilities.
Charles Persing has been appointed as Subchapter V trustee.
Judge John P. Mastando III presides over the case.
Ruskin Moscou Faltischek, P.C., RK Consultants, LLC and CBIZ, Inc.
are the Debtor's legal counsel, financial advisor and tax
accountant, respectively.
HANDS ON PREMIUM: Seeks to Hire Daniel L. Freeland as Attorney
--------------------------------------------------------------
Hands On Premium Car Wash LLC filed Chapter 11 protection in the
U.S. Bankruptcy Court for the Northern District of Indiana to hire
Daniel L. Freeland & Associates, P.C. as attorney.
The firm will provide these services:
a. give the Debtor legal advice with respect to its powers and
duties as debtor-in-possession in the continued operation of his
businesses and management of its property;
b. defend the various complaints and motions for relief of
stay filed by creditors of the debtor;
c. protect the Debtor's interest in any executory contracts;
d. prepare on behalf of your applicant, as
debtor-in-possession, necessary applications, answers, order,
reports, and other legal papers;
e. perform all other legal services for debtor as
debtor-in-possession which may be necessary; and
f. prepare and file Plans, Disclosures and other papers related
thereto.
The firm will be paid at these rates:
Sheila A. Ramacci $400 per hour
Daniel L. Freeland $500 per hour
The firm was paid a retainer in the amount of $5,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Sheila A. Ramacci, Esq., a partner at Daniel L. Freeland &
Associates, P.C., disclosed in a court filing that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code.
The firm can be reached at:
Sheila A. Ramacci, Esq.
Daniel L. Freeland & Associates, P.C.
9105 Indianapolis Blvd.
Highland, IN 46322
Telephone: (219) 922-0800
Facsimile: (219) 922-1261
Email: sar4198@aol.com
About Hands On Premium Car Wash LLC
Hands On Premium Car Wash LLC, established in 2008, is a
family-owned business in Saint John, Indiana, offering hand car
washing, waxing, and detailing services.
Hands On Premium Car Wash LLC sought relief under Subchapter V of
Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ind.Case No.
25-20255) on February 18, 2025. In its petition, the Debtor reports
estimated assets between $500,000 and $1 million.
The Debtor is represented by Daniel L. Freeland, Esq. at DANIEL L.
FREELAND & ASSOCIATES, P.C.
HARADA FAMILY: Taps Patten Peterman Bekkedahl as Attorney
---------------------------------------------------------
Harada Family Dental Care, PC seeks approval from the U.S.
Bankruptcy Court for the District of Montana to employ Patten,
Peterman, Bekkedahl & Green, PLLC as its attorneys.
The firm will render general counseling and local representation of
the Debtor before the bankruptcy court in connection with this
Chapter 11 case.
The hourly rates of the firm's counsel and staff are:
James A. Patten, Esq. $450
Molly S. Considine, Esq. $350
Other attorneys $250 - $450
Other Paralegals $90 - $195
In addition, the firm will seek reimbursement for expenses
incurred.
Professionals providing services in connection with the adversary
proceeding brought against Kapitus Servicing Inc. shall be
compensated on a contingent fee basis as follows:
(i) 25% of any recovered sum if resolved before Kapitus
Servicing Inc. files an answer to the
adversary complaint;
(ii) 33.33% of any recovered sum between the time Kapitus
Servicing files an answer through the entry of a final order:
(iii) 40% of any recovered sum after a notice of appeal is
filed.
The firm received a retainer of $2,915.84 from the Debtor.
James Patten, Esq., a partner at Patten, Peterman, Bekkedahl &
Green, disclosed in a court filing that his firm is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.
The firm can be reached through:
James A. Patten, Esq.
Molly S. Considine, Esq.
PATTEN, PETERMAN, BEKKEDAHL & GREEN, PLLC
2817 2nd Avenue North, Ste. 300
P.O. Box 1239
Billings, MT 59103
Telephone: (406) 252-8500
Facsimile: (406) 294-9500
Email: apatten@ppbglaw.com
mconsidine@ppbglaw.com
About Harada Family Dental Care
Harada Family Dental Care, P.C. is a privately owned dental group.
Harada Family Dental Care filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. D. Mont. Case No.
24-40076) on Nov. 22, 2024, listing $73,202 in assets and
$1,174,825 in liabilities. The petition was signed by Christopher
W. Harada as president.
The Debtor tapped James A. Patten, Esq. at Patten, Peterman,
Bekkedahl & Green as counsel and Lindsey Kellam, CPA, at Scharfe,
Kato & Company PC as accountant.
HEALTHY SPOT: Gets Final OK to Use Cash Collateral
--------------------------------------------------
Healthy Spot Operating, LLC received final approval from the U.S.
Bankruptcy Court for the Central District of California to use its
lenders' cash collateral.
The final order authorized the company to use the cash collateral
of Instafunding, LLC and ACH Capital West, LLC until May 12 to pay
its expenses.
Healthy Spot was ordered to pay the lenders $5,000 per week from
March 7 to April 4, and $7,500 per week from April 11 to the end of
the budget period.
As additional protection, the lenders were granted replacement
liens to the same validity, priority, and extent as their
pre-bankruptcy liens.
The company's authority to use cash collateral will terminate upon
the dismissal or conversion of its Chapter 11 case to one under
Chapter 7, or upon confirmation of a Chapter 11 plan.
About Healthy Spot Operating
Healthy Spot Operating, LLC is a pet care retail company in
Torrance, Calif., which offers dog grooming, dog daycare and
community experiences.
Healthy Spot Operating filed Chapter 11 petition (Bankr. C.D.
Calif. Case No. 24-20065) on December 10, 2024, with assets between
$10 million and $50 million and liabilities between $1 million and
$10 million. Mark Boonnark, chief executive officer of Healthy Spot
Operating, signed the petition.
Judge Deborah J. Saltzman oversees the case.
The Debtor is represented by:
David L. Neale, Esq.
Levene, Neale, Bender, Yoo & Golubchik L.L.P.
2818 La Cienega Ave.
Los Angeles, CA 90034
Tel: (310) 229-1234
Email: dln@lnbyg.com
HERITAGE HOME: Gets OK to Use Cash Collateral
---------------------------------------------
Heritage Home Furnishings, LLC got the green light from the U.S.
Bankruptcy Court for the Eastern District of California to use cash
collateral.
The order signed by Judge Ronald Sargis approved the use of cash
collateral to pay the company's expenses for the period from Feb.
15 to June 30.
As protection, the U.S. Small Business Administration and other
creditors with interest in the cash collateral were granted
replacement liens on the post-petition proceeds, with the same
priority, validity and extent as their pre-bankruptcy liens.
In addition, SBA will receive a monthly payment of $731 and is
entitled to a superpriority claim over the life of the company's
bankruptcy case.
The next hearing is scheduled for June 12.
About Heritage Home Furnishings
Heritage Home Furnishings LLC, doing business as Minerva's Home
Furnishings, is a furniture and mattress store located in Turlock,
Calif., that provides furniture for the living room, dining room,
home office, and bedroom. In addition to furniture, the Company
carries mattress sets, innerspring, hybrid, and gel memory foam
mattresses, box springs, and adjustable foundations. It also has
mattress accessories such as pillows, mattress covers, and mattress
protectors.
Heritage Home Furnishings sought relief under Subchapter V of
Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Calif. Case No.
24-90528) on September 9, 2024, listing up to $50,000 in assets and
between $1 million and $10 million in liabilities. Fabiola Sanchez
Sandoval, managing member, signed the petition.
Judge Ronald H. Sargis handles the case.
The Debtor is represented by Brian S. Haddix, Esq., at Haddix Law
Firm.
HIREX INC: Seeks to Hire Pick & Zabicki LLP as Bankruptcy Counsel
-----------------------------------------------------------------
HireX Inc. seeks approval from the U.S. Bankruptcy Court for the
Southern District of New York to hire Pick & Zabicki LLP as
counsel.
The firm's services include:
(a) advise the Debtor with respect to its rights and duties;
(b) assist and advise the Debtor in preparation of its
financial statements, schedules of assets ad liabilities, statement
of financial affairs and other reports and documentation required
pursuant to the bankruptcy code and the bankruptcy rules;
(c) represent the Debtor at all hearings and other proceedings
relating to its affairs as a Chapter 11 Debtor;
(d) prosecute and defend litigated matters that may arise
during this Chapter 11 case;
(e) assist the Debtor in the formulation and negotiation of a
plan of reorganization and all related transactions;
(f) assist the Debtor in analyzing the claims of creditors and
in negotiating with such creditors;
(g) prepare any and all necessary legal papers in connection
with the administration and prosecution of the Debtor's Chapter 11
case; and
(h) perform such other legal services as may be required
and/or deemed to be in the interest of the Debtor in accordance
with its powers and duties.
The firm's counsel will be paid at these hourly rates:
Partners $475 - $565
Associates $250 - $385
Paraprofessionals $125
In addition, the firm will seek reimbursement for expenses
incurred.
The firm received a retainer in the amount of $15,000.
Douglas Pick, Esq., a member at Pick & Zabicki, 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:
Douglas J. Pick, Esq.
Pick & Zabicki LLP
369 Lexington Avenue, 12th Floor
New York, NY 10017
Telephone: (212) 695-6000
Email: dpick@picklaw.net
About HireX Inc.
HireX Inc. offers solutions for staffing, recruitment, and HR
services.
HireX, Inc. sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. S.D.N.Y. Case No. 25-10243) on February 7, 2025. In
its petition, the Debtor reports total assets of $139,774 and total
liabilities of $1,108,709.
The Debtor is represented by Douglas Pick, Esq. at PICK & ZABICKI
LLP.
HLMC TITLE: Seeks to Sell Homewood Property to Chi Town Realty
--------------------------------------------------------------
Matthew Brash, Subchapter V Trustee of the case of HLMC Title
Services Inc., seeks permission from the U.S. Bankruptcy Court for
the Northern District of Illinois, Eastern Division, to sell Real
Property, free and clear of liens, claims, and encumbrances.
The Debtor's Property is located at 17532 Dixie Highway, Homewood,
Illinois 60430.
Susan Silver, of Millennium Properties R/E, Inc. was appointed as
the broker for the Property. The broker has started marketing the
property, however, due to multiple issues with the Property, the
auction date was delayed two times and was determined that because
of the complexities a standard sales process would result in a more
profitable outcome.
The biggest obstacle with the sale, which the Court has been
notified of, is the fact that there approximately $300,000.00 of
unpaid real estate taxes on the Property, which is almost more than
the actual value of the Property. Based upon the Property Taxes,
there has been virtually no interest in the Property. However,
there is a current offer for $50,000.00, and the purchaser will
take the Property on an as-is basis and subject to the Property
Taxes.
The Trustee seeks to sell the Property based upon the Offer
pursuant to a Chicago Association of Realtor's Contract executed
between the Trustee and Chi Town Realty, LLC. The Contract provides
for the "AS IS" sale of the Estate's interest in the Property to
the Purchaser in exchange for $50,000.00 purchase price.
The Property is encumbered by a first mortgage held by Sapient
Providence, LLC, which has a valid and perfected mortgage lien in
the amount of $485,434.70.
The delinquent real estate taxes for the Property for the calendar
years of 2017 to present, are $300,000.00, which is close to the
value of the Property. Interest on this amount is accruing at
approximately $4,100 per month. If the Property is not sold
immediately, there will be no chance of any potential future sale
of the Property and the Estate will undoubtedly incur a loss.
The Trustee believes the proposed sales price is fair and
reasonable. Delay may result in loss of the buyer, or further
reduction in value received. The Trustee asserts that the proposed
sale is in the best interest of the Estate.
About HMLC Title Services, Inc.
HMLC Title Services, Inc. was organized as an Illinois corporation
in 2012. HMLC operates from 1147 W. 175th Homewood, Illinois 60430.
It owns a real property located at 17532-42 Dixie Highway,
Homewood, Illinois 60430, where it operates a strip mall.
HMLC sought protection under Chapter 11 of the U.S. Bankruptcy
Code(Bankr. N.D. Ill. Case No. 22-02518) on March 4, 2022. In the
petition signed by Rajei J. Haddad, president, the Debtor disclosed
up to $50,000 in assets and up to $1 million in liabilities.
Judge Deborah L. Thorne oversees the case.
Laxmi P. Sarathy, Esq., at Whitestone, P.C., is the Debtor's
counsel.
HOLOGENIX LLC: Court Pares Claims in Multiple Energy v. Casden Suit
-------------------------------------------------------------------
Judge Otis D. Wright, II of the United States District Court for
the Central District of California ruled on the post-trial motions
filed by the parties in the case captioned as MULTIPLE ENERGY
TECHNOLOGIES, LLC, Plaintiff, v. SETH CASDEN, Defendant, Case No.
21-cv-01149-ODW-RAO (C.D. Cal.) as follows:
1. Casden's Motion for JMOL or alternatively a New Trial is
denied.
2. Casden's Motion to Alter or Amend the Judgment is denied
3. Casden's Motion to Waive Bond and Stay Enforcement is
denied.
4. MET's Motion for Attorneys' Fees and awards $598,142.12 is
granted in part.
Plaintiff Multiple Energy Technologies, LLC brought this action
against Defendant Seth Casden for false advertising and tortious
interference with contractual relations. After a jury trial, the
Court granted in part MET's Federal Rule of Civil Procedure 50(a)
motion on one claim, the jury returned a verdict in favor of MET on
the second, and the Court issued a Post-Trial Order addressing the
remaining claims and issues. Casden and MET now renew post-trial
motions.
Casden renews his renewed motion for judgment as a matter of law
pursuant to Rule 50(b), or alternatively for a new trial pursuant
to Rule 59(a). He renews his motion to alter or amend the judgment
pursuant to Rule 59(e). He moves to waive the requirement of a
bond on appeal and stay execution of the monetary component of the
judgment. MET also renews its motion for attorneys' fees.
MET developed a patented bioceramic infrared material branded as
"Redwave." Casden is the co-founder and CEO of Hologenix, which
manufactures, markets, and licenses a patented bioceramic material
branded as "Celliant."
Prior to this case, in February 2019, MET sued Hologenix for
allegedly engaging in false advertising of Celliant. On March 6,
2020, MET and Hologenix entered into a Settlement Agreement and
General Release, which settled MET's claims in MET v. Hologenix.
Casden negotiated and signed the Settlement Agreement on behalf of
Hologenix.
In the Settlement Agreement, Hologenix agreed to pay MET a total of
$2,500,000 according to a schedule whereby Hologenix would pay
$100,000 within one business day of executing the Settlement
Agreement, $1,400,000 on or before April 23, 2020, and the
remaining $1,000,000 in 2021. As part of the Settlement Agreement,
Hologenix and MET also agreed to stipulate to a permanent
injunction enjoining Hologenix from stating] or suggesting that the
Food and Drug Administration approved Celliant or made a
determination that Celliant promoted any benefits. On March 10,
2020, the court in MET v. Hologenix entered the requested permanent
injunction.
Following entry of the permanent injunction, Casden made or
approved statements about Celliant that violated the stipulated
permanent injunction. Additionally, on April 22, 2020, Hologenix
filed for Chapter 11 bankruptcy. As a result of the bankruptcy
proceedings, MET returned the only payment that it had received
from Hologenix under the Settlement Agreement—the initial
$100,000 payment.
Casden seeks judgment as a matter of law as to MET's Lanham Act and
tortious interference causes of action, on the grounds that MET
failed to prove the elements of the claims or support the damages
awarded. As Casden's arguments are unavailing, the Court denies the
Rule 50(b) motion.
The Court granted MET's Rule 50(a) motion as to MET's claim for
tortious interference with contractual relations and rejected
Casden's agency immunity and Noerr-Pennington doctrine defenses.
The Court awarded MET the monetary value of the Settlement
Agreement in damages, $2.5 million.
MET argued in its Rule 50(a) motion that it was entitled to
judgment as a matter of law on the entirety of its tortious
interference claim, including the element of harm, which it argued
included the $2.5 million owed under the breached Settlement
Agreement.
In challenging the advisory verdict and judgment on MET's tortious
interference cause of action, Casden contends there is no legally
sufficient basis for a finding in MET's favor that:
(a) the Noerr-Pennington doctrine did not shield Casden from
liability;
(b) the agency immunity doctrine did not shield Casden from
liability, and
(c) Casden's statements breached the Settlement Agreement or
caused $2.5 million in damages.
He also argues that the jury's advisory tortious interference
verdict awarding MET $1 nominal damages was a final determination,
binding on the Court.
The Court concludes there is a legally sufficient basis for the
findings that Noerr-Pennington and agency immunity doctrines do not
apply to shield Casden from liability on the tortious interference
claim. Accordingly, the Court denies Casden's renewed Rule 50(b)
motion for judgment as a matter of law.
Casden moves in the alternative for a new trial pursuant to Rule
59(a). He argues that a new trial is necessary because the jury's
verdict is against the clear weight of the evidence, the Court
committed prejudicial evidentiary errors, and it awarded excessive
damages.
As the Court finds Casden's arguments unavailing, the Court denies
the Rule 59(a) motion.
The Court's award of $2.5 million in damages on the tortious
interference cause of action is within reason. Evidence at trial
established that the Settlement Agreement with which Casden
interfered had a monetary value of $2.5 million. MET argued
Casden's tortious conduct deprived it of this value, and Casden
conceded MET established the entire cause of action. Accordingly,
the Court's award of the value of the contract is consistent with
the record, supported by and based on the evidence, and not grossly
excessive.
Casden also moves to alter or amend the judgment under Rule 59(e).
Casden argues the judgment must be amended with respect to the
Lanham Act and tortious interference claims to correct manifest
errors of law and fact and to prevent manifest injustice. Casden's
arguments are based on many of the same grounds as in his prior two
motions. As Casden's arguments are again
unavailing, the Court denies the Rule 59(e) motion.
The Court does not find the awarded tortious interference damages
to be the result of a manifest error or to constitute manifest
injustice.
The Court declines to grant the "extraordinary remedy" of Rule
59(e) and therefore denies Casden's motion to alter or amend the
judgment.
Casden also seeks an order staying execution of the monetary
component of the Judgment pending (1) resolution of his post-trial
motions and (2) completion of appellate proceedings. If the Court
declines to issue this relief, Casden asks the Court for a stay
pending resolution of a motion to stay to be filed with the Ninth
Circuit. Additionally, Caden moves for an order permitting him to
appeal without posting a supersedeas bond, or in the alternative,
with bond in an amount less than the full amount required by the
Judgment.
Casden has not met his burden to support a stay of the monetary
component of the Judgment, a stay pending resolution of a motion to
stay to be filed with the Ninth Circuit, or a waiver or reduction
of the supersedeas bond. Accordingly, the Court denies Casden's
Motion for Waiver and Stay.
MET seeks an award of $725,124 for attorneys' fees under the Lanham
Act. Casden opposes on the basis that MET's motion is untimely. In
the alternative, Casden seeks an across-the-board 53% reduction in
the requested attorneys' fees for various alleged deficiencies in
MET's motion.
The Court finds MET's fee motion is timely filed.
The Court finds MET is entitled to attorneys' fees and that its
rates billed are reasonable. Accordingly, Casden is obligated to
pay MET attorneys' fees in the amount of $598,142.12.
A copy of the Court's decision is available at
http://urlcurt.com/u?l=J1nztpfrom PacerMonitor.com.
About Hologenix LLC
Pacific Palisades, Calif.-based Hologenix, LLC is the inventor of
Celliant technology (https://celliant.com), a patented,
clinically-tested textile technology that harnesses and recycles
the body's natural energy.
Hologenix filed its voluntary petition under Chapter 11 of the
Bankruptcy Code (Bankr. C.D. Cal. Case No. 20-13849) on April 22,
2020. In the petition signed by Seth Casden, chief executive
officer, the Debtor listed as much as $10 million in both assets
and liabilities.
Judge Barry Russell oversees the case.
Levene, Neale, Bender, Yoo & Brill L.L.P. represents the Debtor as
bankruptcy counsel. The Debtor also hired Tucker Ellis LLP,
Troutman Sanders LLP, Dermer Behrendt, Theodora Oringher PC,
Buchalter, and Fisher & Phillips LLP as special counsel. The Colony
Group, LLC and M&G Partners, LLP serve as the Debtor's accountants.
HOODSTOCK RANCH: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: Hoodstock Ranch, LLC
176 E. Jewett Blvd
White Salmon, WA 98672
Business Description: Hoodstock Ranch owns the property at 267
86th Rd., Trout Lake, WA 98620, with an
estimated value of $3.2 million, based on
comparable sales.
Chapter 11 Petition Date: March 6, 2025
Court: United States Bankruptcy Court
Eastern District of Washington
Case No.: 25-00388
Judge: Hon. Whitman L Holt
Debtor's Counsel: Patrick D. McBurney, Jr., Esq.
MCBURNEYLAW, PLLC
719 Jadwin Ave.
Richland, WA 99352
Tel: (509) 374-8996
Fax: (509) 374-1296
E-mail: pdmcburney@gmail.com
Total Assets: $3,200,000
Total Liabilities: $3,092,000
The petition was signed by Mar G. Heron as sole governor.
The Debtor did not provide a list of its 20 largest unsecured
creditors in the petition.
A full-text copy of the petition is available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/KH4E75Q/Hoodstock_Ranch_LLC__waebke-25-00388__0001.0.pdf?mcid=tGE4TAMA
HYPERION MATERIALS: S&P Downgrades ICR to 'B-', Outlook Stable
--------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on Ohio-based
hard metals manufacturer Hyperion Materials & Technologies Inc. to
'B-' from 'B'.
S&P said, "At the same time, we lowered our issue-level rating on
the company's $75 million revolving credit facility (RCF) due 2026
and $515 million first-lien term loan due 2028 to 'B-' from 'B'.
Our '3' recovery rating is unchanged.
"The stable outlook reflects our view that Hyperion will modestly
grow its business and improve its margin profile despite recent
end-market weakness, leading to leverage in the 7x area over the
next 12 months.
"Our downgrade reflects the impact of softer demand over the past
18 months and Hyperion's inability to sufficiently decrease
leverage. Hyperion began experiencing slowing demand in the second
quarter of 2023 as customers in the general industrial,
construction, and electronics end markets sought to reduce
inventory levels after supply chain headwinds in the prior year.
The revenue decline was further exacerbated by a pullback in the
automotive markets in 2024 as automakers cut production in response
to elevated inventory and higher interest rates, which we estimate
led to a full-year revenue decline of 4%-6% in 2024.
"In 2025, we anticipate modestly higher industrial application
demand for hard metals and continued strength in aerospace and
defense markets could lead to organic revenue growth in the low- to
mid-single-digits. However, we note the global automotive market is
likely to remain soft and a decline in this end market could pose a
risk to our base-case forecast."
Hyperion's S&P Global Ratings-adjusted EBITDA margins will likely
remain subdued. For the last 12 months (LTM) ended Sept. 30, 2024,
Hyperion generated an S&P Global Ratings-adjusted EBITDA margin of
about 12.4%, representing a 270 basis points (bps) decline over the
same prior-year period primarily due to negative operating leverage
from lower volumes and expenses related to cost-saving
initiatives.
S&P said, "We expect Hyperion will begin to benefit from various
cost cuts, including headcount reduction, procurement, and general
administrative savings in 2025, which will be partially offset by
higher labor and material costs, leading to margins of about 14%.
We believe these margins will translate into leverage in the 7x
area for at least the next 12 months, above our prior downside
trigger of 6.5x.
"We anticipate Hyperion will maintain adequate liquidity and
covenant headroom despite relatively flat FOCF. The company had a
moderate outflow from working capital year to date, and we
anticipate higher earnings and relatively similar working capital
trends will lead to modestly positive FOCF of $0-$5 million over
the next 12 months, which compares less favorably with 'B' rated
capital goods peers. However, with $17 million of cash on the
balance sheet and full availability under its $75 million RCF, the
company should have enough liquidity sources to cover its uses over
the next 12 months, even in the event of a modest downturn. We also
expect the company will maintain a good cushion under its required
covenant levels over the next 12 months.
"The stable outlook reflects our view that Hyperion will modestly
grow its business and improve its margin profile despite recent
end-market weakness, leading to leverage in the 7x area over the
next 12 months.
"We could lower our ratings on Hyperion if the downturn in its end
markets is even more prolonged, significantly contracting its
EBITDA or cash flow such that we deem its capital structure
unsustainable." Specifically, S&P could lower its ratings if:
-- S&P expects S&P Global Ratings-adjusted EBITDA interest
coverage to decline toward 1x or debt to EBITDA to approach 10x
with no clear prospects for improvement;
-- Liquidity weakens, for instance due to persistently significant
FOCF deficits or a deterioration of EBITDA headroom to below 15%
under its springing financial covenant; or
-- The company does not refinance its RCF in a timely manner.
S&P could raise its rating on Hyperion if:
-- Its S&P Global Ratings-adjusted leverage declines and is
sustained below 6.5x and its interest coverage rises and remains
above 1.5x inclusive of potential acquisitions and shareholder
returns; and
-- It sustains positive FOCF and maintains adequate liquidity.
IDEAL HEALTH: Court Extends Cash Collateral Access to March 24
--------------------------------------------------------------
Ideal Health and Fitness Corp. received interim approval from the
U.S. Bankruptcy Court for the Eastern District of California to use
cash collateral until March 24.
The order signed by Judge Frederick Clement approved the use of
cash collateral on an interim basis to pay the expenses set forth
in the company's revised 30-day projections, which show total
expenses of $60,609.70.
Secured creditors including Kapitus, LLC and Black Olive Capital,
LLC were granted replacement liens on post-petition assets of Ideal
Health and Fitness to the same extent and with the same validity
and priority as their pre-bankruptcy liens.
As additional protection, Kapitus and Black Olive Capital will
receive monthly payments of $1,400 and $1,367, respectively.
The final hearing is scheduled for March 24.
About Ideal Health and Fitness Corp.
Ideal Health and Fitness Corp. sought protection under Chapter 11
of the U.S. Bankruptcy Code (Bankr. E.D. Calif. Case No. 24-25682)
on December 18, 2024, with up to $500,000 in assets and up to $1
million in liabilities. Ben Ragsac, Jr., president and chief
executive officer of Ideal Health and Fitness, signed the
petition.
Judge Frederick E. Clement oversees the case.
Michael Jay Berger, Esq., at the Law Offices of Michael Jay Berger,
represents the Debtor as bankruptcy counsel.
INGENOVIS HEALTH: S&P Downgrades ICR to 'CCC+' on Underperformance
------------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on health care
staffing company Ingenovis Health Inc. to 'CCC+' from 'B-'.
S&P said, "We also lowered our issue-level rating on the company's
secured debt to 'CCC+' from 'B-' The '3' recovery rating on the
revolver and first-lien term loan indicates our expectation for
meaningful (50%-70%; rounded estimate: 50%) recovery in the event
of payment default.
"The negative outlook reflects the slower-than-expected pace of
improvement in operating performance given persistent demand
softness and continued margin pressure despite cost-saving
measures, resulting in unsustainable capital structure.
"Our 'CCC+' rating reflects uncertainty around demand for travel
nurses, which continues to touch new lows, despite largely
stabilized bill rates. Softer demand for Ingenovis' travel nurse
and allied health segment continues, coming off COVID-19 pandemic
highs and in line with industry peers. We expected demand to return
in the second half of 2024, but it remained low with limited
visibility of bounce back. However, bill rates, which were also
declining from their 2022 peak, have stabilized. Overall, the
temporary healthcare staffing market size has significantly
increased from pre-pandemic levels. We tentatively expect demand to
improve in the second half of 2025, though persistent headwinds in
temporary staffing and shifting labor dynamics make the timing
uncertain."
Ingenovis' exposure to diversified business segments in providing
allied health services, locum tenens (temporary staffing), and
other physician services somewhat helps offset weakness in the
travel nurse segment. However, other segments, such as locum tenens
with a large focus on hospitalists, have also been soft.
S&P said, "We anticipate margins to remain pressured with our
expectations of S&P Global Ratings-adjusted EBITDA margins of 3.5%
in 2024 and about 4%-5% in 2025. We lowered our full-year
projections for 2024 and 2025 due to lower gross margins from
tighter bill-pay spreads and higher SG&A expenses. We now expect
only modest improvement in margins, largely due to cost-saving
measures largely from cost saving measures taken by the company as
part of Bain project enacted fourth quarter of 2023 and expansion
into locum tenens specialties that are in higher demand and
generate higher margins.
"Adjusted leverage has risen sharply, and we expect it to remain
high over the next two years. Given the pressures on EBITDA margin,
free cash flow will also remain only modestly positive. Although we
expect declining revenue in 2024 and 2025 to weigh on operating
cash flow, lower working capital needs will partially offset it.
"We expect Ingenovis to have sufficient liquidity. As of Sept. 30,
2024, the company had about $63 million cash and about $29 million
available on an undrawn revolver without being subject to financial
covenants, maturing March 2026. The revolver will become current on
March 17, 2025, so we do not consider it in our liquidity
calculation. Cash on hand and revolver availability will be
sufficient to weather current pressures.
"Our negative outlook reflects Ingenovis' continued
underperformance given persistent softness in demand and continued
margin pressure despite cost-saving measures."
S&P could lower the rating on Ingenovis if the company:
-- Cannot improve margins and cash flow such that it increases the
risk of debt restructuring, or deteriorates liquidity such that it
became insufficient to cover fixed charges within the next 12
months; or
-- Engages in a debt restructuring transaction that we consider
distressed.
S&P could raise its rating on Ingenovis if demand for its services
bounces back with improved margins such that the business generates
positive free cash flow on sustainable basis.
INTEGRATED CARE: J.M. Cook Named Subchapter V Trustee
-----------------------------------------------------
Brian Behr, the U.S. Bankruptcy Administrator for the Eastern
District of North Carolina, appointed J.M. Cook as Subchapter V
trustee for Integrated Care of Greater Hickory, Inc.
Mr. Cook is the president and sole stockholder of J.M. Cook, P.A.,
doing business as J.M. Cook, Attorney at Law.
About Integrated Care of Greater Hickory
Integrated Care of Greater Hickory Inc. is a healthcare
organization in North Carolina, which provides comprehensive
support for adults, children, adolescents, and their families
facing various behavioral health challenges, such as addiction,
depression, anxiety, trauma, and more. The organization's primary
goal is to promote lifelong recovery through a range of
interventions, rather than just offering treatment. Additionally,
ICGH provides Peer Support Services, which are led by Certified
Peer Support Specialists -- individuals with personal,
transformative experiences who assist others struggling with mental
health issues, trauma, or substance use.
Integrated Care of Greater Hickory filed a petition under Chapter
11, Subchapter V of the Bankruptcy Code (Bankr. E.D.N.C. Case No.
25-00629) on February 21, 2025, listing between $500,000 and $1
million in assets and between $1 million and $10 million in
liabilities.
The Debtor is represented by:
George Mason Oliver, Esq.
The Law Offices of Oliver & Cheek, PLLC
P.O. Box 1548
New Bern, NC 28563
Tel: 252-633-1930
Fax: 252-633-1950
INVATECH PHARMA: Seeks to Hire Genova Burns as Legal Counsel
------------------------------------------------------------
InvaTech Pharma Solutions, LLC seeks approval from the U.S.
Bankruptcy Court for the District of New Jersey to hire Genova
Burns LLC to serve as legal counsel in its Chapter 11 case.
The firm's hourly rates are:
Partners $500 to $950 per hour
Counsel $450 to $650 per hour
Of Counsel $500 to $700 per hour
Associates $325 to $425 per hour
Paralegals $275 per hour
The firm will be paid a retainer in the amount of $50,000 and
reimbursed for out-of-pocket expenses incurred.
Daniel Stolz, Esq., a partner at Genova Burns, disclosed in a court
filing that his firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Daniel M. Stolz, Esq.
Donald W. Clarke, Esq.
Genova Burns LLC
110 Allen Road, Suite 304
Basking Ridge, NJ 07920
Email: (973) 467-2700
About InvaTech Pharma Solutions LLC
InvaTech Pharma Solutions LLC, doing business as Inva Tech Pharma
Solutions LLC and Inva-Tech Pharma Solutions LLC, is a specialty
pharmaceutical company that develops, manufactures, and markets
generic prescription products. The Company's cGMP-compliant
facility supports ANDA scale manufacturing and packaging of
tablets, capsules, and liquid in bottles. With a dedicated team,
InvaTech is committed to meeting industry regulations, exceeding
deadlines, and delivering exceptional service to its partners.
InvaTech Pharma Solutions LLC sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. D.N.J. Case No. 25-11482) on February
13, 2025. In its petition, the Debtor reports estimated assets
between $1 billion and $10 billion and estimated liabilities
between $10 million and $50 million.
The Debtor is represented by Daniel M. Stolz, Esq. at GENOVA BURNS
LLC.
IVANKOVICH FAMILY: Court Abstains from Adjudicating Certain Claims
------------------------------------------------------------------
Judge Laurel M. Isicoff of the United States Bankruptcy Court for
the Southern District of Florida granted the defendants' motion to
abstain from adjudicating Counts II, IV, and VI of the adversary
proceeding captioned as IVANKOVICH FAMILY LLC, A&O FAMILY LLC
(FLORIDA), A & O FAMILY LLC (ILLINOIS), ATLAS P2 MANAGING MEMBER,
LLC., ANTHONY IVANKOVICH, and OLGA IVANKOVICH, Plaintiffs, vs.
JEANETTE IVANKOVICH, SCHILLER DUCANTO & FLECK LLP, and STEVEN
IVANKOVICH, Defendants, ADV. CASE NO. 24-1411-LMI (Bankr. S.D.
Fla.).
The Debtors are a string of related investment companies whose
ownership interests are in dispute. They were allegedly founded by
the Doctors and managed by the Doctors' son, Steven Ivankovich.
Steven is in the midst of a contentious divorce proceeding with his
estranged wife, the Defendant Jeanette. The divorce is pending in
the Circuit Court of Cook County, Illinois County Department,
Domestic Relations Division as In re: Marriage of Jeanette
Ivankovich (Petitioner) and Steven Ivankovich (Respondent), Case
Number 2021-D9220.
While the Illinois Divorce Proceeding was pending, on Nov. 13,
2023, Steven filed an action against Defendants in the Circuit
Court of the 11th Judicial Circuit of Miami-Dade County, Florida
seeking declaratory relief that assets of some of the Debtor LLCs
were not assets of Steven and a declaration of marital rights of
Jeanette, if any, to membership interests in the LLCs.
On Dec. 26, 2023, the Florida Action was removed to United States
District Court for the Southern District of Florida, Miami
Division, Case Number 23-cv-24894-FAM. The district court dismissed
Steven's complaint on July 1, 20249 based in part on the Colorado
River10 abstention doctrine finding that the Illinois Divorce Court
is the proper court to determine whether Steven's interests in the
LLCs constitute marital property and, if so, to determine what
interest Jeanette owns in those LLCs.
On June 10, 2024, the Debtors filed separate voluntary petitions
for relief under Chapter 11 of Title 11 of the United States Code;
the four bankruptcy cases were subsequently consolidated for joint
administration. Jeanette filed proofs of interest in each of the
Debtors' bankruptcies for an unknown interest representing a yet to
be determined share of the equity of the Debtors as marital
property (the "Disputed Interests").
On Oct. 17, 2024, the Plaintiffs initiated this adversary
proceeding by filing the Complaint. On Nov. 25, 2024, Defendants
filed a Motion to Dismiss Counts II, IV, and VI of Adversary
Complaint and subsequently filed the Abstention Motion on Jan. 22,
2025. In the Abstention Motion, Defendants ask this Court to
abstain from adjudicating Counts II and VI of the Complaint. Count
II is an objection to the Disputed Interests brought by the Doctors
against Jeanette and Count VI is brought by the Doctors against
Jeanette and Steven for declaratory relief as to ownership of the
Debtors.
Defendants argue that mandatory abstention under 28 U.S.C.
Sec.1334(c)(2) applies to the Counts and alternatively, argues that
the Court should permissively abstain from adjudicating the relief
sought in the Counts pursuant to 28 U.S.C. Sec. 1334(c)(1).
The Court concludes that it should abstain from adjudicating the
Counts pursuant to the permissive abstention provision of 28 U.S.C.
Sec.1334(c)(1) and that doing so is in the interest of justice, in
the interest of comity with state courts, and respect for state
law.
Judge Isicoff says it is unnecessary for this Court to adjudicate
the relief sought in the Counts when the Illinois Divorce Court has
the most familiarity with the law impacting the resolution. Both
comity and respect for the Illinois Divorce Court and Illinois
marital law make clear the appropriateness of abstention.
A copy of the Court's decision is available at
http://urlcurt.com/u?l=iXzg4Pfrom PacerMonitor.com.
About Ivankovich Family
Ivankovich Family, LLC and its affiliates sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Lead Case
No. 24-15755) on June 10, 2024. Steven Ivankovich and Anthony
Ivankovich, managers, signed the petitions.
At the time of the filing, Ivankovich Family reported $50,001 to
$100,000 in both assets and liabilities.
Judge Laurel M. Isicoff oversees the cases.
The Debtors tapped Eyal Berger, Esq., at Akerman, LLP as bankruptcy
counsel; Christenson Law Firm, LLP and Schoenberg Finkel Beederman
Bell Glazer, LLC as special counsel; Mandell Hahm Advisory Group,
Ltd. as accountant; and CohnReznick, LLP as financial advisor.
IVANTI SOFTWARE: S&P Downgrades ICR to 'CCC+', Outlook Negative
---------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on U.S.-based
Ivanti Software Inc. to 'CCC+' from 'B-', its issue-level rating on
its first-lien debt to 'CCC+' from 'B-', and its issue-level rating
on its second-lien term loan to 'CCC-' from 'CCC'. S&P's '3'
recovery rating on the first-lien debt and '6' recovery rating on
the second-lien term loan are unchanged, indicating its expectation
for meaningful (50%-70%; rounded estimate: 60%) and negligible
(0%-10%; rounded estimate: 5%) recovery, respectively, in the event
of a payment default.
At the same time, S&P revised its assessment of the company's
business risk to weak from fair to reflect its smaller scale
relative to the broader software industry and volatile operating
performance in recent years, primarily due to its recent cyber
incidents and license to software as a service (SaaS) and
subscription transition.
S&P also revised our assessment of Ivanti's liquidity to weak from
adequate to reflect its low cash balance of $7.5 million, expected
cash burn in 2025, and heavy reliance on its revolver expiring
December 2025.
S&P said, "The negative outlook reflects the likelihood that we
could lower our rating on Ivanti if it is unable to extend its
revolving credit facility over the next two months. We could also
lower our ratings if the company's operating performance and
liquidity deteriorate further such that we envision a default
occurring over the subsequent 12 months.
"The downgrade reflects Ivanti's increased default risk over the
next 12 months. As of Sept. 30, 2024, the company had about $7.5
million of cash on hand and $100 million available under its $175
million revolving credit facility, which expires in December 2025.
While we understand Ivanti is in the process of negotiating a
refinancing, its elevated leverage, cash flow deficits, and the
uncertainty around the timing of a recovery in its earnings could
impede management's efforts. Therefore, if the company is unable to
extend the revolver, we believe there is an increased risk that the
company will not meet its debt service requirements or choose to
restructure its debt in a way we could consider tantamount to a
default (which may differ from what constitutes a default under the
credit agreement) in the next 12 months. Moreover, we believe the
distressed trading prices of its debt may encourage Ivanti to
undertake a distressed exchange.
"Given the company's existing high-interest expense burden and the
additional pressure stemming from its transition to a
SaaS/subscription model, it generated negative reported free
operating cash flow (FOCF) of about $67 million for the first nine
months of fiscal year 2024. While we expect Ivanti will modestly
improve its cash flow in the fourth quarter of 2024--typically its
largest booking quarter--we continue to expect Ivanti will burn
cash in fiscal 2025 after considering its $22 million of required
debt amortization, which reinforces its dependence on the
soon-to-be-expiring revolver for liquidity. Therefore, we now
assess the company's liquidity as weak.
"The negative outlook reflects the likelihood that we could lower
our rating on Ivanti if it is unable to extend its revolving credit
facility over the next two months. We could also lower our ratings
if the company's operating performance and liquidity deteriorate
further such that we envision a default occurring over the
subsequent 12 months."
S&P could lower its rating on Ivanti if:
-- The company is unable to extend its revolving credit facility
in the next two months; or
-- S&P expects the company's operating performance to weaken more
than its current expectations.
S&P said, "We could revise our outlook on Ivanti to stable if it
successfully extends its revolving credit facility and we expect
its operating performance will improve in fiscal year 2025,
resulting in minimal cash outflows, such that we no longer believe
there is risk of a default over the next 12 months.
"Governance factors are a moderately negative consideration in our
credit rating analysis of Ivanti, as is the case for most rated
entities owned by private-equity sponsors. We believe Ivanti's
highly leveraged financial risk profile points to corporate
decision-making that prioritizes the interests of its controlling
owners. This also reflects private-equity owners' generally finite
holding periods and focus on maximizing shareholder returns."
JOE'S SPORTS: Seeks Chapter 11 Bankruptcy in North Carolina
-----------------------------------------------------------
On March 4, 2025, Joe's Sports Bar Inc. filed Chapter 11
protection in the U.S. Bankruptcy Court for the Western District
of North Carolina. According to court filing, the Debtor reports
between $1 million and $10 million in debt owed to 1 and 49
creditors. The petition states funds will be available to unsecured
creditors.
About Joe's Sports Bar Inc.
Joe's Sports Bar Inc., (also known as Village Corner) is a member
of the Scratch Made Hospitality Group, located in Concord, NC. The
restaurant serves a diverse range of breakfast and lunch dishes,
including options like "Biscuit Bennys," "Scrambles," "Handhelds,"
and "Plates/Bowls," with special dishes such as fried chicken,
pulled pork, and shrimp & grits.
Joe's Sports Bar Inc. sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D. N.C. Case No. 25-30207) on March 4,
2025. In its petition, the Debtor reports estimated assets up to
$50,000 and estimated liabilities between $1 million and $10
million.
Honorable Bankruptcy Judge George R. Hodges handles the case.
The Debtor is represented by:
John C. Woodman, Esq.
ESSEX RICHARDS PA
1701 South Boulevard
Charlotte, NC 28203
Tel: (704) 37-7-43x00
Email: jwoodman@essexrichards.com
JOHNS-MANVILLE CORP: Sanctions Imposed v. Para in Marsh Dispute
---------------------------------------------------------------
The Honorable Cecelia G. Morris of the United States Bankruptcy
Court for the Southern District of New York held that monetary
sanctions are warranted against Peggy Para and her counsel for
violating court orders in a dispute with Marsh USA, Inc. and other
entities.
Before the Court is the Motion for Contempt by Petitioners Marsh &
McLennan, Inc.; Marsh USA, Inc., a Mississippi Corporation; Marsh
USA, Inc., a Louisiana Corporation; Marsh USA, Inc., a Texas
Corporation; Marsh USA Agency, Inc., a Texas Corporation; Marsh &
McLennan of Delaware, Inc.; Marsh & McLennan of Dallas, Inc.;
Houseman & Company, Inc.; J&H Marsh & McLennan, Inc.; J&H M&M ELC,
Inc.; and Marsh USA Risk Services, Inc. The Motion seeks a finding
of contempt and sanctions against Respondents Peggy Para,
Representative of the Estate of Salvador Parra, and Parra's
counsel, Eric Bogdan, David Shelton, and John S. Grant IV, for
their joint violation of (i) the settlement agreements and order
this Court entered in 1986, including an injunction, as confirmed
by this Court's Aug. 17, 2004 clarifying order and (ii) two Court
orders, the first entered on Aug. 5, 2015 and the second entered on
Jan. 24, 2018.
The 1986 Orders, the Clarifying Order, the 2015 Enforcement Order,
and the 2018 Enforcement Order each became final and non-appealable
long ago, as set forth in detail in the Court's Memorandum Decision
Granting Marsh USA, Inc.'s Motion for Contempt.
The Court finds Respondents in contempt of Court for violating the
Court's Orders. It further finds, after considering all of the
facts and circumstances, as set forth in the Contempt Decision,
that monetary sanctions are warranted, for which Respondents are
jointly and severally liable.
The Court entered an Order as follows:
Within 14 days of entry of this Order, Respondents shall pay
Marsh's attorneys' fees in the amount of $65,481.60, representing
fees Marsh incurred defending against Respondents' violation of the
Court's Orders, beginning on June 14, 2021, through Nov. 22, 2024,
in a manner and as directed by counsel for Marsh.
Within 14 days of entry of this Order, Respondents shall file a
motion in the case pending before the Mississippi Court of Appeals,
Parra v. Babcock PowerServices, Inc., et al., 2023-CA-01196
(Miss.), voluntarily dismissing Marsh as a party with prejudice.
If Marsh's Attorneys' Fees are not paid in full and the Respondents
have not filed a motion voluntarily dismissing Marsh from the Parra
Appeal within 14 days of entry of this Order, Respondents shall pay
an additional per diem monetary sanction in the amount of $1,000
per day, until Respondents have complied fully with this Order.
A copy of the Court's decision is available at
http://urlcurt.com/u?l=aynrYZfrom PacerMonitor.com.
About Johns-Manville
Johns-Manville Corp. was, by most sources, the largest manufacturer
of asbestos-containing products and the largest supplier of raw
asbestos in the United States from the 1920s until the 1970s.
Manville sold raw asbestos to manufacturers of asbestos-based
products in 58 countries and distributed its own asbestos-based
products "across the entire spectrum of industries and employment
categories subject to asbestos exposure."
As a result of studies linking asbestos with respiratory disease,
Manville became the target of a growing number of products
liability lawsuits in the 1960s and 1970s. Buckling under the
weight of its asbestos liability, Manville filed for Chapter 11
protection on August 26, 1982, before Judge Burton Lifland.
To avoid the uncertainty of insurance litigation and to fund its
plan of reorganization, Manville sought to settle its insurance
claims. Manville obtained in excess of $850,000,000 from
settlements with its insurers. The U.S. Bankruptcy Court for the
Southern District of New York entered an order confirming the
Debtors' Second Amended and Restated Plan of Reorganization on Dec.
22, 1986.
JUAN M MARTINEZ: Case Summary & 10 Unsecured Creditors
------------------------------------------------------
Debtor: Juan M Martinez LLC
PO Box 9105
Aurora, IL 60598
Business Description: Juan M. Martinez LLC is a single-asset real
estate debtor, as defined in 11 U.S.C.
Section 101(51B). The Debtor holds an
equitable interest in the property located
at 7590 Rancho Destino Rd, valued at $1.31
million.
Chapter 11 Petition Date: March 5, 2025
Court: United States Bankruptcy Court
District of Nevada
Case No.: 25-11217
Debtor's Counsel: David J. Winterton, Esq.
DAVID WINTERTON & ASSOCIATES, LTD.
7881 W. Charleston Blvd., Suite 220
Las Vegas, NV 89117
Tel: 702-363-0317
E-mail: autumn@davidwinterton.com
Total Assets: $1,320,000
Total Liabilities: $1,097,385
The petition was signed by Richard Costello as manager/member.
A full-text copy of the petition, which includes a list of the
Debtor's 10 unsecured creditors, is available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/WXE3KCI/JUAN_M_MARTINEZ_LLC__nvbke-25-11217__0001.0.pdf?mcid=tGE4TAMA
JW REALTY: Claims Will be Paid from Property Sale/Refinance
-----------------------------------------------------------
JW Realty Holdings LLC filed with the U.S. Bankruptcy Court for the
Southern District of New York a Disclosure Statement describing
Plan of Reorganization dated February 20, 2025.
The Debtor owns a vacant parcel of land located at and known as 253
County Rt 105, Woodbury New York, block 1, lots 26.13 and 26.14
(the "Property").
The Debtor is operated by Yitzchok Weiner who has been the only
member of the Debtor since its inception. The genesis of the
Debtor's financial difficulties coincided with a dispute (the
"Golden Leaves Dispute") that arose with its lender, Golden Leaves
Management NY LLC ("Golden Leaves").
The State Court issued a Judgment of Foreclosure and Sale, dated
May 15, 2024 ("Judgment") in the amount of $280,000 plus interest,
costs, and fees. Thereafter, Golden Leaves scheduled a foreclosure
sale (the "Foreclosure Sale") of the Property for July 18, 2024.
The Debtor commenced this Chapter 11 Case on July 14, 2024. Golden
Leaves' Claims arising from the Note and Mortgage are designated as
Class 2 Disputed Golden Leaves Claim, and will be paid, in full, in
Cash, pursuant to the Plan after the amount of Golden Leaves' Claim
is determined by the Bankruptcy Court or otherwise.
Prior to, during the Prior Bankruptcy Case, and since that time,
the Debtor has been seeking out various sources of capital as well
as talking to potential brokers and purchasers to either refinance
or sell the Property. The Debtor is still working on procuring a
commitment to refinance the property subject to a Bankruptcy Court
determination of the Golden Leaves Dispute.
The Plan will be funded with the net proceeds from the sale or
refinance of the Property. The sale or refinance of the Property,
as applicable, following Confirmation of the Plan, shall not be
subject to any stamp or similar transfer or mortgage recording tax
pursuant to section 1146(a) of the Code because they be refinanced
or sold under the Plan and after the Effective Date.
Class 3 consists of General Unsecured Claims. General Unsecured
Claims are Allowed in the amount reflected in Debtor's Schedules
Filed with the Bankruptcy Court, estimated to be $850,000, unless
the Claims were scheduled by the Debtor as disputed, contingent, or
unliquidated. If the Debtor does not File an objection within this
time period, such General Unsecured Claim shall: (i) be Allowed in
the amount reflected in the Proof of Claim, together with any
unpaid statutory late fees, penalties, interest, costs, and
reasonable attorneys' fees accrued thereon, and (ii) be paid in
full, in Cash from the Distribution Fund upon the refinance of the
Property or the Sale Closing Date, whichever is sooner.
If the Debtor does File an objection within such time period, then
such General Unsecured Claim shall only be Allowed if the
Bankruptcy Court determines the Allowed Amount of such Claim or the
Debtor and the Holder of such Claim reach an agreement on the
Allowed Amount of such Claim. Class 3 is Unimpaired, and Holders of
General Unsecured Claims are conclusively presumed to have accepted
the Plan pursuant to section 1126(f) of the Bankruptcy Code.
Class 4 consists of membership Interests in the Debtor. The Holders
of the Debtor's membership Interests shall retain those Interests
in the Reorganized Debtor on and after the Effective Date.
This Plan shall be funded with the net proceeds of: (a) the sale of
the Property, or (b) the refinance of the Property, as applicable.
All distributions shall be made by the Disbursing Agent, except
that to the extent that a Claim becomes an Allowed Claim after the
Effective Date, within ten days after the order allowing such Claim
becomes a Final Order.
A full-text copy of the Disclosure Statement dated February 20,
2025 is available at https://urlcurt.com/u?l=d7nXf6 from
PacerMonitor.com at no charge.
About JW Realty Holdings
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 sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D.N.Y. Case No. 25-35180) on Feb. 20,
2025. In its petition, the Debtor reports total assets of
$1,350,000 and total liabilities of $1,155,000.
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
KENNETH J. TAGGART: Dismissal of PHH Adversary Case Affirmed
------------------------------------------------------------
In the appealed case captioned as KENNETH J. TAGGART, Appellant v.
PHH MORTGAGE CORP; TIAA BANK, a/k/a TIAA Bank Home Lending f/k/a or
a/k/a Everbank, Nos. 23-2826 & 23-2986 (3rd Cir.), Judges Peter J.
Phipps, Arianna J. Freeman, Cindy K. Chung of the United States
Court of Appeals for the Third Circuit upheld the decision of the
United States District Court for the District Court for the Eastern
District of Pennsylvania that affirmed the order of the United
States Bankruptcy Court for the Eastern District of Pennsylvania
denying Taggart's motion to remand the adversary proceeding against
PHH Mortgage Corporation and TIAA Bank to the state court and
dismissing his complaint for failure to state a claim.
In 2021, Taggart filed a complaint in Pennsylvania state court
challenging the Companies' mortgage lien on his property. Two
months later, he filed a Chapter 11 petition in the United States
Bankruptcy Court for the Eastern District of Pennsylvania. He
listed the Companies as secured creditors because of the lien but
noted his dispute with each company's claim on his property. PHH
filed a proof of claim in the bankruptcy action, but TIAA did not.
The Companies removed Taggart's state court action to the
Bankruptcy Court. They asserted that the Bankruptcy Court had
jurisdiction on two bases: because Taggart's claims against the
Companies were core proceedings arising in Taggart's bankruptcy
case, and because of diversity of citizenship. The matter was
docketed as an adversary proceeding connected to the bankruptcy
action.
Taggart moved to remand the adversary proceeding to state court,
arguing that the removal was untimely. While his remand motion was
pending, he also filed an amended complaint. The Bankruptcy Court
denied Taggart's motion to remand and entered an order purporting
to dismiss his amended complaint against both Companies for failure
to state a claim.
The Third Circuit Judges hold that in Appeal No. 23-2826, Taggart
seeks review of the Bankruptcy Court's order denying his motion to
remand. We will dismiss that appeal for lack of jurisdiction. In
Appeal No. 23-2986, Taggart seeks review of the Bankruptcy Court's
order dismissing his complaint in the adversarial proceeding. We
will affirm that order insofar as it dismisses Taggart's claims
against PHH. However, Taggart's claims against TIAA are non-core
proceedings, so the Bankruptcy Court lacked jurisdiction to dismiss
them. Only the District Court had jurisdiction to enter a final
order on the claims against TIAA. Thus, the Circuit Judges will
remand those claims to the District Court so it can treat the
Bankruptcy Court's decision as to TIAA as proposed findings of fact
and conclusions of law.
A copy of the Court's decision is available at
http://urlcurt.com/u?l=1J1zsf
Kenneth J. Taggart sought Chapter 11 protection (Bankr. E.D. Pa.
Case No. 21-12476) on Sept. 9, 2021.
KKC RESTAURANTS: Court Extends Cash Collateral Access to June 7
---------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Florida
issued a third interim order allowing KKC Restaurants, Inc. to use
cash collateral until June 7.
The third interim order authorized the company to use cash
collateral to pay the expenses set forth in its budget, with a 10%
variance allowed.
KKC Restaurants was ordered to provide protection to claimants with
an interest in the cash collateral, including replacement liens
with the same validity, priority, and extent as their
pre-bankruptcy liens.
The next hearing is scheduled for June 4.
About KKC Restaurants Inc.
KKC Restaurants, Inc. sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-22845-MAM) on
December 9, 2024, with up to $50,000 in assets and up to $1 million
in liabilities. Bobby Jo McKellar, president of KKC Restaurants,
signed the petition.
Judge Erik P. Kimball oversees the case.
The Debtor tapped The Fox Law Corporation, Inc. as general
bankruptcy counsel and Shraiberg Page P.A. as local counsel.
KRT INC: U.S. Trustee Appoints Creditors' Committee
---------------------------------------------------
The U.S. Trustee for Region 19 appointed an official committee to
represent unsecured creditors in the Chapter 11 case of KRT, Inc.
The committee members are:
1. Park Heavy Haul
c/o Dustin Park
14757 County Road 26
Fort Lupton, CO 80621
Email: dpark@parkheavyhaul.com
Phone: 970-520-3500 (307) 733-7290
2. B-1 Trucking LLC
c/o Ilena Guzman
47 Diane Street
Artesia, NM 88210
Email: iguzman@bulldogs.org
Phone: 575-808-9520
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 KRT Inc.
Based in Rock Springs, Wyoming, KRT Inc. operates in the
specialized freight trucking industry.
KRT Inc. filed Chapter 11 petition (Bankr. D. Wyo. Case No.
25-20036) on February 7, 2025, listing total assets of $6,382,948
and total liabilities of $7,272,774. Judge Cathleen D. Parker
handles the case.
The Debtor is represented by Clark D. Stith, Esq.
LA LOBA: Seeks to Hire Epport Richman Robbins as Special Counsel
----------------------------------------------------------------
La Loba De Wall St., LLC seeks approval from the U.S. Bankruptcy
Court for the Central District of California to employ Epport,
Richman & Robbins, LLP as special counsel.
The Debtor needs the firm's legal assistance in connection with the
issue of usury in anticipation of the creditor's continual Motion
to Dismiss, and failure to honor the appraisal previously agreed
with the bankruptcy court.
The firm will be paid at these rates:
Partners $650 per hour
Associates $485 per hour
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Steven N. Richman, Esq., a partner at Epport, Richman & Robbins,
LLP, disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Steven N. Richman, Esq.
Epport, Richman & Robbins, LLP
1875 Century Park East, Suite 800
Los Angeles, CA 90067-2512
Tel: (310) 785-0885
Fax: (310) 785-0787
About La Loba De Wall St., LLC
The Debtor owns a commercial building located at 1147 S. Wall St.,
Los Angeles, CA 90015 having an appraised value of $4.5 million.
La Loba De Wall St LLC in Los Angeles, CA, sought relief under
Chapter 11 of the Bankruptcy Code filed its voluntary petition for
Chapter 11 protection (Bankr. C.D. Cal. Case No. 24-19243) on Nov.
12, 2024, listing $6,270,900 in assets and $3,507,955 in
liabilities. Marisela Nuno as managing member, signed the
petition.
Judge Vincent P Zurzolo oversees the case.
Maureeen J. Shanahan, Esq. serve as the Debtor's legal counsel.
LAURA T. REIS: Not Eligible to Proceed Under Subchapter V
---------------------------------------------------------
In the appealed case captioned as LAURA T. REIS, formerly known as
Laura Arnheim; formerly known as Laura Danis, Plaintiff -
Appellant, v. GREGORY M. GARVIN, Acting U.S. Trustee, Defendant -
Appellee, No. 24-4201 (9th Cir.), the United States Appeals Court
for the Ninth Circuit upheld the decision of the United States
District Court for the District of Idaho that affirmed the order of
the United States Bankruptcy Court for the District of Idaho
sustaining the U.S. Trustee's objection to the election of Dr. Reis
to proceed under Subchapter V of Chapter 11 of the United States
Bankruptcy Code, 11 U.S.C. Secs. 1181–1195.
In order to be eligible for Subchapter V, Dr. Reis had to be:
(1) a person
(2) engaged in commercial or business activities
(3) with undisputed debts, both secured and unsecured, that do
not exceed $7.5 million, and
(4) at least half of that debt arose from the debtor's
commercial or business activities.
This appeal concerns only the fourth eligibility criteria, as Dr.
Reis's medical school student loan debts incurred between 2005 and
2009 constituted 59.7 percent of her total liabilities. Thus, if
Dr. Reis did not characterize her medical school student loan debt
as arising from a commercial or business activity, her debt would
not meet the "not less than 50 percent" threshold. Dr. Reis insists
that, because her medical degree was a required step in order to
own and operate a medical practice, the student loan debt she
incurred in pursuit of that degree necessarily "arose from" her
commercial or business activities.
While the Bankruptcy Code does not define the phrase "commercial or
business activities," the bankruptcy court did not err in
determining that Dr. Reis's medical school student loan debts did
not arise from a commercial or business activity, the Ninth Circuit
finds.
According to the Ninth Circuit, while the phrase "commercial or
business activities" is exceptionally broad, Dr. Reis's position is
particularly unconvincing looking at the totality of the
circumstances. She did not own or operate a business until more
than a decade after she began medical school and incurred the
student debt. While Dr. Reis testified that she always wanted to
have her own medical practice and always planned to from the
beginning of medical school, the record does not indicate that Dr.
Reis had a concrete plan to open her own medical practice either at
the time she took out the student loans or in the years immediately
following her graduation from medical school. Under these
circumstances, the Ninth Circuit cannot conclude that the record
was such that it demanded the bankruptcy court find that her
student loan debt did indeed arise from commercial or business
activity.
A copy of the Court's decision is available at
http://urlcurt.com/u?l=OTHq9K
Laura T. Reis filed for Chapter 11 bankruptcy protection (Bankr. D.
Id. Case No. 22-00517) on November 22, 2022, listing under $1
million in both assets and liabilities. The Debtor is represented
by Matthew Christensen, Esq., at Johnson May.
LEE FRANCHISE: Rebecca Redwine Named Subchapter V Trustee
---------------------------------------------------------
Brian Behr, the U.S. Bankruptcy Administrator for the Eastern
District of North Carolina, appointed Rebecca Redwine as Subchapter
V trustee for Lee Franchise Holdings, Inc.
The Subchapter V trustee will receive an hourly fee of $375 and
reimbursement for work-related expenses.
Ms. Redwine disclosed in an affidavit that she is "disinterested"
according to Section 101(14) of the Bankruptcy Code.
About Lee Franchise Holdings
Lee Franchise Holdings, Inc. operates a commercial window cleaning
and pressure washing company in Craven County, N.C., with its
principal office at 257 Belltown Road, Havelock, N.C.
Lee Franchise Holdings filed a petition under Chapter 11,
Subchapter V of the Bankruptcy Code (Bankr. E.D. N.C. Case No.
25-00617) on February 21, 2025, listing up to $500,000 in assets
and up to $1 million in liabilities. Bradley M. Lee, president of
Lee Franchise Holdings, signed the petition.
Judge Pamela W. McAfee oversees the case.
David J. Haidt, Esq., at Ayers and Haidt, PA, represents the Debtor
as legal counsel.
LFTD PARTNERS: Signs LOIs for Multiple Mergers, Acquisitions
------------------------------------------------------------
LFTD Partners Inc. disclosed in a Form 8-K Report filed with the
U.S. Securities and Exchange Commission that the Company, Lifted
Liquids, Inc., an Illinois corporation, and several of their
affiliates as set out below, entered several letters of intent
outlining several proposed mergers or acquisitions with various
target companies in different industries.
Letter of Intent to Acquire Sustainable Innovations Inc.
and its Marijuana Subsidiaries
LIFD, Lifted, Gerard M. Jacobs, Nicholas S. Warrender, William C.
Jacobs, Sustainable Innovations Inc., an Illinois corporation,
Sustainable Craft Grow #1, LLC, an Illinois limited liability
company, Sustainable Transporter #1, LLC, an Illinois limited
liability company, Sustainable Transporter #2, LLC, an Illinois
limited liability company, Illinois Kindness Four, LLC, an Illinois
limited liability company, L. John Murray and Erik Carlson entered
into a Letter of Intent - SI and Marijuana Subsidiaries dated as of
February 19, 2025, pursuant to which, at a closing:
(a) a wholly-owned subsidiary of LIFD will acquire, in a
merger, all of the ownership interests in SCG1, which at the
Marijuana Subsidiaries Closing is to own Illinois Cannabis Craft
Grow License number 2206010102-CG, for merger consideration
consisting of 1,985,811 unregistered shares of common stock of
LIFD, pursuant to a mutually acceptable merger agreement which
shall include a certified list of SCG1's licenses, assets,
liabilities and contracts acceptable to LIFD;
(b) a wholly-owned subsidiary of LIFD will acquire, in a
merger, all of the ownership interests in ST1, which at the
Marijuana Subsidiaries Closing is to own Illinois Cannabis
Transport License number 2107150140-TR, for merger consideration
consisting of 66,194 unregistered LIFD Shares, pursuant to a
mutually acceptable merger agreement which shall include a
certified list of ST1's licenses, assets, liabilities and contracts
acceptable to LIFD;
(c) a wholly-owned subsidiary of LIFD will acquire, in a
merger, all of the ownership interests in ST2, which at the
Marijuana Subsidiaries Closing is to own Illinois Cannabis
Transport License number 2107150187-TR, for merger consideration
consisting of 66,194 unregistered LIFD Shares, pursuant to a
mutually acceptable merger agreement which shall include a
certified list of ST2's licenses, assets, liabilities and contracts
acceptable to LIFD; and
(d) a wholly-owned subsidiary of LIFD will acquire, in a
merger, all of the ownership interests in IK4, which at the
Marijuana Subsidiaries Closing is to own Illinois Cannabis Infuser
License number 2108011034-IN and certain inventory, for merger
consideration consisting of 463,356 unregistered LIFD Shares,
pursuant to a mutually acceptable merger agreement which shall
include a certified list of IK4's licenses, assets, liabilities and
contracts acceptable to LIFD.
The Marijuana Subsidiaries Closing shall be subject to a number of
conditions precedent being fulfilled on or prior to the date of the
Marijuana Subsidiaries Closing:
(e) SI shall transfer ownership of the Craft Grow License to
SCG1, SI shall transfer ownership of Transport License #1 to ST1,
SI shall transfer ownership of Transport License #2 to ST2, and
Illinois Kindness Three, LLC shall transfer ownership of the IK
Infuser License and certain inventory to IK4; and IK3 shall
transfer certain equipment to TMD Ventures, LLC, a Pennsylvania
limited liability company;
(f) IK3 shall receive full payment of both certain license
debt and certain equipment debt totaling slightly more than
$730,000;
(g) The merger agreements and all of the other transactions
contemplated by the LOI - SI and Marijuana Subsidiaries shall have
obtained all necessary approvals, including: approval by a majority
of the LIFD Board; unanimous approval by each of the owners, board
of directors and managers of the entities being acquired; and
approval by LIFD's lender, Surety Bank of DeLand, Florida;
(h) all necessary securities filings shall have been filed
with, and any necessary approvals shall have been obtained from,
the U.S. Securities and Exchange Commission;
(i) LIFD's outside firm of certified public accountants shall
have agreed with LIFD that the financial statements of the entities
being acquired for fiscal years 2023 and 2024 are not required to
be audited, or, alternatively, any needed audits and audit opinion
letters associated with the mergers shall have been delivered by
Fruci to LIFD, and such audits and opinion letters shall have been
acceptable to LIFD in form and substance in its discretion;
(j) all necessary approvals of or consents to the Illinois
Cannabis License transfers contemplated by the LOI - SI and
Marijuana Subsidiaries, to the mergers, or to the executives,
directors or stockholders of LIFD or its subsidiaries, shall have
been obtained from the State of Illinois and its departments and
agencies, and from any other governmental bodies having any
approval rights thereof;
(k) LIFD shall have received a written plan, accompanied by
an approving legal opinion, regarding the lawful maintenance of the
social equity status of SI, SCG1, ST1, ST2 and IK4 during the
periods before and after the Marijuana Subsidiaries Closing Date,
and such plan and legal opinion shall be acceptable to LIFD in its
discretion; and
(l) SI and IK3 shall have entered into a Pre-Closing
Agreement, and such Pre-Closing Agreement shall be acceptable to
LIFD in its discretion. Pursuant to such Pre-Closing Agreement: IK3
shall transfer ownership of the IK Infuser License and certain
inventory to IK4; IK3 shall transfer ownership of certain equipment
to TMD; and all contractual and financial obligations owed by SI to
IK3 pursuant to certain agreements shall terminate, excepting only
IK3's right to receive full payment of the License and Equipment
Debt on or prior to the Marijuana Subsidiaries Closing Date.
SCG1, ST1, ST2 and IK4 have not yet engaged in any business, and as
of the Marijuana Subsidiaries Closing Date they shall not yet have
engaged in any business.
Both prior to and after the Marijuana Subsidiaries Closing Date, SI
shall own Illinois Cannabis Infuser License number 2108011014-IN.
SI received a social equity forgivable loan from the Illinois DCEO
in the amount of $625,000 in relation to the SI Infuser License
(the "$625,000 Loan"), and under the terms of the $625,000 Loan,
the $625,000 Loan must be repaid by SI in full if SI or the SI
Infuser License is transferred to a third party prior to or during
the one year period after the $625,000 Loan is forgiven (the
"Standstill Period"). Immediately following the end of the
Standstill Period (the "SI Purchase Date"), the owners of SI shall
sell to LIFD all of the capital stock of SI for an aggregate
purchase consideration of $10.00.
SI has not yet engaged in any business, and, as of the SI Purchase
Date, SI shall not yet have engaged in any business.
SI has already entered into discussions and negotiations with
certain third parties related to certain potential marijuana
product agreements and arrangements. Prior to the Marijuana
Subsidiaries Closing, SI shall use good faith efforts to
collaborate with LIFD regarding these discussions and negotiations,
SI shall not shop SI or its subsidiaries to potential acquirors
other than LIFD, and each of the parties agrees and covenants to
use good faith efforts to cause the mergers to close as soon as
practicable, subject to the fulfillment of all of the terms,
conditions and requirements set forth in the LOI - SI and Merger
Subsidiaries and in the related merger agreements.
Either party shall have the unilateral right to terminate the LOI -
SI and Merger Subsidiaries, without any payment by or penalty due
from any party, if such party in good faith believes that the
terms, conditions and requirements that must be met in order for
the Merger Subsidiaries Closing to occur cannot reasonably be met
on or before March 15, 2025, provided, however, that if one or more
of the conditions precedent cannot reasonably be met on or before
March 15, 2025, then the parties shall meet and use good faith
efforts in an attempt to fashion a mutually acceptable interim
arrangement that would accommodate a delay in the Merger
Subsidiaries Closing Date to a date after March 15, 2025.
Letter of Intent to Acquire TMD Ventures, LLC
LIFD, Lifted, GMJ, NSW, WCJ, SI, TMD, JM, Karim "Joe" Murray, and
EC entered into a Letter of Intent - TMD dated as of February 19,
2025, pursuant to which, at a closing, a wholly-owned subsidiary of
LIFD will acquire, in a merger, all of the ownership interests in
TMD, for merger consideration consisting of 2,000,000 unregistered
LIFD Shares, pursuant to a mutually acceptable merger agreement
which shall include a certified list of TMD's licenses, assets,
liabilities and contracts acceptable to LIFD.
TMD shall own the following asset as of the date of the TMD
Closing: A leasehold interest in approximately 18,558 rentable
square feet located at 7537 Central Ave., Skokie, IL 60077,
pursuant to that certain Lease Agreement dated December 6, 2022 by
and between Amy and Connor, LLC, as landlord, and TMD, as tenant.
As of the TMD Closing Date, the Skokie Lease shall be in full force
and effect and legally binding, without any outstanding defaults by
TMD (as tenant) thereunder.
The TMD Closing shall be subject to a number of conditions
precedent being fulfilled on or prior to the TMD Closing Date:
(a) The merger agreement and all of the other transactions
contemplated by the LOI - TMD shall have obtained all necessary
approvals, including: approval by a majority of the LIFD Board;
unanimous approval by each of the owners and managers of TMD; and
approval by LIFD's lender, Surety Bank of DeLand, Florida;
(b) all necessary securities filings shall have been filed
with, and any necessary approvals shall have been obtained from,
the SEC;
(c) Fruci shall have agreed with LIFD that the financial
statements of TMD for fiscal years 2023 and 2024 are not required
to be audited, or, alternatively, any needed audit and audit
opinion letter associated with the merger shall have been delivered
by Fruci to LIFD, and such audit and opinion letter shall have been
acceptable to LIFD in form and substance in its discretion; and
(d) Any necessary approvals of or consents to the merger, or
to the executives, directors or stockholders of LIFD or its
subsidiaries, shall have been obtained from the State of Illinois
and its departments and agencies, and from any other governmental
bodies having any approval rights thereof.
TMD has not yet engaged in any business, and, as of the TMD Closing
Date, TMD shall not yet have engaged in any business.
TMD has already entered into discussions and negotiations with
certain third parties related to certain potential agreements and
arrangements. Prior to the TMD Closing, TMD shall use good faith
efforts to collaborate with LIFD regarding these discussions and
negotiations, TMD shall not shop TMD to potential acquirors other
than LIFD, and each of the parties agrees and covenants to use good
faith efforts to cause the merger to close as soon as practicable,
subject to the fulfillment of all of the terms, conditions and
requirements set forth in the LOI - TMD and in the related merger
agreement.
Either party shall have the unilateral right to terminate the LOI -
TMD, without any payment by or penalty due from any party, if such
party in good faith believes that the terms, conditions and
requirements that must be met in order for the TMD Closing to occur
cannot reasonably be met on or before March 15, 2025, provided,
however, that if one or more of the conditions precedent cannot
reasonably be met on or before March 15, 2025, then the parties
shall meet and use good faith efforts in an attempt to fashion a
mutually acceptable interim arrangement that would accommodate a
delay in the TMD Closing Date to a date after March 15, 2025.
Letter of Intent to Acquire
Real Estate Companies
LIFD, Lifted, GMJ, NSW, WCJ, Sustainable Properties, LLC, an
Illinois limited liability company, 1221 Research Parkway, LLC, an
Illinois limited liability company, 2422 N. Main, LLC, an Illinois
limited liability company, JM, Joshua Gillan, and EC entered into a
Letter of Intent - Real Estate Companies dated as of February 19,
2025, pursuant to which, at a closing, a wholly-owned subsidiary of
LIFD will acquire, in a merger, all of the ownership interests in
SP, for merger consideration consisting of 763,593 unregistered
LIFD Shares, pursuant to a mutually acceptable merger agreement
which shall include a certified list of SP's assets, liabilities
and contracts acceptable to LIFD.
SP owns 100% of the ownership interests in 1221 and 2422. 1221 owns
all of the real estate, building, equipment, fixtures and other
improvements located at 1221 Research Parkway, Rockford, IL 61109.
2422 owns all of the real estate, building, equipment, fixtures and
other improvements located at 2422 N. Main Street, Rockford, IL
61103.
SP, 1221 and 2422 have not engaged in any business, and as of the
Closing Date they shall not have engaged in any business.
The SP Closing shall be subject to a number of conditions precedent
being fulfilled on or prior to the date of the SP Closing:
(a) LIFD shall have received clean updated title insurance policies
on the 1221 Property and the 2422 Property.
(b) The merger agreement and all of the other transactions
contemplated by the LOI - SP shall have obtained all necessary
approvals, including: approval by a majority of the LIFD Board;
unanimous approval by each of the owners and managers of SP; and
approval by LIFD's lender, Surety Bank of DeLand, Florida. The
parties agree that, in order to try to obtain approval of the
merger Agreement by Surety Bank, it is likely that LIFD will be
required to commit to Surety Bank in a written agreement that if
Surety Bank has not approved LIFD's and SP's plan for the
development and leasing or joint venturing of the 1221 Property as
a marijuana grow facility, as a data center, as a crypto-mining
facility, or otherwise, by a particular date, then LIFD and SP will
likely be obligated to publicly list the 1221 Property with a
nationally recognized broker of industrial buildings for sale, and
to complete such sale, as promptly as is commercially feasible.
(c) all necessary securities filings shall have been filed with,
and any necessary approvals shall have been obtained from, the SEC;
and
(d) Fruci shall have agreed with LIFD that the financial statements
of SP for fiscal years 2023 and 2024 are not required to be
audited, or, alternatively, any needed audits and audit opinion
letters associated with the mergers shall have been delivered by
Fruci to LIFD, and such audits and opinion letters shall have been
acceptable to LIFD in form and substance in its discretion.
SP has already entered into discussions and negotiations with
certain third parties related to certain potential real estate
agreements and arrangements. Prior to the SP Closing, SP shall use
good faith efforts to collaborate with LIFD regarding these
discussions and negotiations, SP shall not shop SP or its
subsidiaries to potential acquirors other than LIFD, and each of
the parties agrees and covenants to use good faith efforts to cause
the merger to close as soon as practicable, subject to the
fulfillment of all of the terms, conditions and requirements set
forth in the LOI - Real Estate Companies and in the merger
agreement.
Either party shall have the unilateral right to terminate the LOI -
SP, without any payment by or penalty due from any party, if such
party in good faith believes that the terms, conditions and
requirements that must be met in order for the SP Closing to occur
cannot reasonably be met on or before March 15, 2025, provided,
however, that if one or more of the conditions precedent cannot
reasonably be met on or before March 15, 2025, then the parties
shall meet and use good faith efforts in an attempt to fashion a
mutually acceptable interim arrangement that would accommodate a
delay in the SP Closing Date to a date after March 15, 2025.
Letter of Intent to Acquire Hemp
and Retail Companies
LIFD, Lifted, GMJ, NSW, WCJ, Sustainable Growers, LLC, an Illinois
limited liability company, Sustainable Innovations Development
Company, LLC, an Illinois limited liability company, Buckbee Seed
Co., LLC, an Illinois limited liability company, Buckbee Seed
Company, LLC, SEED II, an Illinois limited liability company,
Downtown Rockford Restaurant, LLC, an Illinois limited liability
company, Northtown Restaurant, LLC, an Illinois limited liability
company, JM, EC and Billy Ni, entered into a Letter of Intent -
Hemp and Retail dated as of February 19, 2025 pursuant to which, at
a closing, a wholly-owned subsidiary of LIFD will acquire, in a
merger, all of the ownership interests in SG, for merger
consideration consisting of 2,290,777 unregistered LIFD Shares,
pursuant to a mutually acceptable merger agreement which shall
include a certified list of SG's assets, liabilities and contracts
acceptable to LIFD.
As of the SG Closing:
(a) SG will own 100% of the ownership interests in SIDC and
BSC;
(b) BSC will own 100% of the ownership interests in Mrs.
Buckbee's, and 50% of the ownership interests in each of District
and Half Baked;
(c) Mrs. Buckbee's will own all rights, titles and interests
in the brand names Mrs. Buckbee's and Wake N Bakery, and in the
lease of 275 Deane Drive, Rockford, IL 61107, and the Mrs.
Buckbee's Lease shall be in full force and effect and legally
binding, without any outstanding defaults by Mrs. Buckbee's (as
tenant) thereunder;
(d) District will own all rights, titles and interests in in
the brand name District Bar & Grill, and in the lease of 205 W.
State St., Rockford, IL 61101, and the District Lease shall be in
full force and effect and legally binding, without any outstanding
defaults by District (as tenant) thereunder; and
(e) Half Baked will own all rights, titles and interests in
the brand name Half Baked Bar, and in the lease of 908 W.
Riverside, Rockford, IL 61103, and the Half Baked Lease shall be in
full force and effect and legally binding, without any outstanding
defaults by Half Baked (as tenant) thereunder.
The SG Closing shall be subject to a number of conditions precedent
being fulfilled on or prior to the date of the SG Closing:
(f) The merger agreement and all of the other transactions
contemplated by the LOI - SG shall have obtained all necessary
approvals, including: approval by a majority of the LIFD Board;
unanimous approval by each of the owners and managers of SG, SIDC,
BSC, Mrs. Buckbee's, District and Half Baked; and approval by
LIFD's lender, Surety Bank of DeLand, Florida;
(g) all necessary securities filings shall have been filed
with, and any necessary approvals shall have been obtained from,
the SEC; and
(h) Fruci shall have audited the financial statements of SG
and its subsidiaries for fiscal years 2023 and 2024 in accordance
with U.S. generally accepted accounting principles (and
potentially, after Fruci has reviewed those companies' financial
statements for quarterly periods during 2025), and such audited
financial statements and audit opinion letters associated with the
merger shall have been delivered by Fruci to LIFD, all as shall be
necessary to allow SG to be acquired by LIFD pursuant to all
applicable SEC and FASB rules and regulations, and to allow LIFD to
timely file all necessary securities filings with the SEC, and the
Audit shall have been acceptable to LIFD in its discretion. SG and
its subsidiaries shall use good faith efforts to cause the Audit to
be completed as promptly as possible.
From and after the date of the LOI - SG through the SG Closing
Date:
(i) SG and each of its subsidiaries shall continue to operate
in due course and consistently with their historical practices;
(j) Any and all after-tax free cash flow generated by SG,
SIDC, BSC and Mrs. Buckbee's, or generated by BSC's 50% ownership
interests in District and Half Baked, shall be deposited by SG,
SIDC, BSC, Mrs. Buckbee's, District and Half Baked into checking
accounts at Surety Bank in the names of SG, SIDC, BSC (in the case
of after-tax free cash flow generated by BSC or by BSC's 50%
ownership interests in District and Half Baked) and Mrs. Buckbee's,
and shall not be otherwise paid out, distributed or dissipated
prior to the SG Closing Date; and
(k) all leases, contracts, agreements, books, records, profit
and loss statements, balance sheets, cash flow statements,
distribution records, bank statements, borrowings, other material
documents, and tax returns, of each of SG, SIDC, BSC, Mrs.
Buckbee's, District and Half Baked shall be diligently, accurately
and professionally prepared and maintained in accordance with all
applicable laws, rules and regulations, and shall be made available
for review and copying by LIFD upon reasonable advance notice; and
(l) SG's executives shall use good faith efforts to facilitate
discussions by and among LIFD, SG and Ni, regarding the potential
terms and conditions pursuant to which LIFD or its designee might
acquire Ni's 50% ownership interests in District and Half Baked.
SG has already entered into discussions and negotiations with
certain third parties related to certain potential agreements and
arrangements regarding SG and its subsidiaries, such as the
potential for franchising Mrs. Buckbee's. Prior to the SG Closing,
SG shall use good faith efforts to collaborate with LIFD regarding
these discussions and negotiations, SG shall not shop SG or its
subsidiaries to potential acquirors other than LIFD, SG and its
subsidiaries shall be operated only in accordance with the
ordinary, normal and customary course thereof consistent with past
practices or as otherwise contemplated in the LOI - SG, and each of
the parties agrees and covenants to use good faith efforts to cause
the merger to close as soon as practicable, subject to the
fulfillment of all of the terms, conditions and requirements set
forth in the LOI - SG and in the merger agreement.
Either party shall have the unilateral right to terminate the LOI -
SG, without any payment by or penalty due from any party, if such
party in good faith believes that the terms, conditions and
requirements that must be met in order for the SG Closing to occur
cannot reasonably be met. Provided, that the parties expressly
agree and acknowledge that the timing of completion of the Audit is
uncertain, and none of the parties shall use any delay in the
timing of completion of the Audit as an excuse to terminate either
the LOI - SG or the merger agreement as long as SG and its
subsidiaries are using good faith efforts to complete the Audit in
a commercially reasonable fashion and time frame.
Letter of Intent Regarding
Boards of Directors and Executives
LIFD, Lifted, GMJ, NSW, WCJ, JM and EC entered into a Letter of
Intent - Boards of Directors and Executives dated as of February
19, 2025.
As an express inducement to each of the parties to enter into the
Letter of Intent - Boards and Executives and the LOI - SI and
Marijuana Subsidiaries, the parties agree that:
(a) Effective on the Marijuana Subsidiaries Closing Date, the
Bylaws of LIFD shall be changed to increase the size of the Board
of Directors of LIFD from 9 members to 10 members, and JM shall be
added to the LIFD Board effective as of the completion of the
Marijuana Subsidiaries Closing;
(b) At the Marijuana Subsidiaries Closing, LIFD shall grant to
each member of the LIFD Board who is not an employee of LIFD
assignable warrants to purchase 50,000 LIFD Shares at an exercise
price of $3.25 per LIFD Share and assignable warrants to purchase
50,000 LIFD Shares at an exercise price of $5.00 per LIFD Share,
provided that each such warrant:
(1) shall contain a so-called "cashless exercise"
provision;
(2) shall expire if not exercised on or before the
seventh anniversary of the Marijuana Subsidiaries Closing Date;
and
(3) shall not vest and shall not be exercisable unless
and until LIFD's audited earnings per share during 2025 or any
subsequent calendar year is at or above $0.20 on a fully diluted
basis;
(c) At the Marijuana Subsidiaries Closing, each of the
existing employment agreements of GMJ, NSW and WCJ with LIFD shall
terminate, and each of JM, EC and the LIFD Executives shall sign a
mutually acceptable new five year "rolling" employment agreement
with LIFD generally in the same form as the existing employment
agreements of the LIFD Executives with LIFD, excepting only as
follows:
(1) The Senior Executives shall serve in the following capacities,
respectively:
* GMJ - Chairman of the LIFD Board and of the board of
directors or managers of each of LIFD's wholly-owned subsidiaries,
Chief Executive Officer and Secretary of LIFD, and Secretary of
each of LIFD's wholly-owned subsidiaries
* NSW - Vice Chairman of the LIFD Board and of the board of
directors or managers of each of LIFD's wholly-owned subsidiaries,
Chief Operating Officer of LIFD, and Founder and Chief Executive
Officer of Lifted
* WCJ - Director of the LIFD Board and of the board of
directors or managers of each of LIFD's wholly-owned subsidiaries,
President, Chief Financial Officer and Treasurer of LIFD, and
President and Treasurer of Lifted
* JM - Director of the LIFD Board and of the board of
directors or managers of each of LIFD's wholly-owned subsidiaries,
and Chief Business Officer and Chief Strategy Officer of LIFD
* EC - General Counsel and Chief Compliance Officer of LIFD,
who will be invited to attend all meetings of the LIFD Board and of
the board of directors or managers of each of LIFD's wholly-owned
subsidiaries;
(2) The annual base salary of NSW shall be $500,000. The annual
base salaries of each of GMJ, WCJ, JM and EC shall initially be
$250,000, provided that immediately following the first calendar
quarter in which LIFD's consolidated gross revenue exceeds
$20,000,000, then the annual base salaries of each of GMJ, WCJ, JM
and EC shall increase to $400,000, and provided further, that
immediately following the first calendar quarter in which LIFD's
consolidated gross revenue exceeds $25,000,000, then the annual
base salaries of each of GMJ, WCJ, JM and EC shall increase to
$500,000, and provided further, that if the annual base salary of
any of the Senior Executives is ever increased above $500,000, then
the annual base salary of each of the other Senior Executives shall
automatically also be increased so that none of the Senior
Executives has an annual base salary which exceeds the annual base
salary of any of the other Senior Executives by more than $100,000;
(3) The amount of the annual company-wide bonus pool for each of
years 2025 and 2026 shall be capped, so that in no event shall the
amount of the annual company-wide bonus pool for either 2025 or
2026 decrease LIFD's audited EPS for such year below an EPS of
$0.20 on a fully diluted basis, provided that certain previously
disclosed overpayments of the annual company-wide bonus pool in
regard to calendar year 2022 which were made to certain Lifted
employees who are not Senior Executives shall not reduce the
calculation of the annual company-wide bonus pool for calendar year
2025 or for any subsequent year, and provided further that nothing
in this Section shall be deemed to cap the annual company-wide
bonus pool for 2027 or any subsequent year; and
(4) LIFD shall grant to each of the Senior Executives assignable
warrants to purchase 500,000 LIFD Shares at an exercise price of
$3.25 per LIFD Share and assignable warrants to purchase 500,000
LIFD Shares at an exercise price of $5.00 per LIFD Share
(collectively such Senior Executive's "Warrants"), provided that
each of such Senior Executive's Warrants: (i) shall contain a
so-called "cashless exercise" provision; (ii) shall expire if not
exercised on or before the seventh anniversary of the Marijuana
Subsidiaries Closing Date; and (iii) shall not vest and shall not
be exercisable unless and until LIFD's audited EPS during 2025 or
any subsequent calendar year is at or above $0.20 on a fully
diluted basis; provided, that:
(iv) each of the Senior Executives, at his election, may elect
to sign his Employment Agreement with a newly formed Illinois
corporation ("Senior Executive Corporation") the capital stock of
which is owned by such Senior Executive;
(v) on the Closing Date such Senior Executive Corporation
shall merge with and into LIFD, with LIFD being the survivor of
such Senior Executive Corporation Merger;
(vi) the merger consideration that shall be paid by LIFD in
such Senior Executive Corporation Merger pursuant to which LIFD
shall acquire 100% of the capital stock of such Senior Executive
Corporation shall consist of one LIFD Share plus such Senior
Executive's Warrants described above; and
(vii) upon the closing of such Senior Executive Corporation
Merger, such Employment Agreement shall be legally binding upon
LIFD (as employer) and such Senior Executive (as employee), and
LIFD shall assume all rights and obligations of such Senior
Executive Corporation (as employer) under such Employment
Agreement;
(d) Promptly following the Marijuana Subsidiaries
Closing, LIFD shall hire a full-time internal CPA who is a resident
of Illinois, who shall be acceptable to and report to LIFD's
President and CFO, and who shall be responsible for maintaining the
financial books and records and for handling all needed internal
accounting functions for the operations of the subsidiaries of LIFD
operating in Illinois; and
(e) At the Marijuana Subsidiaries Closing, the existing
Shareholder Agreement among the LIFD Executives shall terminate,
and each of the five Senior Executives shall sign a mutually
acceptable new Shareholder Agreement in which they shall agree,
among other things, following the Closing:
(1) to nominate, support, agree upon, and vote in favor only of
slates of nominees for the LIFD Board, and for the boards of
directors and managers of all subsidiaries and affiliates of LIFD,
who are mutually acceptable to all five of the Senior Executives;
(2) to propose, request, support, agree upon, accept, assist,
facilitate and vote in favor only of base salaries, bonuses and
bonus pools, commission agreements, consulting agreements,
employment agreements, stock options and warrants, and any other
direct or indirect forms of equity or profit participation or
compensation, paid or entered into by LIFD and/or by LIFD
Subsidiaries and Affiliates, to or for the benefit of any of the
Senior Executives, key employees, contractors or consultants of
LIFD and/or LIFD Subsidiaries and Affiliates, that are mutually
acceptable to all five of the Senior Executives;
(3) to propose, request, support, agree upon, accept, assist,
facilitate and vote in favor only of material corporate agreements
and contracts, mergers, purchases, acquisitions and divestitures,
plan or arrangement, capital raises, and other lawful corporate
transactions or series of transactions of any nature (individually
a "Transaction" and collectively "Transactions") involving LIFD
and/or LIFD Subsidiaries and Affiliates that are mutually
acceptable to all five of the Senior Executives; and
(4) not to directly or indirectly sell or transfer any right, title
or interest in or to some or all of their LIFD stock, stock options
or warrants in any Transaction that could or might result in a
change of control of LIFD, unless such Transaction is mutually
acceptable to all five of the Senior Executives and is approved by
a majority of the LIFD Board.
These transactions herein, are subject to numerous conditions and
risks, including but not limited to the following:
There is No Assurance That
Any of These Transactions Will Close
There can be no assurance that the proposed acquisitions described
above will be completed as currently contemplated, or at all. Each
transaction is subject to the satisfaction of various conditions
precedent, including regulatory approvals, due diligence, execution
of definitive agreements, financial audits, and third-party
consents. If any of these conditions are not met, the transactions
may be delayed, modified, or terminated, which could adversely
impact LIFD's business strategy and shareholder expectations.
The Acquisitions Are Subject to Extensive
Regulatory Approvals and Compliance Risks
The acquisitions of Sustainable Innovations Inc. and its Marijuana
Subsidiaries involve obtaining Illinois Cannabis Licenses, which
are subject to strict regulatory oversight. There is no guarantee
that the necessary governmental approvals from Illinois state
agencies, the SEC, or LIFD's lender will be obtained in a timely
manner, or at all. Failure to secure these approvals could prevent
the consummation of the transactions or result in additional
regulatory burdens, fines, or penalties.
Stock-Based Consideration Will Result
in Significant Dilution to Existing Shareholders
LIFD intends to issue unregistered shares of common stock as
consideration for these acquisitions. The issuance of additional
shares will dilute existing shareholders, and if LIFD's stock price
declines, the valuation of the acquisitions may become unfavorable
to the Company. Furthermore, if recipients of these shares choose
to sell their stock in large quantities when they are legally
permitted to do so, it could create downward pressure on LIFD's
stock price.
Financial Audit and Due Diligence Risks
May Delay or Prevent the Closings
Each target company must satisfy financial reporting and audit
requirements as part of the closing process. If financial
statements do not meet SEC standards, or if auditors identify
material weaknesses, inconsistencies, or liabilities, it could
result in additional delays or a decision not to proceed with the
acquisitions. Additionally, any undisclosed financial obligations
or liabilities uncovered during due diligence could materially
impact LIFD's financial condition.
Integration of the Acquired Companies
May Be Challenging and Costly
Successfully integrating multiple acquisitions across cannabis,
hemp, retail, and real estate will require significant resources
and management focus. Risks associated with integration include:
* Aligning corporate cultures and business practices;
* Consolidating financial and operational systems;
* Managing regulatory compliance across multiple industries;
* Retaining key executives and employees from acquired
entities.
If integration efforts are unsuccessful, LIFD may fail to realize
anticipated synergies, resulting in lower-than-expected revenue,
increased expenses, and potential impairments to acquired assets.
LIFD's Expansion into Regulated Cannabis
Markets Involves Additional Risks
The cannabis industry is extremely competitive, with many companies
being unprofitable or going bankrupt due to low prices, costly
regulations and high taxes on marijuana, an unregulated "black
market", and inability to deduct their costs of selling a federally
illegal product under section 280E of the Internal Revenue Code.
The cannabis industry is also subject to changing federal and state
laws. Future regulatory changes could:
* Increase the number of cannabis licenses
* Increase compliance costs
* Restrict business operations
* Impact the ability to obtain or renew cannabis licenses
Additionally, if federal cannabis laws change, LIFD could face
increased scrutiny from financial institutions, lenders, and
regulatory agencies, which may affect its ability to conduct
business
The Acquisitions of Real Estate Assets
Are Subject to Market and Financing Risks
LIFD's acquisition of Sustainable Properties, LLC and its
associated real estate holdings in Rockford, Illinois involves
risks related to property valuation, development, and tenant
acquisition. The success of these properties depends on:
* Securing and/or maintaining proper zoning and permits;
* Attracting qualified tenants or buyers;
* Managing maintenance and operational costs.
Additionally, if LIFD's lender does not approve the transaction,
the Company may be required to sell the real estate assets,
potentially at a loss.
Failure to Maintain Social Equity Status
Could Trigger a $625,000 Loan Repayment Obligation
Sustainable Innovations Inc. received a $625,000 social equity
forgivable loan from the Illinois Department of Commerce and
Economic Opportunity relating to an Illinois cannabis infuser
license. Under the loan's terms, if SI or that infuser license is
transferred before the end of the required "Standstill Period," the
loan must be repaid in full. If LIFD proceeds with the acquisition
and is required to repay the loan, it could result in an unexpected
financial obligation or liability.
The Company May Be Required to Commit
to Selling Certain Acquired Assets
To obtain lender approval for the acquisition of Sustainable
Properties, LLC, LIFD may be required to commit to selling the 1221
Property or other assets if financing terms are not favorable. This
could impact LIFD's ability to execute its long-term real estate
strategy.
Macroeconomic and Industry-Specific Risks
Could Impact Business Operations
The success of the acquired companies depends on broader economic
conditions, industry competition, and consumer trends. Risks
include:
* Volatility in cannabis and hemp markets;
* Potential oversupply in cannabis cultivation;
* Fluctuations in commercial real estate values;
* Changes in consumer preferences in the retail and food &
beverage sectors.
If market conditions deteriorate, LIFD's growth strategy and
financial performance could be adversely affected.
About LFTD Partners Inc.
Publicly traded LFTD Partners Inc. (OTCQB: LIFD), headquartered in
Jacksonville, Fla., is currently directly or indirectly involved in
the development, manufacture and/or sale or re-sale of a wide
variety of branded, hemp-derived, psychoactive and alternative
lifestyle products, and of products involving, nicotine, tobacco
and marijuana.
Spokane, Wash.-based Fruci & Associates II, the Company's auditor
since 2018, issued a "going concern" qualification in its report
dated March 29, 2024, citing that the Company has an accumulated
deficit, net losses, and is subject to unique regulatory risks and
uncertainties. These factors, among others, raise substantial doubt
about the Company's ability to continue as a going concern.
As of Sept. 30, 2024, LFTD Partners had $48.04 million in total
assets, $10.53 million in total liabilities, and $37.51 million in
total shareholders' equity.
LILYDALE PROGRESSIVE: Hires Aland D. Lasko as Accountant
--------------------------------------------------------
Lilydale Progressive Missionary Baptist Church seeks approval from
the U.S. Bankruptcy Court for the Northern District of Illinois to
employ Aland D. Lasko, & Associates, P.C. as accountant.
The firm's services include:
a. prepare necessary income tax returns;
b. provide such bookkeeping assistance as needed;
c. provide review and preparation where needed of applicable
payroll tax matters and filing;
d. assist in response to tax notices and tax claims in this
matter;
e. review of prior income and payroll tax filings and related
material; and
f. provide such other matters as the Subchapter-V -Trustee deems
necessary.
The firm will be paid at these rates:
Owner $310 to $320 per hour
Tax Manager $260 to $310 per hour
Accounting Manager/Director $260 to $310 per hour
Tax Supervisor $230 to $260 per hour
Tax Senior $140 to $220 per hour
Assistants $65 to $140 per hour
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Mr. Lasko disclosed in a court filing that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code.
The firm can be reached at:
Aland D. Lasko
Aland D. Lasko, & Associates, P.C.
205 West Randolph Street, Suite 1150
Chicago, IL 60606
Tel: (312) 332-1302
About Lilydale Progressive
Missionary Baptist Church
Lilydale Progressive Missionary Baptist Church sought protection
under Chapter 11 of the U.S. Bankruptcy Code (Banker. N.D. Ill.
Case No. 24-12502) on August 26, 2024, with $500,001 to $1 million
in assets and $100,001 to $500,000 in liabilities. Janice Seyedin
serves as Subchapter V trustee.
Judge Janet S. Baer presides over the case.
The Debtor is represented by:
William E. Jamison, Jr., Esq.
Law Office William E. Jamison & Associates
Tel: (312) 226-8500
Email: wjami39246@aol.com
LITTLE MINT: Committee Taps Dundon Advisers as Financial Advisor
----------------------------------------------------------------
The official committee of unsecured creditors of The Little Mint,
Inc. seeks approval from the U.S. Bankruptcy Court for the Eastern
District of North Carolina to employ Dundon Advisers LLC as
financial advisor.
The firm render these services:
a. assist in the analysis, review, and monitoring of the
restructuring process, including but not limited to, an assessment
of the unsecured claims pool and potential recoveries for unsecured
creditors;
b. review the terms of the cash collateral usage order and any
other provision for case budgeting or case financing to ensure
they: (i) provide sufficient liquidity to run a sufficient sale
process, (ii) do NOT provide egregious fees or impose excessive
interest rates, and (iii) do not contemplates a "roll-up" that is
appropriate under the circumstances;
c. assist in analysis of lease rejection damages and sale
transaction analysis of leases to be assumed, adequate assurance to
be provided by any potential purchasers;
d. develop a sufficient understanding of the Debtor's
businesses, including current and "go-forward" business plans and
operations, COVID-19 protocols, footprint optimization, store
closure/lease rejection program to support the Committee
superintendence of the sales process and preparation for any
contingencies;
e. monitor any sales process including, without limitation,
review of the confidential information memorandum and underlying
financial projections, the previously conducted sales processes,
the proposed list of buyers, and the Debtor and its advisors'
valuations of the
assets and business;
f. determine viable non-sale paths for the reorganization of
the Debtor's business or disposition of the Debtor's assets from
any now or in the future proposed by the Debtor;
g. monitor, and to the extent appropriate, assist the Debtor
in efforts to develop and solicit transactions which would support
unsecured creditor recovery;
h. assist the Committee in identifying, valuing, and pursuing
estate causes of action, including but not limited to, relating to
pre-petition transactions, control person liability, and lender
liability;
i. assist the Committee to address claims against the Debtor
and to identify, preserve, value, and monetize tax assets of the
Debtor, including government grants and loan forgiveness efforts by
the Debtor;
j. advise the Committee in negotiations with the Debtor and
third parties;
k. assist the Committee in reviewing the Debtor's financial
reports, including, but not limited to, statements of financial
affairs, schedules of assets and liabilities, cash budgets, and
monthly operating reports;
l. review and provide analysis of any proposed disclosure
statement and Chapter 11 plan and if appropriate, assist the
Committee in developing an alternative Chapter 11 plan;
m. attend meetings and assist in discussions with the
Committee, the Debtor, the secured lenders, the Bankruptcy
Administrator, and other parties in interest and professionals;
n. present at meetings of the Committee, as well as meetings
with other key stakeholders and parties;
o. perform such other advisory services for the Committee as
may be necessary or proper in these proceedings, subject to the
aforementioned scope; and
p. provide testimony on behalf of the Committee as and when
may be deemed appropriate.
The firm will be paid at these rates:
Peter Hurwitz (Principal) $960 per hour
Lee Rooney (Managing Director) $850 per hour
Alec Rovitz (Senior Associate) $485 per hour
In addition, the firm will seek reimbursement for expenses
incurred.
Peter Hurwitz, principal at Dundon Advisers, disclosed in a court
filing that his firm is a "disinterested person" as that term is
defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Peter Hurwitz
Dundon Advisers LLC
Ten Bank Street, Suite 1100
White Plains, New York 10606
Phone: (914) 341-1188
Email: ph@dundon.com
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.
LIVEONE INC: Promotes Ryan Carhart to Chief Financial Officer
-------------------------------------------------------------
LiveOne, Inc. disclosed in a Form 8-K Report filed with the U.S.
Securities and Exchange Commission that effective as of February
19, 2025, the Company appointed Ryan Carhart, the Company's current
Vice President and Controller, as the Company's Chief Financial
Officer, Treasurer and Secretary, to succeed Aaron Sullivan, the
former Executive Vice President, Chief Financial Officer, Treasurer
and Secretary of the Company, who notified the Company on the
Effective Date that he is leaving the Company to pursue another
professional opportunity effective as of the Effective Date.
Mr. Carhart will also assume the role of Principal Accounting
Officer of the Company. Mr. Carhart was also appointed to the same
positions with PodcastOne, Inc., the Company's majority owned
subsidiary, and Slacker, Inc., the Company's wholly owned
subsidiary.
Mr. Sullivan's departure was not as a result of any dispute with
the Company.
Mr. Carhart, age 45, has served as the Vice President and
Controller of the Company and PodcastOne since September 2023. Mr.
Carhart is a seasoned financial professional with extensive
experience in overseeing operations, corporate strategy and
development, financial reporting, mergers and acquisitions,
establishing and overseeing operational excellence initiatives in
growing organizations and public company compliance. Prior to his
appointment as the Company's and PodcastOne's Vice President and
Controller, Mr. Carhart served as the Chief Financial Officer at
AUDIENCEX, an AI-powered digital ad partner, optimizing
programmatic, social, and search campaigns with data-driven
strategy and creative solutions, and as the Principal Financial
Officer and Principal Accounting Officer of Vado Corp ("Vado"),
since May, 2019, where he guided AUDIENCEX through its acquisition
by Vado, while overseeing operations and corporate strategy and
development. Prior to that, Mr. Carhart served as the Senior
Director of Finance and Controller at MNTN, a builder of
advertising software for brands to drive measurable conversions,
revenue, site visits and more through the power of television. Mr.
Carhart previously worked at PricewaterhouseCoopers, a global
public accounting firm, with a specialization in the technology and
communications industries. Mr. Carhart holds a Master of Science in
Accounting and a Master of Business Administration (MSA/MBA) from
Northeastern University, along with a PhD from Claremont Graduate
University, and is a Certified Public Accountant.
CEO of LiveOne, Robert Ellin commented, "We're thrilled to promote
Ryan to CFO. Ryan brings strong financial discipline, respected
relationships with analysts, bankers, and our financial team, and a
proven track record of effective bank relations. Since his
promotion, Ryan has taken immediate action, implementing measures
anticipated to result in additional $13 million in cost savings,
including significant reductions in expenses at CPS, to achieve
anticipated total cash savings of over $23 million."
Mr. Ellin added, "Ryan has also played a key role in securing a new
loan agreement with East West Bank after paying off $3.7 million of
East West Bank's $7 million loan to LiveOne. Furthermore, Ryan has
secured a Letter of Intent with a major commercial bank to
refinance the remaining East West Bank debt and provide growth
capital to our company to expand our business, focusing on
profitability."
About LiveOne
Headquartered in Beverly Hills, California, LiveOne, Inc. --
www.liveone.com -- is a creator-first, music, entertainment and
technology platform focused on delivering premium experiences and
content worldwide through memberships and live and virtual events.
The Company is a pioneer in the acquisition, distribution and
monetization of live music events, Internet radio,
podcasting/vodcasting and music-related membership, streaming and
video content. Through its comprehensive service offerings and
innovative content platform, it provides music fans the ability to
listen, watch, attend, engage and transact. Serving a global
audience, the Company's mission is to bring the experience of live
music and entertainment to consumers wherever music and
entertainment is watched, listened to, discussed, deliberated or
performed around the world.
Los Angeles, CA-based Macias Gini & O'Connell LLP, the Company's
auditor since 2022, issued a "going concern" qualification in its
report dated July 1, 2024. The report cited that the Company has
suffered recurring losses from operations, negative cash flows from
operating activities and has a net capital deficiency. These
matters raise substantial doubt about the Company's ability to
continue as a going concern.
LJB LLC: Trustee Taps Harris Beach Murtha Cullina as Counsel
------------------------------------------------------------
Mark G. DeGiacomo, the Chapter 11 Trustee of LJB, LLC, seeks
approval from the U.S. Bankruptcy Court for the Eastern District of
Massachusetts to employ Harris Beach Murtha Cullina PLLC as his
counsel.
The firm will render these services:
a. prepare all necessary pleadings associated with the
liquidation and recovery of estate assets;
b. represent the Trustee at all Court proceedings;
c. assist the Trustee in the investigation of fraudulent
transfers and insider and non-insider preferences; and
d. perform such other legal services as may be required in the
interest of creditors of the Debtor.
As disclosed in the court filings, Harris Beach Murtha represents
no entity having an adverse interest in connection with this case.
The firm can be reached through:
Mark G. DeGiacomo, Esq.
Harris Beach Murtha Cullina PLLC
33 Arch Street, 12th Floor
Boston, MA 02110
Tel: (617) 457-4000
Fax: (617) 482-3868
Email: mdegiacomo@harrisbeachmurtha.com
About LJB LLC
LJB LLC sought protection under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. D. Mass. Case No. 24-12236) on November 7, 2024, with
$1 million to $10 million in both assets and liabilities. Kenneth
L. Brown, manager, signed the petition.
Judge: Janet E Bostwick oversees the case.
Gary W. Cruickshank, Esq., represents the Debtor as legal counsel.
LUTHERAN HOME: Hires Raymond James as Investment Banker
-------------------------------------------------------
Lutheran Home and Services for the Aged, Inc. and its affiliates
seek approval from the U.S. Bankruptcy Court for the Northern
District of Illinois to employ Raymond James & Associates, Inc. as
investment banker.
The firm will provide these services:
a. review and analyze the Debtors' business, operations,
properties, financial condition and interested parties on a
stand-alone and consolidated basis;
b. evaluate the Debtors' debt capacity, including by advising
the Debtors generally as to available financing and assist in the
determination of an appropriate capital structure;
c. evaluate potential transaction alternatives and strategies;
d. prepare documentation within Raymond James's area of
expertise that is required in connection with a transaction;
e. identify interested parties regarding one or more particular
transactions;
f. contact interested parties on behalf of the Debtors and with
prior written consent by the Debtors, which Raymond James, after
consultation with the Debtors' management, believes meet certain
industry, financial, and strategic criteria and assist the Debtors
in negotiating and structuring a transaction; and
g. advise the Debtors as to potential transactions involving (i)
the possible sale or transfer of all or a substantial portion of
the business, revenues, income, operations or assets of the Debtors
or (ii) the acquisition by an interested party in of all or a
substantial portion of the assets or operations of the Debtors (a
"Business Combination Transaction," as more fully described in the
Engagement Letter Agreement).
h. advise the Debtors on tactics and strategies for negotiating
with holders of the Debtors' debt or other claims of the Debtors
("Stakeholders");
i. advise the Debtors on the timing, nature and terms of any new
securities, other considerations or other inducements to be offered
to their Stakeholders in connection with any recapitalization,
reorganization, or restructuring;
j. participate in the Debtors' board of directors meetings as
determined by the Debtors to be appropriate, and, upon request,
provide periodic status reports and advice to the board with
respect to matters falling within the scope of Raymond James's
retention; and
k. analyze materials prepared by the Debtors' other advisors in
connection with a potential transaction and negotiations with the
Stakeholders.
The firm will be paid at these rates:
a. Monthly Advisory Fee. The Debtors shall pay Raymond James a
non-refundable cash retainer (the "Advisory Fee") of $75,000 upon
the Debtors' receipt of Raymond James' invoice for the Advisory Fee
following the execution of the Engagement Letter Agreement. An
additional Advisory Fee of $75,000 will be payable on the first
business day of the month following the execution of the Engagement
Letter Agreement. Beginning with the fourth Advisory Fee, 50% of
any Advisory Fees due and received by Raymond James shall be
deducted and credited against one Transaction Fee (as defined
below) payable under the Engagement Letter Agreement.
b. Financing Transaction Fee. If, during the term of the
Engagement Letter Agreement (the "Term") or during the twelve (12)
months following any termination of the Engagement Letter Agreement
(the "Tail Period"), any transactions, arrangements or undertakings
involving the issuance of debt, securities exchangeable or
convertible into common or preferred stock, or equity or
equity-linked securities for or on behalf of the Debtors, or
securing loans or credit facilities for the Debtors or such other
financing of any type (a "Financing Transaction," as more fully
described in the Engagement Letter Agreement) is agreed upon and
subsequently closes (the "Financing Transaction Closing"),
regardless of when such Financing Transaction Closing occurs,
whether on a stand-alone basis or to consummate any other
Transaction, the Debtors shall pay Raymond James immediately and
directly out of the proceeds of the placement, at the Financing
Transaction Closing of each Financing Transaction as a cost of sale
of each Financing Transaction, a non-refundable cash transaction
fee (the "Financing Transaction Fee"), as a cost of such Financing
Transaction, equal to the sum of (A) Two and one-half percent
(2.5%) of the Proceeds of all debt capital raised, and (B) Six
percent (6.0%) of equity or equity-linked securities raised.
Provided, however, that to the extent the Financing Transaction
includes an uncommitted accordion or similar credit feature, the
Financing Transaction Fee for such accordion or similar feature
will be payable upon the commitment of such credit facility or its
funding irrespective of the date of such commitment or funding.
c. Restructuring Transaction Fee. If, during the Term or during
the Tail Period, any recapitalization, reorganization,
restructuring, sale or transfer of the Debtors' existing and
potential debt obligations and other liabilities (collectively, the
"Existing Obligations," as more fully described in the Engagement
Letter Agreement) that is achieved, without limitation, through a
solicitation of waivers and consents from the holders of existing
obligations, amendment or renegotiation of terms, conditions or
covenants, rescheduling of maturities, change in interest rates,
repurchase, settlement, cancellation, or forgiveness of Existing
Obligations, or conversion of Existing Obligations into equity, or
an exchange offer involving new
securities in exchange for Existing Obligations, or other similar
transaction or series of transactions (a "Restructuring
Transaction," as more fully described in the Engagement Letter
Agreement) is agreed upon and subsequently closes, or any amendment
to or other changes in the instruments or terms pursuant to which
any Existing Obligations were issued or entered into becomes
effective (as applicable, a "Restructuring Transaction Closing"),
regardless of when such Restructuring Transaction Closing occurs,
the Debtors shall pay Raymond James a non-refundable cash
transaction fee of the greater of (A) $1,750,000 or (B) two percent
(2.0%) of the par value of all debt obligations that result from a
Restructuring Transaction (collectively, the "Restructuring
Transaction Fee"), as a cost of such Transaction. For the avoidance
of doubt, the Debtors shall pay the Restructuring Transaction Fee,
as a cost of the Restructuring Transaction, to Raymond James upon
the earlier of (i) the closing of each Restructuring Transaction or
(ii) the date on which any amendment to or other changes in the
instruments or terms pursuant to which any Existing Obligations
were issued or entered into became effective. Notwithstanding
anything to the contrary, only one Restructuring Transaction Fee
shall be payable under the terms of the Engagement Letter
Agreement.
d. Business Combination Transaction Fee. If, during the Term or
during the Tail Period, any Business Combination Transaction (and
together with any Financing Transaction or Restructuring
Transaction, each a "Transaction") is agreed upon and subsequently
closes (the "Business Combination Closing" and together with any
Financing Transaction Closing or Restructuring Transaction Closing,
each a "Closing")), regardless of when such Business Combination
Closing occurs, the Debtors shall pay Raymond James immediately and
directly out of the proceeds at the Business Combination Closing,
as a cost of sale of such Business Combination Transaction, a
non-refundable cash transaction fee (the "Business Combination
Transaction Fee" and together with any Financing Transaction Fee or
Restructuring Transaction Fee, each a "Transaction Fee") based upon
the Transaction Value (as defined in the Engagement Letter
Agreement) in the Transaction. The Business Combination Transaction
Fee shall be the greater of (A) $1,500,000 and (B) the sum of (i)
three percent (3.0%) of Transaction Value. Only one Business
Combination Transaction Fee shall
be payable under the Engagement Letter Agreement.
e. Alternative Transaction. Notwithstanding the foregoing, if in
lieu of a Business Combination Transaction, during the Term or
during the Tail Period, any Alternative Transaction (as defined in
the Engagement Letter Agreement) closes (the "Alternative
Transaction Closing") or is agreed upon and subsequently closes
(regardless of when such Alternative Transaction Closing occurs),
Raymond James will be paid a customary advisory fee for
transactions of similar size and nature (but in no event less than
$1,500,000), as mutually agreed upon by the Parties (the
"Alternative Transaction Fee") and any reference to a "Business
Combination Transaction" in the Engagement Letter Agreement (other
than under Section 2(d)(i) thereof) will be deemed to refer to such
Alternative Transaction. Should one or more Alternative
Transactions be agreed upon or close within the Term or the Tail
Period that, together with the previously agreed-upon or closed
Alternative Transaction, constitutes in the aggregate a Business
Combination Transaction, an additional fee will be payable to the
extent that the Business Combination Transaction Fee is greater
than the previously paid Alternative Transaction Fee, provided,
however, that in no event will the total Alternative Transaction
Fees be greater than the Business Transaction Fee.
f. Single Transaction Fee. For the avoidance of doubt, Raymond
James and the Debtors agree that if a single Transaction
constitutes both a Restructuring Transaction and a Business
Combination Transaction, then Raymond James shall only be paid the
greatest of the applicable Restructuring Transaction Fee or
Business Combination Transaction Fee, pursuant to the terms of the
Engagement Letter Agreement.
As disclosed in a court filing, Raymond James & Associates is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code.
The firm can be reached through:
Geoffrey Richards
Raymond James & Associates, Inc.
880 Carillon Parkway
St. Petersburg, FL 33716
Tel: (727) 567-1000
About Lutheran Home and Services for the Aged, Inc.
Lutheran Home and Services for the Aged, Inc. is a non-profit,
mission-driven community offering a range of services including
assisted living, memory care, skilled nursing, and short-term
rehabilitation, along with extensive outpatient rehabilitation
therapy.
Lutheran Home and its affiliates filed Chapter 11 petitions (Bankr.
N.D. Ill. Lead Case No. 25-01705). At the time of the filing,
Lutheran Home reported between $100 million and $500 million in
both assets and liabilities.
The Debtors tapped Squire Patton Boggs (US), LLP as bankruptcy
counsel; McDonald Hopkins, LLC as Illinois counsel; and one point
Partners, LLC as financial advisor. Stretto is the claims,
noticing, solicitation, balloting, and tabulation agent.
MAGIC CAR RENTAL: 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 Magic Car Rental, Inc.
About Magic Car Rental
Magic Car Rental, Inc. filed Chapter 11 petition (Bankr. C.D.
Calif. Case No. 25-10123) on January 24, 2025, listing between $1
million and $10 million in both assets and liabilities. The
petition was filed pro se. Judge Victoria S. Kaufman oversees the
case.
MANNING LAND: Hires Force 10 Partners LLC as Investment Banker
--------------------------------------------------------------
Manning Land Company, LLC seeks approval from the U.S. Bankruptcy
Court for the Central District of California to employ Force 10
Partners LLC as investment banker.
The firm's services include:
a) identifying and recommending potential transaction partners
in connection with a Transaction;
b) creating written materials to be used in presenting the
Transaction opportunity to prospective buyers and capital sources.
Prior to distribution of these materials, the Debtors shall
review, comment on, and provide written approval (email being
sufficient) for their use in connection with a Transaction;
c) soliciting and reviewing proposals, making recommendations,
and advising the Debtors in negotiating proposals concerning a
Transaction;
d) assisting the Debtors in responding to the due diligence
review of interested parties with respect to a Transaction,
including managing a Virtual Data Room and assisting the Debtors in
organizing, populating, and maintaining the VDR;
e) assisting the Debtors and their other professional advisors
in negotiating definitive documentation concerning a Transaction
and otherwise assisting in the process of closing a
Transaction;
f) providing to the Court declarations with respect to
marketing efforts and assist in obtaining one or more sale orders;
and
g) performing other tasks as appropriate and as may reasonably
be requested by the Debtors' management or counsel.
The firm will charge $25,000 per month for its services.
For other services, the firm will charge these hourly fees:
Partners $890 to $990
Managing Directors $595 to $795
Directors & Associates $340 to $580
As disclosed in court filings, Force Ten Partners is a
"disinterested" person within the meaning of Section 101(14) of the
Bankruptcy Code.
Force 10 Partners can be reached at:
Adam Meislik
FORCE 10 PARTNERS
5271 California Suite 270
Irvine, CA 92617
Tel: (949) 357-2364
Email: nrubin@force10partners.com
About Manning Land Company, LLC
Manning Land Company and its affiliates operate a meat product
manufacturing business.
Manning Land Company, LLC, and its affiliates filed their voluntary
petitions for relief under Chapter 11 of the Bankruptcy Code
(Bankr. C.D. Cal. Lead Case No. 24-16757) on Aug. 22, 2024. The
petitions were signed by Salvatore Anthony DiMaria as managing
member. At the time of filing, Manning Land listed $10 million to
$50 million in both assets and liabilities.
Judge Vincent P. Zurzolo oversees the cases.
The Debtors tapped Leonard M. Shulman, at Shulman Bastian Friedman
& Bui LLP as bankruptcy counsel and Roxborough Pomerance Nye &
Adreani, LLP as special litigation counsel.
MASS POWER: Voluntary Chapter 11 Case Summary
---------------------------------------------
Debtor: Mass Power Solutions LLC
184 Cedar Hill Street
Marlborough, MA 01752
Business Description: Mass Power Solutions LLC, established in
2018, is an electrical contracting company
specializing in renewable energy solutions,
including solar project design,
installation, and management, serving both
residential and commercial clients.
Chapter 11 Petition Date: March 5, 2025
Court: United States Bankruptcy Court
District of Massachusetts
Case No.: 25-40234
Judge: Hon. Elizabeth D Katz
Debtor's Counsel: John O. Desmond, Esq.
5 Edgell Road, Suite 30A
Framingham, MA 01701
Tel: 508-879-9368
E-mail: attorney@jdesmond.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Ryan Lane as manager.
The Debtor failed to include a list of its 20 largest unsecured
creditors in the petition.
A full-text copy of the petition is available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/BN36GXQ/Mass_Power_Solutions_LLC__mabke-25-40234__0001.0.pdf?mcid=tGE4TAMA
MICHAEL JOSEPH ROBERTS: BAP Affirms Approval of Settlement Deal
---------------------------------------------------------------
In the appealed case captioned as MICHAEL JOSEPH ROBERTS, SR.,
Appellant, v. HARVEY SENDER, Chapter 7 Trustee, PDC, LLC, TIMOTHY
FLAHERTY, TIMOTHY KNEEN, and RIVIERA COUNTRY CLUB, S. DE R.L.
C.V.S, Appellees, BAP No. CO-24-009, Judges Terrence L. Michael,
Dale L. Somers and William Thurman of the United States Bankruptcy
Appellate Panel of the Tenth Circuit affirmed the decision of the
United States Bankruptcy Court for the District of Colorado
granting final approval of the settlement agreement between the
Chapter 7 trustee and certain creditors.
This appeal represents the latest chapter in the long battle
between Michael Joseph Roberts, Sr., Timothy Flaherty, and Timothy
Kneen over ownership and control of real estate located in Mexico.
Initially, Roberts, Flaherty, and Kneen formed and subsequently
managed PdC, LLC (collectively the “PdC Creditors”), a Colorado
limited liability company, to serve as an investment vehicle for
the development of beachfront property in Mexico. Mexican law
prohibits foreign companies from owning land on Mexico's coast. In
order to hurdle this obstacle, PdC formed Riviera Country Club, S.
de R.L. C.V.S., a Mexican entity, to own the lands purchased in
Mexico. Roberts, Flaherty, and Kneen served as the
managers of RCC. As part of the business model, PdC solicited
investments from outside investors.
In May 2015, a group of PdC investors commenced litigation against
Roberts, Kneen, Flaherty, PdC, and Carl Vertuca, who served as
Chief Financial Officer of PdC, in the Denver District Court
alleging a variety of claims including fraud, negligence, negligent
misrepresentation, unjust enrichment, and breach of fiduciary duty.
In October 2018, the PdC Creditors, as part of the State Court
Litigation, filed a third-party complaint against Roberts alleging
he engaged in a fraudulent scheme to misappropriate the rights of
his partners in the Mexican land development venture. The PdC
Creditors obtained a preliminary injunction enjoining Roberts from
taking any further action to misappropriate the PdC-owned
properties in Mexico. Roberts defied the injunction and transferred
the PdC-owned properties to parties beyond the jurisdiction of the
he Denver District Court.
On Jan. 6, 2020, the Denver District Court found Roberts in
violation of court orders, held him in contempt, and ordered
Roberts to pay a fine of $1,000 per day and be jailed until he
purged himself of the contempt. Thereafter, the Denver District
Court conducted a trial on the merits to decide the governance
structure of PdC and RCC. On June 19, 2020, the Denver District
Court entered a judgment determining Roberts had breached his
fiduciary duty to the PdC Creditors by scheming to take HTUSA's
position with respect to the Mustapha Properties. On Aug. 28, 2020,
the Denver District Court granted the PdC Creditors' ex parte
request for a writ of attachment to freeze Roberts's assets and
again ordered Roberts taken into custody for contempt.
The Denver District Court then set the damages trial for Feb. 22,
2022. After some delays, the damages trial finally took place in
the Denver District Court on April 20 and 22, 2022. On June 23,
2022, the Denver District Court entered a damages award in favor of
the PdC Creditors in the total amount of $21,124,986.37.12 This
included $10,456,162 in actual damages, $5,500,000 in exemplary
damages, and $5,168,824 in prejudgment interest on the actual
damages. In the Damages Order, the Denver District Court detailed
Roberts's conduct and found Roberts prevented the PdC
Creditors from selling certain of the Mexican properties as a
bundle and caused a total loss with respect to the Mustapha
Properties. The Denver District Court also awarded attorney's fees
and expenses in the amount of $1,691,760 to the PdC Creditors.
On Feb. 18, 2022, Roberts, while still incarcerated for civil
contempt of the Denver District Court, filed a petition for relief
under chapter 11 of the United States Bankruptcy Code, thereby
invoking the automatic stay in an effort to stop any further action
in the Denver District Court. On March 25, 2022, after notice and a
hearing, the PdC Creditors obtained relief from the automatic stay
to conduct the damages trial in the Denver District Court. On May
12, 2022, the PdC Creditors again obtained relief from stay to
proceed with enforcement of the Denver District Court's orders
related to the preliminary injunction, writ of attachment, and
civil contempt.
On May 6, 2022, the PdC Creditors filed a Motion to Convert Chapter
11 Case to Chapter 7 arguing Roberts filed the bankruptcy in bad
faith. After conducting an evidentiary hearing, the Bankruptcy
Court issued an Order Converting Chapter 11 Case to Chapter 7. In
doing so, the Bankruptcy Court ruled Roberts filed his bankruptcy
case in bad faith in an attempt to relitigate and invalidate the
judgments of the Denver District Court. Harvey Sender was appointed
to serve as chapter 7 trustee in the converted case. Roberts
appealed the Conversion Order to the United States District Court
for the District of Colorado, which affirmed the Bankruptcy Court's
decision. The Conversion Order is final and not subject to further
appeal.
Relevant to this appeal are the PdC Creditors' secured claims in
the amount of $22.8 million. Roberts and his attorney, Robert
Podoll, objected to the PdC Claim. A review of the objections filed
by Roberts and Podoll reveal them to be little or nothing more than
a rehash of every reason why they could prevail on appeal in the
State Court Litigation and thereby eviscerate the claims of the PdC
Creditors.
After months of meaningful negotiation, the Trustee and PdC
Creditors entered into a settlement agreement that, in relevant
part:
(1) allowed the PdC Claim in the amount of $19 million,
(2) withdrew all remaining proofs of claim filed by the PdC
Creditors and related entities,
(3) released any security or lien interest the PdC Creditors had
in property of the bankruptcy estate,
(4) relinquished any appeal rights the Trustee had in the State
Court Litigation, and
(5) allowed for entry of a final judgment in the State Court
Litigation in the amount of the PdC Creditors' allowed claim.
The Settlement Agreement also included a list of the waterfall
payouts that accounted for how the PdC Creditors would compensate
the bankruptcy estate over time.
On April 11, 2023, the Trustee and PdC Creditors filed a Joint
Motion to Approve Settlement Agreement. Roberts and Podoll objected
to the Settlement Motion noting, in relevant part, the various
issues they believed could be raised on appeal in the State Court
Litigation (e.g., lack of standing, res judicata, lack of damages,
setoff). These objections are overwhelmingly, if not exclusively,
focused on he issues raised in the State Court Litigation and
determined by the Denver District Court. No other creditors
objected to the Settlement Agreement.
On March 28, 2024, the Bankruptcy Court entered its Order Granting
Joint Motion to Approve Settlement Agreement. In the Settlement
Order, the Bankruptcy Court concluded the following factors weighed
in favor of approving the Settlement Agreement:
(1) the extremely low probability of success of an appeal in the
State Court Litigation;
(2) the complexity and expense of the State Court Litigation, as
well as the fact Roberts's conduct was a major cause of that
complexity and expense;
(3) Podoll and his firm were the only creditor to object to the
Settlement Agreement;
(4) the team of Roberts and Podoll desired to litigate ad
infinitum; and
(5) Podoll was so hopelessly conflicted that the Bankruptcy
Court had a hard time believing anything he said
This appeal followed.
Roberts argues, the Bankruptcy Court abused its discretion in
entering the Settlement Order because it failed to first adjudicate
the claim objection, which contained complete defenses against the
PdC Claim.
The Tenth Circuit has recognized a distinction between a claim
objection that only disputes a creditor's entitlement to a
distribution from an estate or its assets and a claim objection
that involves the individual rights of the objecting creditor.
According to the Tenth Circuit, only the latter type of claim need
be considered by the Bankruptcy Court before approving a
settlement.
The BAP Judges conclude that any rights of appeal in the State
Court Litigation belong to Sender. Those rights have absolutely
nothing to do with any claim rights of Podoll, or any rights now
held by Roberts in his individual capacity. Moreover, any claim
that the Bankruptcy Court did not thoroughly consider the value of
those appeal rights as it approved the Settlement Agreement is
abjectly absurd.
The BAP Judges therefore conclude, consistent with Tenth Circuit
precedent, that the Bankruptcy Court was not required to adjudicate
Podoll's or Roberts's claim objection. They hold that the
Bankruptcy Court did not abuse its discretion in approving the
Settlement Agreement. Accordingly, they affirm the decision of the
Bankruptcy Court.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=eCTHtG
Attorney for Appellant:
Richard Podoll, Esq.
PODOLL & PODOLL, P.C.
5619 DTC Pkwy, Suite 1100
Greenwood Village, CO 801111
Tel: (303) 861 4000 ext. 30
E-mail: rich@podoll.net
Attorney for Appellee Harvey Sender, Chapter 7 Trustee
Michael T. Gilbert, Esq.
ALLEN VELLONE WOLF HELFRICH & FACTOR P.C.
1600 Stout Street, Suite 1900
Denver, CO 80202
Tel: (303) 534-4499
E-mail: mgilbert@allen-vellone.com
Attorneys for Appellees PdC, LLC, Timothy Flaherty, Timothy Kneen,
and Riviera Country
Club, S. de R.L C.V.S.:
William Leone, Esq.
NORTON ROSE FULBRIGHT US LLP
1225 Seventeenth Street, Suite 3050
Denver, CO 80202
Tel: (303) 801-2750
E-mail: william.leone@nortonrosefulbright.com
- and -
Chad S. Caby, Esq.
WOMBLE BOND DICKINSON (US) LLP
1601 19th Street, Suite 1000
Denver, CO, 80202
Tel: (303) 628-9583
E-mail: Chad.Caby@wbd-us.com
Michael Joseph Roberts, Sr. filed for Chapter 11 bankruptcy
protection (Bankr. D. Colo. Case No. 22-10521) on February 18,
2022, listing under $1 million in both assets and liabilities. The
Debtor was represented Steven Berman, Esq.
The case was converted to Chapter 7. Harvey Sender is the
Chapter 7 trustee.
MIDWEST CHRISTIAN: To Dispose Investments in Limited Partnerships
-----------------------------------------------------------------
Midwest Christian Villages Inc. and its affiliates seek permission
from the U.S. Bankruptcy Court for the Eastern District of
Missouri, Eastern Division, to sell remaining Assets, free and
clear of all liens, claims, encumbrances, and other interests.
The Debtor's remaining Assets are comprised of certain illiquid,
long-term investments consisting of ownership interests in certain
limited partnerships.
The Debtors operate a mix of independent, assisted, and supportive
living skilled nursing campuses in 11 locations across the Midwest,
serving over 1,000 residents. There is also a pharmacy business.
The Debtors engages Healthcare Management Partners (HMP) as
strategic advisors in assessing the Debtors' businesses and
strategic alternatives for continued operations and/or sales of a
portion or all of the Debtors' assets.
HMP is a turnaround and consulting firm that specializes in
assisting healthcare organizations
experiencing financial challenges.
The Debtors engage B.C. Ziegler and Company, a privately held
investment bank, capital markets, and proprietary investments firm
that specializes in the healthcare, senior living, and education
sectors, as investment bankers to assist the Debtors with locating
potential buyers for some or all of their assets, including the
Assets at issue, which must be sold via private Sale because there
is no public market for such Assets.
Various of the Debtors' estates have other illiquid or longer-term
assets including interests in Caring Communities, which provides
insurance for various not for profit clients; long-term reserves,
holdback, or escrows from various prior sale transactions; and
various investment returns.
Additionally, other assets include: various potential tax refunds
and credits including ERC credits; furniture, fixtures, and
equipment at the Debtors' central office; funds that may ultimately
be recovered from the Federal National Mortgage Association;
receivables; and any other inchoate assets.
The Debtors assert that retaining and maintaining the Assets
long-term is burdensome and no longer in the best interests of the
estates, much less feasible or practical.
The Debtors are soliciting bids from certain potential bidders who
purchase remnant assets from bankruptcy estates and will be sharing
those bids with the Bond Trustee and the other Notice Parties.
The Debtors believe that these Sale Procedures will maximize the
likelihood that they can effectively negotiate and consummate the
Sale of the Assets, while simultaneously protecting the legitimate
interests of the estates' creditors.
About Midwest Christian Villages Inc.
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: Hires Michael Jay Berger as Bankruptcy Counsel
---------------------------------------------------------------
MJD Engineering Inc. seeks approval from the U.S. Bankruptcy Court
for the Eastern District of California to hire the Law Offices of
Michael Jay Berger as counsel.
The firm will render these services:
(a) communicate with creditors of the Debtor;
(b) review the Debtor's Chapter 11 bankruptcy petition and all
supporting schedules;
(c) advise the Debtor of its legal rights and obligations in a
bankruptcy petition;
(d) work to bring the Debtor into full compliance with
reporting requirements of the Office of the United states Trustee;
(e) prepare status reports as required by the court; and
(f) respond to any motions filed in the Debtor's bankruptcy
proceeding.
(g) respond to creditor inquiries;
(h) review proofs of claim filed in the Debtor's bankruptcy;
(i) object to inappropriate claims;
(j) prepare Notices of Automatic Stay in all state court
proceedings in which the Debtor is sued during the pendency of its
bankruptcy proceedings; and
(k) if appropriate, prepare a Chapter 11 Plan of
Reorganization for the Debtor.
The firm will be paid at these hourly rates:
Michael Berger, Partner $645
Sofya Davtyan, Partner $595
Robert Poteete, Associate Attorney $475
Senior Paralegals/Law Clerks $275
Paralegals $200
Law Offices of Michael Jay Berger received a retainer of $25,000
Mr. Berger 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 Jay Berger, Esq.
Law Offices of Michael Jay Berger
9454 Wilshire Blvd, 6th Floor
Beverly Hills, CA 90212
Telephone: (310) 271-6223
Facsimile: (310) 271-9805
Email: Michael.Berger@bankruptcypower.com
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. and LAW
OFFICES OF MICHAEL JAY BERGER.
MLJ COMPANIES: Claims to be Paid From Future Income
---------------------------------------------------
The MLJ Companies LLC filed with the U.S. Bankruptcy Court for the
Western District of Virginia a Plan of Reorganization dated
February 19, 2025.
The Debtor is a Virginia limited liability company engaged in the
business of real property ownership and rentals. The Debtor owns
two deeded properties.
The Debtor's primary property is a residential property located at
227 Boulder Springs Lane in Louisa, Virginia (the "Louisa
Property"). This property is rented on a short-term basis and is
the Debtor's primary income source. The other property is a vacant
lot located at 12725 Colonial Ave., Chester, Virginia (the "Vacant
Lot").
The problems with the sale of a separate property and the Louisa
property not being marketed aggressively caused a cash flow
problem. The Debtor intends to rectify this problem over the course
of its Plan and thereafter by using a more aggressive marketing
strategy and marketing to corporations.
By and through this Plan, the Debtor seeks to reorganize its debts
in a manner that will improve its cash flow such that it may
provide repayment to its secured creditors in a feasible and
economically realistic manner. Going forward, the Debtor will
continue to rent the Louisa Property and devote the rental income
to the successful completion of this Plan.
There are no unsecured creditors holding allowed claims. There were
four unsecured creditors listed on Debtor's Schedule F. Three of
these were disputed (Chesterfield County Utilities Department,
Dominion Energy, and Madison Environmental). None of the disputed
creditors filed a timely proof of claim. Mikel James, Jr. was also
listed as an unsecured creditor, but no payment shall be made to
him until all payments under the Plan are completed. This Plan also
provides for the payment of administrative claims and expenses.
The Debtor shall submit such portion of its future income to the
Plan as is necessary for the execution of the Plan in accordance
with Section 1190(2) of the Bankruptcy Code. Under this Plan, the
Debtor shall make the following monthly plan payments (the "Monthly
Plan Payments" or the "MPP").
The holder of the equity interests shall retain his interests in
The MLJ Companies LLC, but he shall not be entitled, and shall not
receive, any distribution of available Cash on account of such
equity interests during the Plan Term.
The Debtor will fund its Plan from its rental income as otherwise
set forth in this Plan. Upon and after the Effective Date, the
reorganized Debtor shall have all powers provided for under this
Plan and the Confirmation Order and shall have all of the powers
provided by Section 1184 of the Bankruptcy Code. The Debtor's
disposable income shall be utilized to complete the Monthly Plan
Payments.
A full-text copy of the Plan of Reorganization dated February 19,
2025 is available at https://urlcurt.com/u?l=w0G9Ck from
PacerMonitor.com at no charge.
Counsel for the Debtor:
Kimberly A. Kalisz, Esq.
CONWAY LAW GROUP, PC
1320 Central Park Blvd, #200
Fredericksburg, VA 2401
Telephone: (855) 848-3011
Facsimile: (571) 285-3334
E-mail: kimberly@conwaylegal.com
About The MLJ Companies
The MLJ Companies, LLC filed a petition under Chapter 11,
Subchapter V of the Bankruptcy Code (Bankr. W.D. Va. Case No.
24-61250) on Nov. 7, 2024, listing $100,001 to $500,000 in both
assets and liabilities.
Judge Rebecca B. Connelly oversees the case.
The Debtor tapped Kimberly Kalisz, Esq., at Conway Law Group, PC,
as counsel and Aced Accounting as accountant.
MMK FAMILY: Hires BCM Advisory Group as Financial Advisor
---------------------------------------------------------
MMK Family Investments, Inc. seeks approval from the U.S.
Bankruptcy Court for the District of Maine to employ BCM Advisory
Group as financial advisor.
The firm will provide financial and restructuring analysis as part
of its potential reorganization process, and assist the Debtor's
management team and other professionals in financial analysis,
financial modeling, and related services.
The firm will be paid at these rates:
Jason Mills $275 per hour
Consultants $125 to $150 per hour
The firm received from the Debtor a retainer of $5,000 on Feb. 3,
2025 from Michael Koman.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Jason Mills, a partner at BCM Advisory Group, LLC, disclosed in a
court filing that the firm is a "disinterested person" as the term
is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Jason Mills
BCM Advisory Group, LLC
190 Main St., 3rd Floor
Saco, ME 04072
Tel: (207) 807-9516
About MMK Family Investments, Inc.
MMK Family Investments, Inc. operates a sandwich shop as franchisee
of Firehouse Subs, an international brand of the Restaurant Brands
International Group.
MMK Family filed Chapter 11 petition (Bankr. D. Maine Case No.
25-20020) on February 4, 2025, listing up to $100,000 in assets and
up to $1 million in liabilities. Michael Koman, president of MMK
Family, signed the petition.
Judge Michael A. Fagone oversees the case.
Adam Prescott, Esq., Bernstein Shur Sawyer & Nelson, PA, represents
the Debtor as legal counsel.
MMK SUBS: Hires BCM Advisory Group as Financial Advisor
-------------------------------------------------------
MMK Subs, LLC seeks approval from the U.S. Bankruptcy Court for the
District of Maine to employ BCM Advisory Group as financial
advisor.
The firm will provide financial and restructuring analysis as part
of its potential reorganization process, and assist the Debtor's
management team and other professionals in financial analysis,
financial modeling, and related services.
The firm will be paid at these rates:
Jason Mills $275 per hour
Consultants $125 to $150 per hour
The firm received from the Debtor a retainer of $5,000 on Feb. 3,
2025 from Michael Koman.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Jason Mills, a partner at BCM Advisory Group, LLC, disclosed in a
court filing that the firm is a "disinterested person" as the term
is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Jason Mills
BCM Advisory Group, LLC
190 Main St., 3rd Floor
Saco, ME 04072
Tel: (207) 807-9516
About MMK Subs, LLC
MMK Subs, LLC filed Chapter 11 petition (Bankr. D. Maine Case No.
25-20019) on February 4, 2025, listing up to $100,000 in assets and
up to $1 million in liabilities. Michael Koman, president of MMK
Subs, signed the petition.
Judge Michael A. Fagone oversees the case.
Adam Prescott, Esq., Bernstein Shur Sawyer & Nelson, PA, represents
the Debtor as legal counsel.
SouthState Bank, as prepetition lienholder, is represented by:
Jeremy R. Fischer, Esq.
Drummond Woodsum
84 Marginal Way, Suite 600
Portland, Maine 04101
Telephone: (207) 772-1941
Email: jfischer@dwmlaw.com
MODERN EYE: Taps Lefkovitz & Lefkovitz PLLC as Legal Counsel
------------------------------------------------------------
Modern Eye Gallery, LLC seeks approval from the U.S. Bankruptcy
Court for the Middle District of Tennessee to hire Lefkovitz &
Lefkovitz, PLLC as counsel.
The firm's services include:
a. advising the Debtor as to its rights, duties, and powers as
Debtor-in Possession;
b. preparing and filing statements and schedules, plans, and
other documents and pleadings necessary to be filed by the Debtor
in this proceeding;
c. representing the Debtor at all hearings, meetings of
creditors, conferences, trials, and any other proceedings in this
case; and
d. performing such other legal services as may be necessary in
connection with this case.
The firm will be paid at these rates:
Attorneys $450 per hour
Paralegals $200 per hour
The firm has received a total retainer $15,262, plus $1,738 filing
fees.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Lefkovitz & Lefkovitz is a "disinterested person" as defined in
Bankruptcy Code Secs 101(14) and 327, according to court filings.
The firm can be reached through:
Jay R. Lefkovitz, Esq.
LEFKOVITZ & LEFKOVITZ, PLLC
908 Harpeth Valley Place
Nashville, TN 37221
Tel: (615) 256-8300
Fax: (615) 255-4516
Email: jlefkovitz@lefkovitz.com
About Modern Eye Gallery, LLC
Modern Eye Gallery, LLC is an optometry clinic owned and operated
by Dr. John Kirby, (Dr. Kirby) who is the sole member of the LLC
and a licensed optometrist.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Tenn. Case No. 25-00636) on February
14, 2025, listing up to $500,000 in assets and up to $1 million in
liabilities. John Kirby, owner, signed the petition.
Judge Nancy B. King oversees the case.
Jay R. Lefkovitz, Esq., at Lefkovitz & Lefkovitz, PLLC, represents
the Debtor as legal counsel.
NANOVIBRONIX INC: Stockholders OKs Reverse Split, Share Issuance
----------------------------------------------------------------
NanoVibronix, Inc. held its special meeting of stockholders. As of
the close of business on January 17, 2025, the record date for the
Special Meeting, there were 6,138,028 shares of common stock, par
value $0.001 per share, outstanding and entitled to vote. Holders
of the Company's Common Stock with a total aggregate voting power
of 2,242,618 votes were present in person or represented by proxy
at the Special Meeting. The matters were submitted to a vote of the
Company's stockholders at the Special Meeting:
* Proposal 1 - The Reverse Stock Split Proposal
A proposal to approve an amendment to the Company's Amended and
Restated Certificate of Incorporation, as amended, to effect, at
the discretion of the Board of Directors but prior to the one-year
anniversary of the date on which the reverse stock split is
approved by the stockholders at the Special Meeting, a reverse
stock split of all of the outstanding shares of the Company's
Common Stock, at a ratio in the range of 1-for-2 to 1-for-11, with
such ratio to be determined by the Board in its discretion and
included in a public announcement.
* Proposal 2 - The Issuance Proposal
A proposal to approve, for purposes of complying with Nasdaq
Listing Rule 5635(d), the issuance of shares of the Company's
Common Stock underlying certain warrants issued by the Company
pursuant that certain Securities Exchange Agreement, dated January
7, 2025, upon exercise of such warrants in an amount equal to or in
excess of 20% of the Company's Common Stock outstanding immediately
prior to the execution of the Exchange Agreement.
* Proposal 3 - The Adjournment Proposal
A proposal to approve the adjournment of the Special Meeting to a
later date or dates, if necessary or appropriate, to permit further
solicitation and vote of proxies in the event that there are
insufficient votes for, or otherwise in connection with, the
approval of any one or more of the foregoing proposals.
Although the Adjournment Proposal received sufficient votes to be
approved, no motion to adjourn the Special Meeting was made because
the adjournment of the Special Meeting was determined not to be
necessary or appropriate.
All proposals were approved by the Company's stockholders at the
Special Meeting.
About NanoVibronix
Elmsford, N.Y.-based NanoVibronix, Inc., a Delaware corporation,
commenced operations on October 20, 2003, and is a medical device
company focusing on noninvasive biological response-activating
devices that target wound healing and pain therapy and can be
administered at home without the assistance of medical
professionals.
Going Concern
According to the Company, it does not have sufficient resources to
fund its operations for the next 12 months, management has
substantial doubt about the Company's ability to continue as a
going concern. The Company will need to raise additional capital to
finance its losses and negative cash flows from operations and may
continue to be dependent on additional capital raising as long as
the Company's products do not reach commercial profitability.
As of September 30, 2024, NanoVibronix had $4.7 million in total
assets, $2.8 million in total liabilities, and $1.9 million in
total stockholders' equity.
NORTHLAND MANAGEMENT: Hires Larry A. Vick as Bankruptcy Counsel
---------------------------------------------------------------
Northland Management Corp. seeks approval from the U.S. Bankruptcy
Court for the Southern District of Texas to employ Larry A. Vick as
counsel.
The firm will provide these services:
a. analyzing the financial situation, and rendering advice and
assistance to the Debtor;
b. advising the Debtor with respect to its rights, duties and
powers as a debtor in this case;
c. representing the Debtor at all hearings and other
proceedings;
d. preparing and filing of all appropriate petitions, schedules
of assets and liabilities, statements of affairs, answers, motions,
and other legal papers as necessary to further the Debtor's
interests and objective.
e. representing the Debtor at any meeting of creditors and such
other services as may be required during the course of the
bankruptcy proceedings;
f. representing the Debtor in all proceedings before the Court
and in any other judicial or administrative proceedings where the
rights of the Debtor may be litigated or otherwise affected;
g. preparing and filing of a Disclosure Statement and Chapter 11
Plan of Reorganization;
h. assisting the Debtor in analyzing the claims of the creditors
and in negotiating with such creditors;
i. assisting the Debtor in any matters relating to or arising
out of the captioned case; and
j. prosecuting and, as the case may be, defending Debtor in
litigation as attorney for the Debtor in Possession.
Mr. Vick, the lead attorney handling the case will be paid $450 per
hour.
Mr. Vick received a pre-petition retainer in the amount of $7,500.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Larry A. Vick, Esq., disclosed in a court filing that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code.
The firm can be reached at:
Larry A. Vick
13501 Katy Freeway, Suite 3474
Houston, TX 77079
Tel: (832) 413-3331
Fax: (832) 202-2821
Email: lv@larryvick.com
About Northland Management Corp.
Northland Management Corp. is a single-asset real estate management
company headquartered in Kary, Texas.
Northland Management Corp. sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 25-30226) on
January 11, 2025. In its petition, the Debtor reports estimated
assets and liabilities between $1 million and $10 million each.
Honorable Bankruptcy Judge Eduardo V. Rodriguez handles the case.
Larry A. Vick, Esq., at Law Office Of Larry Vick represents the
Debtor as counsel.
NOSTRUM LABORATORIES: McKesson Owes $348,617 for Delivered Products
-------------------------------------------------------------------
The Honorable John K. Sherwood of the United States Bankruptcy
Court for the District of New Jersey ruled on Nostrum Laboratories,
Inc.'s request to compel McKesson Corporation to pay it for
products it delivered pre- and post-petition, net of various
chargebacks and credits.
The Debtor sells pharmaceutical products, including branded and
generic drugs. One of its largest customers is McKesson
Corporation. Essentially, it wants McKesson to pay for products
that it has received in the ordinary course so that it can pay its
expenses in this Chapter 11 case. It contends that McKesson has
gone overboard on its assertion of chargebacks and reserves to the
point that it is unwilling to pay for any of the inventory that it
has delivered in recent months.
The Debtor correctly points out that it was not until this motion
was filed that McKesson begrudgingly made a partial payment of
$506,000. This is the only payment made by McKesson in the over 4
months that this case has been in bankruptcy. The Debtor notes that
McKesson's average monthly payment to the Debtor was approximately
$740,000 in 2023 and approximately $663,000 in 2024. There is no
doubt that McKesson does not want to pay the Debtor for the
products it has been ordering since this bankruptcy case was filed,
even though the Debtor has continued to ship products to McKesson.
McKesson contends that its chargebacks are allowed under its
contract with the Debtor. It argues that these claims cannot be
brought as a contested matter and instead must be brought in an
adversary proceeding under Bankruptcy Rule 7001.
The Court notes the accounts receivable reconciliation process is a
moving target because McKesson has taken credits for both actual
losses, such as returns and contract chargebacks, and anticipated
losses based on inventory that it has on hand but does not think it
will sell for a variety of reasons, including the Debtor's
bankruptcy. The parties agree that this is an ongoing continuous
process.
The main focus of this decision is on McKesson's Exhibit A to the
Declaration of McKesson's Cameron Wilson. That Exhibit purports to
show McKesson's view of the payable as of January 29, 2025. It
acknowledges that after a host of ordinary chargebacks and credits,
McKesson owes the Debtor $667,333. Though these ordinary
chargebacks and credits seem high, the Debtor was unable to prove
(given the circumstances) that they were improper, the Court finds.
Due to the limited record in this case, the Court must accept
almost all of McKesson's chargebacks and credits on Exhibit A to
arrive at an amount that is now payable to the Debtor on account of
over $3 million of delivered products. The only exception is for
the $355,574 of "slow moving & unsalable inventory" which the Court
believes can be returned to the Debtor to satisfy this chargeback
-- as opposed to McKesson paying cash. Thus, the final decision
based on the record is: $667,333 (due per McKesson) less $318,716
(expected chargebacks per McKesson) = $348,617 due to the Debtor as
of Jan. 29, 2025.
Again, this is an emergent decision on a limited record. The Court
has done its best to evaluate the evidence and see if any funds can
be released to the Debtor to sustain its operations while the
parties move towards a sale of the business soon. More time and
evidence are needed to sort out the overall status of the Debtor's
receivables due from McKesson, and if a resolution cannot be
reached, an adversary proceeding would be appropriate, the Court
concludes. The parties' rights in such a proceeding are fully
preserved.
A copy of the Court's decision is available at
http://urlcurt.com/u?l=ZXxkD4from PacerMonitor.com.
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.
NOVA LIFESTYLE: Repays $217K Debt to Huge Energy With 434K Shares
-----------------------------------------------------------------
Nova LifeStyle, Inc. disclosed in a Form 8-K Report filed with the
U.S. Securities and Exchange Commission that it entered into a Debt
Repayment Agreement with Huge Energy International Limited, a
company incorporated in Hong Kong and a creditor of the Company,
pursuant to which the Company agreed to repay $217,000 debt owed to
the Creditor in the form of shares of Common Stock of the Company
for an aggregate of 434,000 shares at a price of $0.50 per share.
The Debt Repayment will be completed pursuant to the exemption from
registration provided by Regulation S promulgated under the
Securities Act of 1933, as amended.
A full-text copy of the Debt Repayment Agreement by and between the
Company and the Creditor dated February 20, 2025 is available at:
https://tinyurl.com/5n7perzs
About Nova Lifestyle
Headquartered in Commerce, Calif., Nova LifeStyle, Inc. is a
distributor of contemporary styled residential and commercial
furniture incorporated into a dynamic marketing and sales platform
offering retail as well as online selection and global purchase
fulfillment. The Company monitors popular trends and products to
create design elements that are then integrated into the Company's
product lines that can be used as both stand-alone or whole room
and home furnishing solutions. Through its global network of
retailers, e-commerce platforms, stagers, and hospitality
providers, Nova LifeStyle also sells (through an exclusive
third-party manufacturing partner) a managed variety of
high-quality bedding foundation components.
San Mateo, Calif.-based WWC, P.C., the Company's auditor since
2022, issued a "going concern" qualification in its report dated
April 12, 2024, citing that the Company incurred net losses of
$7.72 million and $17.10 million for the years ended Dec. 31, 2023
and 2022, and the accumulated deficit increased from $36.71 million
to $44.43 million from 2022 to 2023. These factors raise
substantial doubt about the Company's ability to continue as a
going concern.
"Continuation as a going concern is dependent upon the ability of
the Company to obtain the necessary financing to meet its
obligations and pay its liabilities arising from normal business
operations when they come due and ultimately upon its ability to
achieve profitable operations. The outcome of these matters cannot
be predicted with any certainty at this time and raises substantial
doubt that the Company will be able to continue as a going
concern," stated Nova Lifestyle in its Annual Report for the year
ended Dec. 31, 2023.
As of June 30, 2024, Nova LifeStyle had $5,803,647 in total assets,
$5,755,439 in total liabilities, and $48,208 in total stockholders'
equity.
ONDAS HOLDINGS: Forms Strategic Drone Partnership With Volatus
--------------------------------------------------------------
Ondas Holdings Inc. and Toronto-based Volatus Aerospace Inc.
announced a strategic partnership through Ondas' subsidiary,
American Robotics, Inc. Through this partnership, Volatus Aerospace
will market and support American Robotics' Optimus System - a
state-of-the-art, fully autonomous drone platform designed to
provide persistent, 24/7 aerial security and intelligence. The
Optimus System significantly enhances Volatus Aerospace's
capabilities in providing integrated, full-scope Border
Surveillance and Security Solutions that are essential to national
security.
"We are delighted to partner with Volatus, who consistently
distinguish themselves as providers of highly sophisticated aerial
intelligence and services to critical governmental, industrial and
infrastructure markets," Eric Brock, CEO of Ondas Holdings. "We
believe this collaboration, supported by Volatus' extensive sales,
marketing and field support and services capabilities, will extend
our market reach and accelerate market penetration for our Optimus
System. We are particularly excited about Volatus' pursuit of
programs to secure borders, where the deployment of autonomous
drone infrastructure is an urgent need for many homeland security
entities today."
Focused on addressing the increasing demand for advanced
multi-modal border surveillance, this collaboration leverages
Volatus' sophisticated Operations Control Center (OCC) to maximize
the potential of the Optimus System for both standalone and
integrated, multi-modal security solutions across North America and
other global markets. This multi-modal approach significantly
enhances homeland security agencies' ability to detect and mitigate
threats before they escalate.
"This strategic alliance with Ondas via American Robotics empowers
Volatus to significantly enhance our border surveillance and
security solutions," said Glen Lynch, CEO of Volatus Aerospace. "By
integrating the scalable and field proven Optimus System with our
remote operations capability we are poised to meet the evolving
demands for high-level security and surveillance across various
sectors. The growing interest in remotely deploying scalable
autonomous operations for border security further underscores the
importance of our partnership in addressing these critical needs."
The Optimus System is designed for persistent aerial operations in
the most challenging environments with proven autonomy and
reliability allowing for scalable remote operations. Optimus
automated battery and payload swapping capabilities enable
uninterrupted availability and support multiple critical
applications ranging from video surveillance to inspection and
analysis utilizing a variety of integrated sensors including LIDAR.
We believe this partnership will transform the landscape of border
surveillance, security, and critical infrastructure monitoring,
integrating advanced aerial technologies including piloted and
remotely piloted aircraft, along with ground-based sensor systems.
This integrated package of aerial security capability, including
the NDAA-compliant Optimus System is positioned to address the
expansive 5,525-mile US - Canada border to revolutionize border
security operations.
Highlights of the Strategic Partnership:
* Purpose and Scope: The integration of the fully autonomous
Optimus System bolsters Volatus' surveillance and security services
across North America and beyond, enhancing capabilities in border
protection and infrastructure monitoring.
* Technology Integration and Deployment: The partnership
utilizes Volatus' Operations Control Center (OCC), combining
piloted and remotely piloted aircraft with ground-based sensors and
the sophisticated Optimus system to pioneer a robust
surveillance-as-a-service model. This model promises unprecedented
automated aerial monitoring capabilities.
* Market Development: Aimed at strategic expansion in Canada,
the United Kingdom, and Africa, this collaboration enhances
Volatus' global service offerings through its extensive network of
sales professionals and opens new market opportunities for Ondas
and American Robotics across critical infrastructure and industrial
sectors including oil and gas and utilities.
* Training and Operational Support: Volatus will serve as a
factory-authorized training center, ensuring top-tier operational
and service support for the Optimus System, facilitated by its
advanced OCC and dedicated support team.
In the current international environment, the need for sovereign
countries to protect and secure their borders has become
increasingly critical. Challenges such as illegal immigration, drug
trafficking, and weapons smuggling pose significant threats to
national security and public safety. As these issues continue to
escalate, there is a growing demand for advanced surveillance and
security solutions that provide comprehensive monitoring and rapid
response capabilities. The strategic partnership between Ondas and
Volatus Aerospace, leveraging the state-of-the-art Optimus System
amongst a multi-modal fleet, addresses these pressing concerns by
offering a robust, autonomous aerial platform designed to enhance
border protection and ensure the integrity of national boundaries.
Furthermore, the integration of emergency response capabilities
within the Optimus System allows for a more effective response to
identified threats. By providing real-time data and situational
awareness, the system enables swift and efficient risk mitigation,
ensuring a proactive approach to national security challenges.
About Ondas Holdings
Marlborough, Mass.-based Ondas Holdings Inc. is a provider of
private wireless, drone, and automated data solutions through its
subsidiaries Ondas Networks Inc., Ondas Autonomous Holdings Inc.,
Airobotics, Ltd, and American Robotics, Inc. Ondas Networks,
American Robotics, and Airobotics together provide users in
defense, homeland security, public safety, and other critical
industrial and government security and infrastructure markets with
improved connectivity, situational awareness, and data collection
and information processing capabilities.
Somerset, N.J.-based Rosenberg Rich Baker Berman, P.A., the
Company's auditor since 2017, issued a "going concern"
qualification in its report dated April 1, 2024, citing that the
Company has experienced recurring losses from operations, negative
cash flows from operations, and a working capital deficit as of
Dec. 31, 2023.
As of September 30, 2024, Ondas Holdings had $80,158,656 in total
assets, $47,063,442 in total liabilities, $18,176,422 in redeemable
noncontrolling interest, and $14,918,792 in total shareholders'
equity.
ORTLEY BEACH: Hires Century 21 Solid Gold Realty LLC as Realtor
---------------------------------------------------------------
Ortley Beach House LLC seeks approval from the U.S. Bankruptcy
Court for the District of New Jersey to employ Century 21 Solid
Gold Realty LLC as realtor.
The realtor will market the Debtor's real property located at 4 7th
Avenue, Ortley Beach, New Jersey.
Century 21 will receive a commission equal to 6 percent of the
gross sales. The realtor is offering a commission split of 2
percent minus $250 to potential cooperating brokers.
Century 21 is a disinterested person under 11 U.S.C. Sec. 101(14),
according to court filings.
The firm can be reached through:
Johnny Guan
Century 21 Solid Gold Realty LLC
721 Brick Blvd Suite C
Brick Township, NJ 08723
Phone: (732) 920-2100
About Ortley Beach House LLC
Ortley Beach House LLC is the fee simple owner of the property
located at 47th Avenue, Seaside Heights, NJ 08751, with an
estimated current value of $1.85 million, based on a market
analysis.
Ortley Beach House LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D.N.J. Case No. 25-11156) on February 3,
2025. In its petition, the Debtor reports total assets of
$1,850,060 and total liabilities of $1,106,808.
Honorable Bankruptcy Judge Mark Edward Hall handles the case.
Peter J. Broege, Esq., at Broege, Nuemann, Fischer & Shaver, LLC
serves as the Debtor's counsel.
OTB HOLDING: Case Summary & 30 Largest Unsecured Creditors
----------------------------------------------------------
Lead Debtor: OTB Holding LLC
3060 Peachtree Road, NW
Atlanta, Georgia 30305
Business Description: The Debtors are the operators of the well-
known restaurant brand "On The Border
Mexican Grill & Cantina," which focuses on
the development, operation, and franchising
of casual dining establishments in the U.S.
and South Korea. Founded in 1982 in Dallas,
Texas, On The Border is recognized for its
sizzling mesquite-grilled fajitas, award-
winning margaritas, house-made salsa, and
endless chips and salsa. Over the past 40
years, the brand has expanded from a single
cantina into one of the most popular Tex-Mex
chains in the country, offering a wide range
of flavorful dishes inspired by Texas and
Mexico. With more than 80 locations in the
U.S. and internationally, it has become a
go-to spot for fresh Tex-Mex food and lively
dining experiences. On The Border stands
out in the casual dining industry by
leveraging its unique and authentic brand.
As of the Petition Date, the Debtors
continue to operate 60 restaurant locations
across 18 states, all of which are leased.
In addition, the Company has franchise
agreements with third parties who run 20
additional locations in the U.S. and South
Korea.
Chapter 11 Petition Date: March 4, 2025
Court: United States Bankruptcy Court
Northern District of Georgia
Seven affiliates that concurrently filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
OTB Holding LLC (Lead Case) 25-52415
OTB Acquisition LLC 25-52416
OTB Acquisition of New Jersey LLC 25-52417
OTB Acquisition of Howard County LLC 25-52418
Mt. Laurel Restaurant Operations LLC 25-52419
OTB Acquisition of Kansas LLC 25-52420
OTB Acquisition of Baltimore County, LLC 25-52421
Judge: Hon. Sage M Sigler
Debtors' Counsel: Jeffrey R. Dutson, Esq.
Brooke L. Bean, Esq.
Kyung Won Song, Esq.
KING & SPALDING LLP
1180 Peachtree Street, NE
Atlanta, GA 30309
Tel: (470) 572-4600
Email: jdutson@kslaw.com
Email: bbean@kslaw.com
Email: asong@kslaw.com
Debtors'
Chief
Restructuring
Officer
Provider: ALVAREZ & MARSAL NORTH AMERICA, LLC
Monarch Tower, 3424 Peachtree Road NE
Suite 1500
Atlanta, GA 30326
Debtors'
Claims &
Noticing
Agent: KURTZMAN CARSON CONSULTANTS, LLC
D/B/A VERITA GLOBAL
222 N. Pacific Coast Highway
3rd Floor
El Segundo, CA 90245
Debtors'
Lead
Investment
Banker: HILCO CORPORATE FINANCE, LLC
5 Revere Drive, Suite 206
Northbrook, Illinois 60062
Lead Debtor's
Estimated Assets: $10 million to $50 million
Lead Debtor's
Estimated Liabilities: $10 million to $50 million
The petitions were signed by Jonathan Tibus as chief restructuring
officer.
A full-text copy of the Lead Debtor's petition is available for
free on PacerMonitor at:
https://www.pacermonitor.com/view/BS2G4ZI/OTB_Holding_LLC__ganbke-25-52415__0001.0.pdf?mcid=tGE4TAMA
Consolidated List of Debtors' 30 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. Vereit, Inc. c/o Realty Income Rent Payable $2,925,908
11995 El Camino Real
San Diego, Ca 92130
United States
Neil Abraham
President, Realty Income International,
Evp, Chief Strategy Officer
Email: Nabraham@Realtyincome.Com
Phone: 877-924-6266
2. Bailey Lauerman And Trade Payable $1,662,420
Associates Inc.
1299 Farnam St Ste 920
Omaha, NE 68102
United States
Greg Andersen
Chief Executive Officer
Email: Gandersen@Baileylauerman.Com
Phone: 402-943-6989
3. The Wasserstrom Co Inc. Trade Payable $776,564
4500 E. Broad St.
Columbus, Oh 43213
United States
Brad Wasserstrom, President
Email: Bradwasserstrom@Wasserstrom.com
Phone: 972-989-7938
4. Cintas Corporation No 2 Trade Payable $679,878
6800 Cintas Blvd
Mason, Oh 45040
United States
D. Brock Denton
Senior Vice President, Secretary And
General Counsel
Email: Brockd@Cintas.Com
Phone: 800-669-3667
5. Infinite Agency LLC Trade Payable $626,060
230 Park Avenue
15th Floor
New York, Ny 10169
United States
Jonathan Ogle
Founder And Principal
Email: Jonathan@Theinfiniteagency.Com
Phone: 214-561-6250
6. Ecolab Inc Trade Payable $395,814
1 Ecolab Place
St. Paul, Mn 55102-2233
United States
Christophe Beck
Chairman And CEO
Email: Christophe.Beck@Ecolab.com
Phone: 903-335-6311
7. Vestis Group Inc Trade Payable $353,000
1035 Alpharetta Street
Suite 2100
Roswell, Ga 30075
United States
Kim Scott
President And CEO
Email: Kimscott@Vestis.Com
Phone: 859-422-1760
8. Texas Rangers Trade Payable $335,000
734 Stadium Drive
Arlington, Tx 76011
United States
Jim Cochrane
Executive Vice President &
Chief Business Officer
Email: Jimcochrane@Texasrangers.Com
Phone: 817-533-1972
9. Rpai Towson Square, L.L.C. Rent Payable $271,636
2021 Spring Rd.
Suite 200
Oak Brook, Il 60523
United States
John Kite
Chairman And CEO
Email: Jkite@Kiterealty.Com
Phone: 317-577-5600
10. Plainfield Fruit And Trade Payable $264,063
Produce Co Inc
6706 Rushmore Street
Jenison, Mi 49428
United States
Gary Hamrah
Vice President
Email: Hamrah@Plainfieldproduce.Com
Phone: 616-799-3251
11. G&R Mechanical, Inc. Trade Payable $254,711
3220 Bergey Rd
Hatfield, Pa 19440
United States
Randall Rehborn, CEO
Email: Rrehborn@Gandrmechanical.Com
Phone: 215-513-2213
12. ADT Security Systems Inc Trade Payable $235,377
Po Box 382109
4860 Midland Dr
Pittsburgh, Pa 15251-8109
United States
Jim Devries, CEO
Email: Jdevries@Adt.Com
Phone: 561-988-3600
13. KRE Broadway Owner LLC Rent Payable $211,061
34 South Dean Street, Suite 200
Englewood, Nj 07631
United States
Ken Schuckman
Landlord Contact
Email: Ken@Schuckmanrealty.Com
Phone: 516-496-8888
14. Shark Properties Rent Payable $199,482
5109 80th Street
Lubbock, Tx 79424
United States
Tel: 806-792-6092
Landlord Contact
Email: Tkhater@Thekhaters.Com
Tim Khater
15. Medrano Family Interests III LLC Rent Payable $198,204
4809 Westway Park Blvd
Houston, Tx 77041
United States
Michael Medrano
Landlord Contact
Email: Mjm@Mficompanies.Com
Phone: 713-955-3031
16. Addison Quorum Partners Ltd Rent Payable $175,724
15280 Addison Road, Suite 301
Addison, Tx 75001
United States
Cole Snadon
Landlord Contact
Email: Csnadon@Beltwayco.Com
Phone: 972-628-3464
17. Hilton Dallas Plano Granite Park Trade Payable $174,679
5805 Granite Pkwy
Plano, Tx 75024-6611
United States
Katherine Lugar
Executive Vice President, Corporate
Affairs
Email: Katherine.Lugar@Hilton.Com
Phone: 469-353-5000
18. Discountland Inc. Rent Payable $169,778
2261 Monaco Dr.
Oxnard, Ca 93035
United States
Barry Pressman, President
Tel: 805-985-4942
19. Wallen Ventures LLC Rent Payable $169,134
4825 Bentonbrook Drive
Fairfax, Va 22030
United States
Edwin T. Wallen
Landlord Contact
Email: Ed.Wallen@Gmail.Com
Phone: 202-352-0466
20. 3P Family Investments, LLC Rent Payable $165,722
2261 Monaco Dr.
Oxnard, Ca 93035
United States
Barry Pressman
Landlord Contact
Email: Barrypressman@Gmail.Com
Phone: 818-903-3566
21. Liberty Fruit Co Inc Trade Payable $159,030
1717 Laurelwood Dr
Denton, Tx 76209
United States
Ohn Mcclelland, CEO
Email: Jmcclelland@Libertyfruit.Com
Phone: 940-395-9613
22. Neubauer Enterprises, LLC Rent Payable $157,786
12090 Hidden Links Drive
Fort Myers, Fl 33013
United States
Elliott Neubauer
Landlord Contact
Email: Burgerone@Aol.Com
Phone: 260-410-2735
23. Afco Acceptance Corp Trade Payable $156,336
5600 N River Rd Ste 400
Rosemont, Il 60018-5187
United States
Mike Pappas
President And CEO
Email: Mpappas@Afco.Com
Phone: 877-701-1212
24. Western Associates Inc Trade Payable $156,261
124 E Main
Marion, KS 66861
United States
Jim Crofoot, President
Email: Jim@Westernassociates.com
Phone: 620-382-3742
25. Regency Centers Corporation Rent Payable $154,188
One Independent Drive
Suite 114
Jacksonville, Fl 32202-5019
United States
Lisa Palmer
President And CEO
Email: Lisapalmer@Regencycenters.com
Phone: 904-598-7000
26. 12383 James Street LLC Rent Payable $153,791
2461 Santa Monica Blvd #635
Santa Monica, Ca 90404
United States
David Ahdoot
Landlord Contact
Email: Ahdootmd@Yahoo.Com
Phone: 310-600-1490
27. Rama IL, LLC Rent Payable $153,402
16743 Bridge Hampton Club Dr
Fort Mill, Sc 29707
United States
Mohan Korrapati
Landlord Contact
Email: Mohankorrapati@Yahoo.Com
Phone: 704-363-9619
28. 170 NE 40 Street, Inc. Rent Payable $148,815
221 Nw 2nd Ave
206
Miami, Fl 33127
United States
Steven Rhodes
Landlord Contact
Email: Steverhodesmiami@Gmail.com
Phone: 305-483-0404
29. Smith And Howard PC Inc Trade Payable $144,603
271 17th St Nw Ste 1600
Atlanta, Ga 30363
United States
Sean Taylor, CEO
Email: Staylor@Smith-Howard.Com
Phone: 404-874-6244
30. Brothers Produce Inc Trade Payable $143,559
3173 Produce Row
Houston, Tx 77023
United States
Martin Erenwert, CFO
Email: Martin@Brothersproduce.Com
Phone: 713-924-4196
P MAIO CONSTRUCTION: Unsecureds Will Get 65% of Claims over 3 Years
-------------------------------------------------------------------
P Maio Construction, LLC filed with the U.S. Bankruptcy Court for
the District of New Jersey a Plan of Reorganization for Small
Business dated February 19, 2025.
The Debtor is a small business engaged in light construction,
masonry, and hauling business. The Debtor's principal place of
business is 70 Freedon Greenwald Road, Newton, New Jersey 07860.
The Debtor is seeking to reorganize in an effort to substantially
improve its balance sheet and achieve financial stability. In an
effort to return to profitability, the Debtor has addressed
overhead expenses, reduced employee head count and has/is
negotiating surrenders of unnecessary vehicles/equipment. The
reduction in workforce and fleet of vehicles and equipment has led
to reductions in insurance costs, payroll and critical expenses
including fuel.
The Debtor intends to pay its creditors which asserted a security
interest in specific collateral as follows: (a) for the collateral
necessary for reorganization, the Debtor shall continue to make
monthly payments as applicable under the financing agreements with
any arrears paid quarterly in equal installments during the first
year of the Plan; (b) for the collateral to be surrendered, any
deficiency claims shall be treated as a general unsecured claim
subject to pro rata distribution. All liens on financed collateral
shall remain unaltered by the Plan, unless otherwise provided for
herein.
The Debtor proposes to pay general unsecured creditors their pro
rata share, in the total amount of $280.000.00, in 12 quarterly
payments aggregating dividends of $40,000.00 in the first year,
$120,000.00 in the second year, and $140,000.00 in the third year
following the Effective Date of the Plan.
The amounts the Debtor is proposing to be paid under the Plan
constitute all of the Debtor's projected excess disposable income.
Class Eleven are holders of Allowed General Unsecured Claims,
including allowed deficiency claims of creditors in prior classes
and claims of creditors not otherwise classified under the Plan.
The estimated amount of unsecured claims is approximately
$429,934.95, subject to objection and reconciliation as provided
under the Plan. This Class will receive a distribution of 65% of
their allowed claims.
In accordance with the Debtor's Cash Flow Analysis, following the
satisfaction of higher priority Classes, the Debtor has a projected
Net Disposable Income of $280,000.00. Commencing on the first
quarter following the Effective Date of the Plan, the Debtor shall
make annual payments in an amount equal to the annual projected net
disposable income of the Debtor.
The Debtor shall distribute the funds to the holders of liquidated,
non-contingent claims as scheduled or filed, subject to timely
objection to the validity or extent of each claim (the "General
Unsecured Claims") on a pro-rata basis quarterly following the
Effective Date and thereafter during the life of the 3-year Plan.
If the Debtor fails to make any payment called for under this Plan
to the holder of a claim in this class or fails to abide by any
other term of this Plan applicable to the holder of a claim in this
class, then the holder may declare that the Debtor is in default of
the Plan. Failure to declare a default does not constitute a waiver
of the right to declare that the Debtor is in default. If the
holder of a claim in this class declares the Debtor to be in
default of their obligation under the Plan, and the Debtor fails to
cure such default within thirty-days thereof, the holder may motion
for re-opening this bankruptcy case (if closed) and motion for
dismissal, conversion of this case, or if the Plan has not been
substantially consummated, modification of the Plan.
The Plan will be funded from a combination of (i) funds on hand in
the estate at the time of Confirmation; and (ii) future income
generated through sale of the Debtor's services and collection of
amounts due as receivables.
The Debtor believes that the Debtor will have enough cash on hand
on the Effective Date of the Plan to pay all the Claims and
expenses that are entitled to be paid on that date. The Plan will
be funded from a combination of (i) funds on hand in the estate at
the time of Confirmation; and (ii) Debtor's generated income and
collected receivables.
A full-text copy of the Plan of Reorganization dated February 19,
2025 is available at https://urlcurt.com/u?l=qkJPTi from
PacerMonitor.com at no charge.
Counsel to the Debtor:
Mark J. Politan, Esq.
POLITAN LAW, LLC
88 East Main Street, #502
Mendham, New Jersey 07945
Phone: (973) 768-6072
Email: mpolitan@politanlaw.com
About P Maio Construction
P Maio Construction, LLC is a small business engaged in light
construction, masonry, and hauling business.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. N.J. Case No. 24-20885) on November 1,
2024, with $100,001 to $500,000 in both assets and liabilities.
Mark Politan, Esq., at Politan Law, LLC, is the Debtor's bankruptcy
counsel.
PDVSA: March 7 Deadline to Submit Stalking Horse Bid Set
--------------------------------------------------------
The United State District Court for the District of Delaware
("Court") issued an opinion and corresponding order setting forth
certain contours for the sale of the shares pf PDV Holding Inc
("PDvH", "PDvH Shares") owned by Petroleos de Venezuela SA
("PDvSA") in connection with the proceeding. PDvH is the sole
shareholder and direct parent of CITGO Holding Inc., which in turn
is the sole shareholder and direct parent of CITO Petroleum
Corporation. In furtherance of the Court's order, the Court
appointed Robert B. Pinaus as special master on April 13, 2021, to
assist the Court with the sale of the PDvH shares. The special
master is advised by Weil, Gotshal & Manges LLP as transaction
counsel and Evercore Group LLC as investment banker.
On Oct. 11, 2022, the Court entered an order that (i) approved
bidding procedures (ii) authorized and approved the notice
procedures for the sale hearing; and (iii) granted related relief.
On Dec. 31, 2024, the Court entered an order that set a revised
timeline and procedures for the sale of the PDvH shares, including
(i) setting forth the procedures for approval of (a) bidding
protections that will be made available to any stalking horse
approve by the Court, (b) material terms of a stock purchase
agreement and, subsequently, a long-term stock purchase agreement
and (c) evaluation criteria for stalking horse bids, based bids and
successful bids, (ii) setting forth the procedures for amendments
to the sale procedures order and bidding procedures; (iii) setting
deadline for the submission of bids, the Special Master's
recommendation, and objections thereto; (iv) scheduling a sale
hearing; and(v) granting related relief.
On Jan. 27, 2025, the Court entered an order which adopted certain
bidder protection and material terms to be included in the stock
purchase agreement.
Important Dated and Deadlines
a) March 7, 2025, Deadline for bidders to submit stalking horse
bids.
b) March 14, 2025, Deadline for the Special Master to file
selection of stalking horse bid or based bid with the Court.
c) Topping Period, A 30-day Topping Period will begin after the
Court rules on any objections to the Special Master's selection of
a stalking horse bid or base bid, or earlier if no objections are
filed.
d) May 16, 2025, Deadline for the Special Master to submit final
recommendation.
e) July 22, 23, and 25, 2025, sale hearing to be held in
Wilmington, Delaware, on all or some of these dates.
Any parties interested in submitting a bid should contact the
Special Master's investment banker, Evercore at
Project-Horizon@evercore.com, as soon as possible.
About PDVSA
Founded in 1976, Petroleos de Venezuela, S.A. (PDVSA) is the
Venezuelan state-owned oil and natural gas company, which engages
in exploration, production, refining and exporting oil as well as
exploration and production of natural gas. It employs around
70,000 people and reported $48 billion in revenues in 2016.
In May 2019, Moody's Investors Service withdrew all the ratings of
Petroleos de Venezuela, S.A. including the senior unsecured and
senior secured ratings due to insufficient information. At the
time of withdrawal, the ratings were C and the outlook was stable.
Citgo Petroleum Corporation (CITGO) is Venezuela's main foreign
asset. CITGO is majority-owned by PDVSA. CITGO is a United
States-based refiner, transporter and marketer of transportation
fuels, lubricants, petrochemicals and other industrial products.
However, CITGO formally cut ties with PDVSA at about February 2019
after U.S. sanctions were imposed on PDVSA. The sanctions are
designed to curb oil revenues to the administration of President
Nicolas Maduro and support for the Juan Guaido-headed party.
PEARL RESOURCES: Obtains Favorable Ruling in GLO Lease Dispute
--------------------------------------------------------------
In the case captioned as DAWN BUCKINGHAM, MD, Plaintiff, VS. PEARL
RESOURCES LLC and PEARL RESOURCES OPERATING CO. LLC, Defendants,
ADVERSARY NO. 20-3169 (Bankr. S.D. Tex.), Chief Judge Eduardo V.
Rodriguez of the United States Bankruptcy Court for the Southern
District of Texas held that none of the twenty-seven state oil and
gas leases in Pecos County, Texas, were partially terminated.
The instant dispute between the Texas General Land Office and Pearl
Resources LLC arises from a disagreement between the parties as to
the status of twenty-seven state oil and gas leases in Pecos
County, Texas. The General Land Office's position is that the
leases are partially terminated. Not surprisingly, Pearl Resources
LLC and Pearl Resources Operating Co., LLC take the opposite
position.
The GLO, in its Complaint, brings solely one cause of action, to
wit: a declaratory judgement that the State Leases have partially
terminated by operation of law prior to the Petition Date and thus,
the State Leases are not property of the Pearl' bankruptcy estate.
It takes the position that some of the State Leases, specifically
the Alleged Terminated Acreage subject to the Designation of
Terminated Acreages and Depths (DTAD), were partially terminated by
operation of law on February 11, 2020, prior to the Petition Date.
Pearl asserts that these leases did not terminate, and they are
instead part of the Pearl's bankruptcy estate. At trial, the GLO
clarified that not all State Leases have partially terminated, but
only the Alleged Terminated Leases.
Pearl's State Leases are subject to RAL Form Lease, which provides
for partial termination under certain circumstances found in
paragraph 16 of each lease.
The GLO does not dispute that Pearl maintained sufficient drilling
operations during the primary term of the State Leases, but instead
maintains that the Alleged Terminated Leases terminated by
operation of law at the conclusion of the secondary/extended term,
or what the GLO refers to as the "Snapshot Date."
As a preliminary issue, Pearl raises two arguments, to wit:
(1) the RAL Form Leases are ambiguous, and the applicable
"Snapshot Date" for each lease could actually be interpreted as two
years after the secondary term ends; and
(2) that the "Snapshot Date" is the only applicable date for
partial termination, as using any arbitrary date after the
"Snapshot Date" would constitute an improper rolling termination.
Pearl argues that any efforts by the GLO to assert that Pearl's
Alleged Terminated Leases terminated by operation of law by virtue
of a "rolling termination" should be rejected as it runs afoul of
the plain language of the State Leases.
Because the Second Snapshot Date for all of the Alleged Terminated
Leases are later than Pearl's Petition Date, the question before
the Court is properly stated as whether Pearl's Alleged Terminated
Leases were partially terminated by operation of law at the time of
the First Snapshot Date for each of the Alleged Terminated Leases.
Pearl asserts three counterclaims against the GLO, to wit:
(1) Quiet Title – Suit to Remove Cloud on Title;
(2) Trespass to Try Title; and
(3) Breach of Contract.
Pearl asserts that the GLO's filing of the DTAD improperly clouds
Pearl's title to the State Leases and seeks a judgment removing the
could on its title to all of its leases generally and declaring the
DTAD filing of record in Pecos County, Texas invalid and of no
force of effect.
Pearl asserts that Pearl was properly in possession of the State
Leases when the GLO entered upon and dispossessed Pearl when the
GLO repudiated the State Leases when it filed the DTAD.
Pearl asserts that the GLO's conduct, including the filing of the
DTAD, was a violation of the State Leases giving rise to a breach
of contract claim.
On April 29, April 30, May 1, May 2, June 11, and September 17,
2024, the Court held a six-day trial.
The Court finds that none of the twenty-seven State oil and gas
leases in Pecos County, Texas were partially terminated and that
all the leases became property of Pearl Resources LLC and Pearl
Resources Operating Co., LLC's bankruptcy estate on March 3, 2020.
It additionally grants judgment in favor of Pearl Resources LLC &
Pearl Resources Operating Co., LLC counterclaims for Quiet Title,
Trespass to Try Title, and Breach of Contract.
The Court also grants judgment in favor of the GLO's counterclaim
for Breach of Contract, denies the Texas General Land Office's
counterclaim for Trespass to Try Title, and grants the Texas GLO's
request for attorneys' fees.
The Court further finds that Pearl Resources LLC & Pearl Resources
Operating Co., LLC's damages of $43,155,664 is offset by those
awarded to the GLO's in the amount of $2,578,633, for a total of
$40,577,031. Pearl Resources LLC & Pearl Resources Operating Co.,
LLC's recovery of this $40,577,031 is barred by sovereign immunity.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=nvGEXF from PacerMonitor.com.
About Pearl Resources
Pearl Resources, LLC is a privately held company in the oil and gas
extraction industry.
Pearl Resources and Pearl Resources Operating Co., LLC filed their
voluntary petitions under Chapter 11 of the Bankruptcy Code (Bankr.
S.D. Tex. Lead Case No. 20-31585) on March 3, 2020. The petitions
were signed by Myra Dria, manager and sole member of Pearl
Resources Operating and manager of Pearl Resources.
At the time of the filing, each Debtor disclosed assets of between
$10 million and $50 million and liabilities of the same range.
The Debtors tapped Walter J. Cicack, Esq., at Hawash Cicack &
Gaston, LLP, as legal counsel and David G. Gullickson as
accountant.
PINSEEKERS DEFOREST: Hires Swanson Sweet as Bankruptcy Counsel
--------------------------------------------------------------
PinSeekers DeForest Operations LLC seeks approval from the U.S.
Bankruptcy Court for the Western District of Wisconsin to hire
Swanson Sweet LLP as its general bankruptcy counsel.
The firm's services include:
a. advising the Debtor with respect to its powers and duties
as Debtor in possession and the continued management and operation
of its businesses and properties;
b. assisting the Debtor with the commencement of DIP
operations, including the initial debtor interview, section 341
meeting of creditors, and monthly reporting requirements;
c. advising the Debtor and taking all necessary action to
protect and preserve the Debtor's estate, including prosecuting
actions on behalf of the Debtor, defending any action commenced
against the Debtor, and representing the Debtor's interests in
negotiations concerning litigation in which the Debtor is
involved;
d. preparing bankruptcy schedules, statements of financial
affairs, and all related documents;
e. assisting with the preparation of a plan of reorganization,
a disclosure statement, and the related negotiations and hearings;
f. preparing pleadings in connection with the chapter 11 case,
including motions, applications, answers, orders, reports, and
papers necessary or otherwise beneficial to the administration of
the Debtor's estate;
g. analyzing executory contracts and unexpired leases, and the
potential assumptions, assignments, or rejections of such contracts
and leases;
h. advising the Debtor in connection with any potential sale
of assets;
i. appearing at and being involved in various proceedings
before this Court; and
j. analyzing claims and prosecuting any meritorious claim
objections.
The firm will be paid at these rates:
James D. Sweet, Partner $800 per hour
Rebecca R. DeMarb, Partner $675 per hour
Virginia E. George, Partner $675 per hour
Peter T. Nowak, Associate $365 per hour
Mindy J. Pieper, Paralegal $195 per hour
Swanson Sweet received an advance payment retainer of $10,177 on
Feb. 10, 2025, a second advance payment retainer of $100,000 on
Feb. 13, 2025, and a third advance payment retainer of $50,000.00
on Feb. 17, 2025
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
James Sweet, Esq., a partner at Swanson Sweet, disclosed in a court
filing that the firm is a "disinterested person" within the meaning
of Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
James D. Sweet, Esq.
Swanson Sweet LLP
107 Church Avenue
Oshkosh, WI 54901
Tel: (920) 235-6690
About PinSeekers DeForest Operations LLC
PinSeekers DeForest Operations LLC operates a hybrid golf
entertainment facility located in DeForest, Wisconsin, just outside
of Madison. The facility's year-round offerings include Toptracer
golf suites, which are equipped with all-weather luxury suites
suitable for golfers of all skill levels. The facility also
features mini bowling, with a scaled-down version of traditional
bowling called duckpin bowling, a custom-built putting course that
caters to all levels of skill and age, and high-definition
multi-sports simulators. PinSeekers provides a spacious event space
for corporate gatherings, networking events, meetings, or parties.
The venue also includes a restaurant and bar, offering a diverse
menu for casual dining.
PinSeekers DeForest Operations LLC sought relief under Chapter 11
of the U.S. Bankruptcy Code (Bankr. W.D. Wis. Case No. 25-10326) on
February 18, 2025. In its petition, the Debtor reports estimated
assets between $1 million and $10 million and estimated liabilities
between $10 million and $50 million.
The Debtor is represented by Rebecca R. DeMarb, Esq. at SWANSON
SWEET LLP.
PLANO SMILE: Case Summary & 11 Unsecured Creditors
--------------------------------------------------
Debtor: Plano Smile Studio, P.A.
6001 Windhaven Pkwy., Suite 200
Plano, TX 75094
Business Description: Plano Smile Studio is a dental practice
located in Plano, Texas, specializing in
both general and cosmetic dentistry. Led by
Dr. John M. Hucklebridge, the studio offers
a wide range of services including dental
implants, smile makeovers, Invisalign, teeth
whitening, veneers, and sedation dentistry.
Chapter 11 Petition Date: March 6, 2025
Court: United States Bankruptcy Court
Eastern District of Texas
Case No.: 25-40633
Judge: Hon. Brenda T Rhoades
Debtor's Counsel: Brandon Tittle, Esq.
TITTLE LAW GROUP, PLLC
1125 Legacy Dr., Ste. 230
Frisco TX 75034
Tel: 972-213-2316
Email: btittle@tittlelawgroup.com
Estimated Assets: $100,000 to $500,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Dr. John M. Hucklebridge as member.
A copy of the Debtor's list of 11 unsecured creditors is available
for free on PacerMonitor at:
https://www.pacermonitor.com/view/BURACFI/Plano_Smile_Studio_PA__txebke-25-40633__0002.0.pdf?mcid=tGE4TAMA
A full-text copy of the petition is available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/BIMUN2A/Plano_Smile_Studio_PA__txebke-25-40633__0001.0.pdf?mcid=tGE4TAMA
PREMIER HOSPITALITY: Seeks to Hire BGCON Group LLC as Accountant
----------------------------------------------------------------
Premier Hospitality International, Inc. seeks approval from the
U.S. Bankruptcy Court for the Southern District of Florida to hire
BGCON Group LLC as accountant.
The firm will assist with the Debtor's projections for its Chapter
11 Plan of Reorganization, if needed, and will assist the Debtor in
the preparation and filing of any required tax returns or amended
tax returns and will further provide tax advice to the Debtor.
The firm will bill its normal billing rates.
Hector Jimenez, a director of BGCON Group, 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:
Hector Jimenez
BGCON Group LLC
8180 NW 36th St
Doral, FL 33166
Phone: (786) 923-8020
About Premier Hospitality International
Premier Hospitality International Inc. is a custom furniture
business that specializes in fulfilling custom order for furniture
and cabinetry, primarily for hotels.
The Debtor filed its voluntary petition for relief under Chapter 11
of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-19763) on
Sept. 22, 2024, with $100,001 to $500,000 in both assets and
liabilities.
Judge Corali Lopez-Castro presides over the case.
The Debtor is represented by Rachamin Cohen, Esq.
PREPAID WIRELESS: Hires Sellman Hoff LLC as Special Counsel
-----------------------------------------------------------
Prepaid Wireless Group, LLC seeks approval from the U.S. Bankruptcy
Court for the District of Maryland to employ Sellman Hoff, LLC as
special counsel.
The firm's services include:
a) continuing business and legal advice to the Debtor of and
relating to the operation of its business;
b) coordinating and assisting regulatory counsel related to FCC
and state PUC matters relating to the Debtor's business;
c) advising, reviewing, negotiating, and/or preparing business
agreements related to the operation of the Debtor's business;
d) assisting Debtor's bankruptcy counsel and financial advisors
regarding business matters associated with the Debtor;
e) assisting in representing the Debtor in any litigation that
might arise during the pendency of this bankruptcy case, bringing
to bear his historical knowledge of the Debtor's business;
f) continuing to assist the Debtor in attempting to negotiate a
resolution of various issues with T-Mobile; and
g) performing other legal services for and on behalf of the
Debtor which may be necessary or appropriate for the operation of
its business and/or in the administration of the Debtor's Chapter
11 Case.
The firm will be paid based upon its normal and usual hourly
billing rates. The firm will also be reimbursed for reasonable
out-of-pocket expenses incurred.
David S. Sellman, Esq., a partner at Sellman Hoff, LLC, disclosed
in a court filing that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
David S. Sellman, Esq.
Sellman Hoff, LLC
2201 Old Court Rd.
Pikesville, MD 21208
Tel: (410) 332-4151
About Prepaid Wireless Group, LLC
Prepaid Wireless Group, LLC is a provider of wireless
telecommunications services in Rockville, Md.
Prepaid Wireless Group sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Md. Case No. 24-18852) on October 21,
2024, with $10 million to $50 million in both assets and
liabilities. Paul Greene, chief executive officer, signed the
petition.
Judge Maria Ellena Chavez-Ruark oversees the case.
The Debtor is represented by Irving Walker, Esq., at Cole Schotz,
P.C.
PROSOURCE MACHINERY: Seeks Chapter 11 Bankruptcy in Colorado
------------------------------------------------------------
On February 28, 2025, ProSource Machinery LLC filed Chapter 11
protection in the U.S. Bankruptcy Court for the District of
Colorado. According to court filing, the
Debtor reports $15,768,219 in debt owed to 100 and 199
creditors. The petition states funds will be available to unsecured
creditors.
About ProSource Machinery LLC
ProSource Machinery LLC specializes in selling and renting
off-highway construction and mining equipment in Montana and
Colorado. The Company's inventory includes equipment from top
brands like SANY, Caterpillar, and Hydrema, along with various
attachments and engines. ProSource also offers a wide range of used
construction machinery for sale, including dozers, excavators,
loaders, backhoes, motor graders, scrapers, articulated dump
trucks, and skid steers.
ProSource Machinery LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Col. Case No. 25-11010) on February 28,
2025. In its petition, the Debtor reports total assets of
$9,367,024 and total liabilities of $15,768,219.
Honorable Bankruptcy Judge Kimberley H. Tyson handles the case.
The Debtor is represented by:
David J. Warner, Esq.
WADSWORTH GARBER WARNER CONRARDY, P.C.
2580 West Main Street, Suite 200
Littleton, CO 80120
Tel: 303-296-1999
Email: dwarner@wgwc-law.com
PUFFCUFF LLC: Leon Jones Named Subchapter V Trustee
---------------------------------------------------
The U.S. Trustee for Region 21 appointed Leon Jones, Esq., at Jones
& Walden, LLC, as Subchapter V trustee for Puffcuff, LLC.
Mr. Jones will be paid an hourly fee of $500 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Jones declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Leon S. Jones, Esq.
Jones & Walden, LLC
699 Piedmont Ave. NE
Atlanta, GA 30308
Phone: (404) 564-9300
Email: ljones@joneswalden.com
About Puffcuff LLC
Puffcuff, LLC is a consumer products company specializing in hair
accessories. The company maintains operations at two locations in
Marietta, including its principal place of business on Allgood Road
and an industrial parkway facility.
Puffcuff filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. N.D. Ga. Case No. 25-51881) on February 22,
2025, listing between $1 million and $10 million in both assets and
liabilities.
The Debtor is represented by:
John Wesley Mills, III, Esq.
Mills Business Law, LLC
1336 Harvard Road, NE
Atlanta, GA 30306
Phone: 404-219-5038
Email: jmills@millsbizlaw.com
QUADRA FS: Seeks Chapter 11 Bankruptcy in New Jersey
----------------------------------------------------
On March 2, 2025, Quadra FS Inc. filed Chapter 11 protection in
the U.S. Bankruptcy Court for the District of New Jersey.
According to court filing, the Debtor reports between $1 million
and $10 million in debt owed to 1 and 49 creditors. The petition
states funds will be available to unsecured creditors.
About Quadra FS Inc.
Quadra FS Inc., d/b/a Quadra Furniture Solutions and Quadra
Furniture & Spaces, is a luxury staging and furniture rental
company offering bespoke design solutions to elevate the value and
appeal of properties. With over two decades of expertise, the
Company is committed to providing a customized approach to staging
that delivers faster sales and higher prices for real estate
owners.
Quadra FS Inc. sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D.N.J. Case No. 25-12162) on March 2,
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:
Kenneth L. Baum, Esq.
LAW OFFICES OF KENNETH L. BAUM, LLC
201 W. Passaic Street, Suite 104
Rochelle Park, NJ 07662
Tel: (201) 853-3030
Fax: (201) 584-0297
E-mail: kbaum@kenbaumdebtsolutions.com
QUEST SOFTWARE: Considers Options for Increasing Funds
------------------------------------------------------
Reshmi Basu of Bloomberg News reports that Clearlake Capital-backed
Quest Software is nearing a deal with some of its lenders for a
cash infusion, according to sources familiar with the matter. The
agreement also includes a below-par debt exchange, the sources
said, requesting anonymity due to the confidential nature of the
discussions.
Quest is working with PJT Partners and Kirkland & Ellis, while
lenders have retained Houlihan Lokey and Gibson Dunn & Crutcher,
according to Bloomberg News.
Representatives for Clearlake, PJT, and Houlihan declined to
comment, while messages left with Kirkland, Quest, and Gibson Dunn
went unanswered, the report states.
About Quest Software
Quest Software provides software solutions. The Company offers
enterprise software that identities, users and data, streamlines IT
operations, and hardens cyber security from the inside out.
Software serves customers in the United States.
QURATE RETAIL: Changes Official Name to QVC Group Inc.
------------------------------------------------------
Qurate Retail, Inc. has officially changed its name to QVC Group,
Inc.
The new name incorporates the brand equity of the company's largest
brand and supports QVC Group's growth strategy to expand into a
live social shopping company. QVC Group, Inc. is a Fortune 500
company with six leading retail brands - QVC, HSN, Ballard Designs,
Frontgate, Garnet Hill and Grandin Road. On February 24, 2025, the
company's stock started trading under the new stock symbols
"QVCGA", "QVCGB" and "QVCGP."
"This rebranding is an important milestone in our nearly 50-year
evolution as a collection of leading retail brands," said David
Rawlinson II, President and CEO, QVC Group, Inc. "From the
beginning, we've been the innovators in live video shopping - first
on cable TV, then on ecommerce and mobile. Now, once again, we're
reimagining our company to grow in new places by leaning into
streaming and social."
QVC Group is redefining the shopping experience through
video-driven commerce on every screen, from smartphones and tablets
to laptops and TVs. QVC Group brings innovative products,
compelling content, and unforgettable moments to millions of
shoppers worldwide via social platforms, streaming apps, ecommerce
sites and TV channels, making every screen a doorway to discovery,
delight and community.
Customers will continue to meet QVC Group through its six
constituent brands: QVC, HSN, Ballard Designs, Frontgate, Garnet
Hill and Grandin Road.
About QVC Group
QVC GroupSM is a live social shopping company that redefines the
shopping experience through video-driven commerce on every screen,
from smartphones and tablets to laptops and TVs. QVC Group brings
innovative products, compelling content, and unforgettable moments
to millions of shoppers worldwide via social platforms, streaming
apps, ecommerce sites and TV channels, making every screen a
doorway to discovery, delight and community.
QVC Group reaches more than 200 million homes worldwide via 15
television channels, which are widely available on cable/satellite
TV, free over-the-air TV, and FAST and other digital livestreaming
TV. The retailer also reaches millions of customers via its QVC+
and HSN+ streaming experience, Facebook, Instagram, TikTok,
YouTube, Pinterest, websites, mobile apps, print catalogs, and
in-store destinations.
QVC Group, Inc. -- https://www.qvcgrp.com/ -- (NASDAQ: QVCGA,
QVCGB, QVCGP) is a Fortune 500 company with six leading retail
brands - QVC, HSN, Ballard Designs, Frontgate, Garnet Hill and
Grandin Road - and other minority interests. Headquartered in West
Chester, Pa., QVC Group has team members in the U.S., the U.K.,
Germany, Japan, Italy, Poland and China.
About Qurate Retail
Headquartered in Englewood, Colorado, Qurate Retail, Inc. comprised
of six retail brands - QVC, HSN, Ballard Designs, Frontgate, Garnet
Hill and Grandin Road. Qurate Retail Group is the largest player
in video commerce ("vCommerce"), which includes video-driven
shopping across linear TV, ecommerce sites, digital streaming and
social platforms. The retailer reaches more than 200 million homes
worldwide via 15 television channels, which are widely available on
cable/satellite TV, free over-the-air TV, and digital livestreaming
TV. The retailer also reaches millions of customers via its QVC+
and HSN+ streaming experience, websites, mobile apps, social pages,
print catalogs, and in-store destinations. Qurate Retail, Inc.
also holds various minority interests.
Qurate Retail reported a net loss of $94 million for the year ended
Dec. 31, 2023, compared to a net loss of $2.53 billion for the year
ended Dec. 31, 2022. As of June 30, 2024, Qurate Retail had $10.9
billion in total assets, $10.5 billion in total liabilities, and
$421 million in total stockholders' equity.
Qurate Retail received written notice from the Nasdaq Stock Market
on June 10, 2024 notifying the Company of its non-compliance with
the minimum bid price requirement for continued listing of the
Company's Series A common stock on the Nasdaq Global Select Market.
The Company thereafter had 180 calendar days to regain compliance
with the Minimum Bid Price Requirement or to transfer to the Nasdaq
Capital Market and request an additional 180-day extension to
comply with the Minimum Bid Price Requirement. Effective the
opening of business on Dec. 2, 2024, QRTEA, the Company's Series B
common stock, and the Company's 8.0% Series A Cumulative Redeemable
Preferred Stock were transferred from the Nasdaq Global Select
Market to the Nasdaq Capital Market. On Dec. 10, 2024, Nasdaq
granted the Company an additional 180-day extension, or until June
9, 2025, to comply with the Minimum Bid Price Requirement.
* * *
As reported by TCR on April 22, 2024, S&P Global Ratings revised
its outlook to stable from negative and affirmed all its ratings on
U.S.-based video commerce and online retailer Qurate Retail Inc.,
including its 'CCC+' Company credit rating. The stable outlook
reflects S&P's expectation that Qurate will maintain sufficient
liquidity over the next 12 months despite its view that its capital
structure remains unsustainable, as further cost reductions offset
sales weakness and support profit recovery.
QVC GROUP: Sets Virtual Annual Meeting for May 12
-------------------------------------------------
QVC Group, Inc. (formerly Qurate Retail, Inc.) will be holding its
virtual Annual Meeting of Stockholders on Monday, May 12, 2025 at
11:00 a.m. M.T.
Stockholders of record as of the record date will be able to
listen, vote and submit questions pertaining to the Annual Meeting
by logging in at www.virtualshareholdermeeting.com/QVC2025.
The record date for the meeting is 5:00 p.m., New York City time,
on March 24, 2025. Stockholders will need the 16-digit control
number that is printed in the box marked by the arrow on the
stockholder's proxy card or Notice of Internet Availability of
Proxy Materials for the QVC Group meeting to enter the virtual
Annual Meeting website. A technical support number will become
available at the virtual meeting link 10 minutes prior to the
scheduled meeting time.
The date of the Annual Meeting has been advanced by more than 20
days from the anniversary date of last year's annual meeting of
stockholders (held on June 10, 2024). As a result, in accordance
with QVC Group's bylaws,
(i) stockholder proposals for consideration at the Annual
Meeting and
(ii) stockholder nominees for election to the board of
directors at the Annual Meeting must be received by QVC Group's
Corporate Secretary at its executive offices at 12300 Liberty
Boulevard, Englewood, CO 80112.
The reason for the advancement of the Annual Meeting date is to
allow sufficient time for QVC Group to implement a proposed reverse
stock split of its outstanding shares of Series A and Series B
common stock in order to regain compliance with the minimum bid
price requirement for continued listing of the Series A common
stock on the Nasdaq Capital Market, if necessary and as previously
disclosed.
In addition, access to the meeting will be available on the
Investor Relations page of the QVC Group, Inc. website
(https://investors.qvcgrp.com). An archive of the webcast will also
be available on this website after appropriate filings have been
made with the SEC.
About QVC Group
QVC Group, Inc. -- https://www.qvcgrp.com/ -- (NASDAQ: QVCGA,
QVCGB, QVCGP) is a Fortune 500 company with six leading retail
brands – QVC, HSN, Ballard Designs, Frontgate, Garnet Hill and
Grandin Road (collectively, "QVC GroupSM"). QVC GroupSM is a live
social shopping company that redefines the shopping experience
through video-driven commerce on every screen, from smartphones and
tablets to laptops and TVs. QVC Group reaches more than 200 million
homes worldwide via 15 television channels, which are widely
available on cable/satellite TV, free over-the-air TV, and FAST and
other digital livestreaming TV. The retailer also reaches millions
of customers via its QVC+ and HSN+ streaming experience, Facebook,
Instagram, TikTok, YouTube, Pinterest, websites, mobile apps, print
catalogs, and in-store destinations. QVC Group, Inc. also holds
various minority interests.
* * *
As reported by TCR on April 22, 2024, S&P Global Ratings revised
its outlook to stable from negative and affirmed all its ratings on
U.S.-based video commerce and online retailer Qurate Retail Inc.,
including its 'CCC+' Company credit rating. The stable outlook
reflects S&P's expectation that Qurate will maintain sufficient
liquidity over the next 12 months despite its view that its capital
structure remains unsustainable, as further cost reductions offset
sales weakness and support profit recovery.
RED LOBSTER: Mesa Valley Wins Default Judgment in Lease Dispute
---------------------------------------------------------------
Judge David N. Hurd of the United States District Court for the
Northern District of New York granted Mesa Valley Housing
Associates II Limited Partnership's motion for default judgment in
the case captioned as MESA VALLEY HOUSING ASSOCIATES II LIMITED
PARTNERSHIP, Plaintiff, -v- RED LOBSTER INTERMEDIATE HOLDINGS LLC,
Defendant, Case No. :24-cv-00790-DNH-MJK (N.D.N.Y.).
This is a breach-of-contract action. Plaintiff Mesa Valley Housing
Associates II Limited Partnership is an Arizona limited partnership
that is the owner, landlord, and lessor of real property located at
2965 Erie Boulevard East in Syracuse, NY.
According to the verified complaint, on or about May 6, 2019, Red
Lobster Hospitality LLC entered into a lease agreement with
landlord Spirit Master Funding IX, LLC whereby Red Lobster leased
the Property. Plaintiff also executed a Guaranty Agreement whereby
Red Lobster Intermediate Holdings LLC agreed to serve as the
guarantor with respect to the Lease. After entering into the Lease,
Spirit Master sold the property to plaintiff who assumed all
rights, title, and interests that Spirit Master held with respect
to the Lease.
Thereafter, lessee defaulted under the Lease by failing to pay rent
due on Nov. 1, 2023 and each month thereafter. On Feb. 29, 2024,
plaintiff issued lessee a Notice of Default that allowed plaintiff
five (5) days to cure the default. Lessee failed to timely cure the
default. Then, on April 26, 2024, plaintiff demanded that lessee
pay all past due rent by way of a 14-Day Notice to Pay Rent or
Quit. The lessee proceeded to: (1) fail to pay rent due on May 1,
2024; and (2) fail to pay quarterly county and city/school real
estate taxes. On May 17, 2024, lessee returned Plaintiff the keys
to the property indicating they were surrendering possession.
Ultimately, lessee, along with various other related debtors, filed
for Chapter 11 bankruptcy protection. According to the complaint
and the exhibits therein, defendant was not a debtor with respect
to that action, and therefore plaintiff was entitled to commence
this action.
Plaintiff filed this civil action on June 20, 2024. Despite being
served, defendant failed to answer or appear to defend this action.
Thereafter, plaintiff sought the entry of default,, which the Clerk
of the Court certified and approved on Aug. 27, 2024.
On Nov. 25, 2024, plaintiff moved under Rule 55 of the Federal
Rules of Civil Procedure for default judgment.
The Court finds plaintiff has established defendant's liability for
breach of guaranty.
The Court also finds plaintiffs' memorandum of law establishes that
the categories of damages being sought are recoverable.
Plaintiff is seeking a judgment in the amount of $156, 875.88 in
past due base monthly rent, late charges, default interest rate,
and additional rent due and owing under the Lease against
defendant.
Plaintiff has submitted copies of the Lease and the Guaranty as a
basis for requesting damages. Thus, the damages are readily
apparent and computable from the Lease and the Complaint.
Accordingly, a judgment will be entered against defendant in the
amount of $156, 875.88.
Plaintiff is also seeking a judgment in the amount of $2,082,239
representing the present value of the remaining base monthly rent
and base annual rental that will become due until the end of the
Lease against defendant.
Plaintiff has submitted copies of the Lease and Guaranty as a basis
for requesting liquidated damages. Upon review, the Court is
satisfied that the Lease clearly and unambiguously set forth the
compensation due to plaintiff in the event the lessee defaulted and
the amount of liquidated damages reflects the benefit of the
bargain plaintiff would have received if lessee had not defaulted.
The Court is further satisfied that the Lease was entered into by
two sophisticated and represented parties. Therefore, the Court
finds the liquidated damages are neither unreasonable nor contrary
to public policy. Accordingly, a judgment will be entered against
defendant in the amount of $2,082,239.
The Court further finds plaintiff's memorandum of law establishes
that the attorneys' fees and costs being sought are recoverable.
Plaintiff is seeking $22,645.00 based on 64.7 total hours of work
performed by Peter M. Damin, Esq. and Meghan M. Breen, Esq., at an
hourly rate of $350 in attorneys' fees and $1,573.93 in expenses,
costs, and disbursements. Plaintiff has filed an accompanying
attorney declaration that detail the hours spent and costs incurred
bringing this lawsuit. Upon review, the Court finds that the
amount of time spent by plaintiff's attorneys was reasonable and
the requested hourly rate of $350 is reasonable.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=nxg5TA from PacerMonitor.com.
About Red Lobster Seafood Co.
Red Lobster Management, LLC, owns and operates 705 Red Lobster
seafood restaurants throughout North America. Red Lobster generates
about $2.4 billion of annual revenue. Red Lobster is owned by
private equity firm Golden Gate Capital. On the Web:
http://www.redlobster.com/
Red Lobster Management and its affiliates sought Chapter 11
protection (Bankr. M.D. Fla. Lead Case NO. 24-02486) on
May 19, 2024. As part of these filings, Red Lobster has entered
into a stalking horse purchase agreement pursuant to which Red
Lobster will sell its business to an entity formed and controlled
by its existing term lenders.
King & Spalding LLP is lead counsel to the Debtors; Berger
Singerman LLP serves as local counsel; and Blake, Cassel & Graydon,
LLC represents the Canadian applicants.
Alvarez & Marsal North America, LLC is serving as financial advisor
and providing corporate leadership as Chief Executive and Chief
Restructuring Officers. Jonathan Tibus, a Managing Director at
Alvarez & Marsal, serves as the debtors' CEO.
Hilco Corporate Finance is serving as M&A advisor to Red Lobster.
Keen-Summit is serving as real estate advisor.
REGIONAL HOUSING: Hires SVN | Toomey Property as Broker Agent
-------------------------------------------------------------
Regional Housing & Community Services Corp. and its affiliates seek
approval from the U.S. Bankruptcy Court for the Northern District
of Georgia to employ SVN | Toomey Property Advisors as broker
agent.
The firm will market and sell the Debtors' real property known as
The Gardens of Waterford senior living facility located at 3920
Antoinette Drive, Montgomery, AL 36111.
The firm will be paid a commission of 6 percent of the sales
price.
Justin Toomey, CEO at SVN | Toomey Property 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 at:
Justin Toomey
Toomey Property Advisors
250 Congress St.
Mobile, AL 36603
Tel: (251) 544-5484
About Regional Housing & Community Services Corp.
Regional Housing & Community Services Corp. and its affiliates
filed a voluntary petition for relief under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Ga. Lead Case No. 21-41034) on Aug.
26, 2021. At the time of the filing, Regional Housing & Community
Services listed as much as $100,000 in both assets and liabilities.
Judge Paul W. Bonapfel oversees the cases.
The Debtors tapped Scroggins & Williamson, P.C. as legal counsel;
GGG Partners, LLC as interim management services provider; and SLIB
II, Inc., doing business as Senior Living Investment Brokerage, as
investment banker. Kurtzman Carson Consultants, LLC is the claims,
noticing and balloting agent.
Greenberg Traurig, LLP serves as counsel for indenture trustee, UMB
Bank, N.A.
Melanie S. McNeil, Esq., at Melanie S. McNeil is the patient care
ombudsman appointed in the Debtors' cases.
REMC LLC: Seeks Chapter 11 Bankruptcy in District of Columbia
-------------------------------------------------------------
On February 27, 2025, REMC LLC filed Chapter 11 protection in the
U.S. Bankruptcy Court for the District of Columbia. According to
court filing, the Debtor reports between $1 million and $10
million in debt owed to 1 and 49 creditors. The petition states
funds will be available to unsecured creditors.
About REMC LLC
REMC LLC, doing business as Real Estate Management & Consulting
LLC, provides a wide range of property management, solutions, and
consulting services for both residential and commercial clients.
The Company's offerings include facility upkeep, property
management, building inspections, cleaning, landscaping, and
construction services.
REMC LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code
(Bankr. D.C. Case No. 25-00072) on February 27, 2025. In its
petition, the Debtor reports estimated assets up to $50,000 and
estimated liabilities between $1 million and $10 million.
Honorable Bankruptcy Judge Elizabeth L. Gunn handles the case.
The Debtor is represented by:
Bennie R. Brooks, Esq.
BENNIE R. BROOKS PC
8201 Corporate Drive, Suite 260
Landover, MD 20785
Tel: 301-731-4160
Email: bbrookslaw@aol.com
RENZO AND SUSANA CAMPANELLA: Lose Bid to Reconsider Stay Ruling
---------------------------------------------------------------
Judge Scott M. Grossman of the United States Bankruptcy Court for
the Southern District of Florida denied the motion filed by Renzo
Enrrico Campanella and Susana Campanella seeking to reconsider an
order granting secured creditor BayFirst National Bank relief from
the automatic stay.
When the Debtors filed for bankruptcy, they owned a homestead
property located at 10945 Windward Street, Parkland, Florida 33076.
According to their bankruptcy schedules, the property was worth
$1,348,835.20 as of their petition date.
The property is encumbered by a first mortgage in favor of the U.S.
Bank, which was owed $716,750.24 as of the petition date, and on
which interest continues to accrue at 6.624%.7 BayFirst holds a
recorded final judgment of foreclosure entered on August 27, 20248
-- junior in priority to U.S. Bank's first mortgage—in the
original amount of $1,116,860.99.9 With interest, fees, and costs,
as of the petition date BayFirst asserts it was owed $1,131,578.13.
Adding this amount to the U.S. Bank mortgage, the Campanellas'
property is encumbered by secured claims of $1,848,328.37—nearly
$500,000 more than the value of the property.
On Nov. 12, 2024, BayFirst moved for relief from the automatic stay
under 11 U.S.C. Secs. 362(d)(1) and (d)(2), or in the alternative,
for adequate protection under 11 U.S.C. Sec. 363(e). After hearing
from counsel for BayFirst and the Campanellas, the Court concluded
that BayFirst was entitled to stay relief under both 11 U.S.C.
Secs. 362(d)(1) and (d)(2).
The Court determined that "cause" existed for stay relief in this
case because BayFirst's interest in the property was not adequately
protected.
U.S. Bank's first mortgage claim of $716,750.24 is secured by
property worth $1,348,835.20. Under 11 U.S.C. Sec. 506(b), U.S.
Bank is therefore "oversecured" and entitled to interest, fees,
costs, and other charges provided for under its loan documents.
BayFirst, on the other hand, is "undersecured." As of the petition
date, there was only $632,084.9614 in value in the property to
secure BayFirst's $1,131,578.13 claim. But with U.S. Bank being
oversecured and being entitled under Section 506(b) to
post-petition interest and other charges, the value of BayFirst's
judgment lien is decreasing each day this case is pending.
Specifically, with interest accruing on U.S. Bank's claim at 6.624%
-- or approximately $130 per day -- BayFirst's interest in the
property decreases by this amount every day that passes in this
case. The increase in amount of U.S. Bank's oversecured first
mortgage claim at the expense of BayFirst's undersecured second
lien foreclosure judgment claim renders BayFirst not adequately
protected. This constituted cause for stay relief under section
362(d)(1).
BayFirst satisfied its burden to prove lack of equity in the
property. But the Campanellas -- who had the burden to prove the
property was necessary to an effective reorganization -- failed to
satisfy their burden. They failed to show that there was sufficient
equity in the property to refinance it; that it would be sold and
provide sufficient proceeds to fund a reorganization; or that the
property was unique and essential to their survival as reorganized
debtors. Thus, BayFirst was entitled to stay relief under section
362(d)(2).
On Jan. 6, 2025, the Campanellas moved for reconsideration of the
stay relief order and at the same time filed a motion to value
BayFirst's secured claim. The crux of their argument is that under
11 U.S.C. Secs. 506(a)(1), 1123(b)(5), and 1129(b)(2)(A)(i), they
believe they can confirm a chapter 11 plan that reduces the value
of BayFirst's secured claim to the remaining value of the property
after payment in full of U.S. Bank's claim, and that they could
then provide a feasible payment stream to BayFirst to service that
debt at this reduced value.
Although they did not argue this at the stay relief hearing, the
Campanellas now argue that BayFirst's claim is not secured only by
a security interest in their principal residence. Rather,
BayFirst's claim is also secured by a security interest in certain
personal property owned by nondebtor Campanella Holdings, LLC, as
well as a judgment lien against both Campanella Holdings, LLC and
Renzo Campanella, individually. The presence of these additional
sources of collateral, according to the Campanellas, would enable
them to modify BayFirst's rights under a chapter 11 plan by
"stripping down" its lien. Accordingly, they seek reconsideration
of the Court's stay relief order because their attorney
"inadvertently" failed to raise this argument at the stay relief
hearing.
There is no evidence that the Campanellas themselves did not know
about the other property securing BayFirst's claim. Thus, the
failure at the stay relief hearing to argue that they could strip
down BayFirst's lien based on the existence of other collateral
does not constitute mistake, inadvertence, surprise, or excusable
neglect, the Court finds. This information was available to the
Campanellas at the time. That their attorney did not raise it does
not justify reconsideration of the stay relief order under Rule
60(b)(1), the Court concludes.
The Court emphasizes that even if they had raised this issue at the
stay relief hearing, it would not have defeated the stay relief
motion. Judge Grossman explains, "First and foremost, the
possibility that the Campanellas might be able to confirm a chapter
11 plan that values BayFirst's lien at $632,084.96 has no direct
correlation to whether BayFirst's interest in the property is being
adequately protected. The record is clear that it is not. As each
day passes, interest, fees, and other costs due to U.S. Bank
continue to accrue, steadily eroding BayFirst's interest in the
property. This is, by definition, lack of adequate protection."
A copy of the Court's decision dated Feb. 27, 2025, is available at
https://urlcurt.com/u?l=XPc1xY from PacerMonitor.com.
Renzo Enrrico Campanella and Susana Campanella filed for
Chapter 11 bankruptcy protection (Bankr. S.D. Fla. Case No.
24-20445) on October 8, 2024, listing under $1 million in both
assets and liabilities. The Debtors are represented by represented
by: Chad Van Horn, Esq.
RESHAPE LIFESCIENCES: FirstFire Global Holds 6.1% Equity Stake
--------------------------------------------------------------
FirstFire Global Opportunities Fund LLC disclosed in a Schedule 13G
filed with the U.S. Securities and Exchange Commission that as of
February 18, 2025, it beneficially owned 200,000 shares of ReShape
Lifesciences Inc.'s common stock, representing 6.1% of the
outstanding shares.
FirstFire Global may be reached through:
Eli Fireman, Managing Member
1040 1st Avenue
STE 190
New York, NY 10022
Tel: 212-317-5970
A full-text copy of FirstFire Global's SEC Report is available at:
https://tinyurl.com/muh34h9s
About Reshape Lifesciences Inc.
ReShape Lifesciences Inc. (Obalon Therapeutics, Inc.) is a weight
loss and metabolic health-solutions company, offering an integrated
portfolio of proven products and services that manage and treat
obesity and metabolic disease.
Irvine, California-based RSM US LLP, the Company's auditor since
2022, issued a "going concern" qualification in its report dated
April 1, 2024, citing that the Company has suffered recurring
losses from operations and negative cash flows. The Company
currently does not generate revenue sufficient to offset operating
costs and anticipates such shortfalls to continue. This raises
substantial doubt about the Company's ability to continue as a
going concern.
Reshape reported a net loss of $11.39 million for the year ended
Dec. 31, 2023, compared to a net loss of $46.21 million for the
year ended Dec. 31, 2022. As of Sept. 30, 2024, Reshape
Lifesciences had $5.62 million in total assets, $4.13 million in
total liabilities, and $1.49 million in total stockholders'
equity.
The Company will be required to raise additional capital, however,
there can be no assurance as to whether additional financing will
be available on terms acceptable to the Company, if at all. If
sufficient funds on acceptable terms are not available when needed
it would have a negative impact on the Company's financial
condition and could force the Company to delay, limit, reduce, or
terminate product development or future commercialization efforts
or grant rights to develop and market product candidates or testing
products that the Company would otherwise plan to develop,
according to the Company's 10-K filing for the year ended Dec. 31,
2023 (filed with the SEC on April 1, 2024).
RESHAPE LIFESCIENCES: Leonite Fund I, Avi Geller Hold 6.1% Stake
----------------------------------------------------------------
Leonite Fund I, LP and Avi Geller disclosed in a Schedule 13G filed
with the U.S. Securities and Exchange Commission that as of
February 18, 2025, they beneficially owned 200,000 shares of
ReShape Lifesciences Inc.'s common stock, representing
approximately 6.1% of the outstanding shares based on 3,305,087
shares of common stock outstanding.
Mr. Geller, as the chief investment officer of Leonite, has sole
voting and dispositive power over the shares.
Leonite Fund may be reached through:
Avi Geller, Chief Investment Officer
600 East Crescent Avenue
STE 104
Upper Saddle River, NJ 07458
Tel: 845-517-2340
A full-text copy of Leonite Fund's SEC Report is available at:
https://tinyurl.com/2wudhy4d
About Reshape Lifesciences Inc.
ReShape Lifesciences Inc. (Obalon Therapeutics, Inc.) is a weight
loss and metabolic health-solutions company, offering an integrated
portfolio of proven products and services that manage and treat
obesity and metabolic disease.
Irvine, California-based RSM US LLP, the Company's auditor since
2022, issued a "going concern" qualification in its report dated
April 1, 2024, citing that the Company has suffered recurring
losses from operations and negative cash flows. The Company
currently does not generate revenue sufficient to offset operating
costs and anticipates such shortfalls to continue. This raises
substantial doubt about the Company's ability to continue as a
going concern.
Reshape reported a net loss of $11.39 million for the year ended
Dec. 31, 2023, compared to a net loss of $46.21 million for the
year ended Dec. 31, 2022. As of Sept. 30, 2024, Reshape
Lifesciences had $5.62 million in total assets, $4.13 million in
total liabilities, and $1.49 million in total stockholders'
equity.
The Company will be required to raise additional capital, however,
there can be no assurance as to whether additional financing will
be available on terms acceptable to the Company, if at all. If
sufficient funds on acceptable terms are not available when needed
it would have a negative impact on the Company's financial
condition and could force the Company to delay, limit, reduce, or
terminate product development or future commercialization efforts
or grant rights to develop and market product candidates or testing
products that the Company would otherwise plan to develop,
according to the Company's 10-K filing for the year ended Dec. 31,
2023 (filed with the SEC on April 1, 2024).
RESIDENTIAL ADVERSITIES: Updates Unsecured Claims Pay Details
-------------------------------------------------------------
Residential Adversities, LLC, submitted an Amended Plan of
Reorganization dated February 19, 2025.
The Debtor owns two pieces of real property: 244 Eureka Drive, NE,
Atlanta, GA and 5380 Somerlane Trail, College Park, GA.
On November 13, 2024, the Court held a hearing on (i) Wilmington's
Motion for Relief from Stay, and (ii) the Debtor's Emergency Motion
to Refinance both Eureka and Somerlane. A Consent Order (the
"Consent Order") was subsequently entered on November 20, 2024,
authorizing certain refinancings and specifying payoff amounts and
deadlines.
Under the Consent Order, the Debtor refinanced Eureka with a new
lender and paid off Wilmington in the agreed amount of $770,000
plus a per diem. That refinance also funded $20,000 to BP Fast
Lending to release its lien on Eureka. As a result, Wilmington's
claim is now fully satisfied, and Wilmington has no further
interest in this Plan or claim against the Debtor.
The Consent Order also contemplated refinancing Somerlane, which
would fully pay off Fay Servicing (first mortgage) and BP (second
mortgage). Because the Somerlane refinance has not closed as of the
date of this amended Plan, the Debtor proposes through this Plan to
cure and pay Fay Servicing's arrears over 18 months and restructure
BP's debt with appropriate terms under Section 1191 of the
Bankruptcy Code, until such time as Somerlane may be refinanced.
Through this Consent Order, the Debtor preserved significant equity
in Eureka and positioned itself to resolve remaining secured debts
on Somerlane. The Debtor thus remains on a path to complete its
rehab, collect stable rental income, and ultimately provide a 100%
distribution to creditors under this Plan.
This Plan is structured to allow for (1) a prompt payoff of Fay and
BP if or when Somerlane refinances, or (2) to pay those creditors
through the Debtor's ongoing rental income if refinancing is
delayed or does not occur. The Debtor projects sufficient positive
net operating income (particularly once Eureka is fully rented) to
fund the plan obligations.
Since the Eureka rehab is near completion and rental income is
anticipated as of April 2025, the Debtor projects an increased
monthly revenue.
Class 4 consists of all general unsecured claims not otherwise
classified. Notably, the U.S. Trustee filed Proofs of Claim
Nos. 3 and 4 totaling $750, representing fees from two prior
Chapter 11 cases the Debtor had filed. The Debtor currently
anticipates the following Class 4 claims: Georgia Power ($262,
already paid); and U.S. Trustee's claim from previous cases
($750).
The U.S. Trustee's $750 claim is expected to be an Allowed
Unsecured Claim. All such general unsecured claims will be reduced
by any sums these creditors receive from co-obligors or collateral
sales, and the Debtor's obligations will be correspondingly
reduced. The Debtor shall pay allowed unsecured claims 100% of the
allowed amount on the following terms:
* Allowed unsecured claims under $1,000.00 will be paid in
full within 60 days of the Effective Date.
* Allowed unsecured claims of $1,000.00 or more will be paid
in full on or before the 1st anniversary of the Effective Date.
Class 4 is impaired, and holders of Allowed Unsecured Claims in
Class 4 are entitled to vote to accept or reject the Plan.
Specifically, the Debtor projects that the renovation of Eureka
will increase the Debtor's rental income from $2,000 per month for
Eureka in January and February 2025, to $7,300 in April and then
$11,600 per month beginning in May and going forward. The $9,600
mortgage payment could be lower, as the refinancing was obtained
under urgency created by Wilmington's efforts to foreclose the
property.
Nevertheless, once Eureka is fully renovated and fully rented, it
should be possible for the Debtor to obtain regular long-term
financing at lower interest rates in the future, thereby lowering
the payments and increasing the monthly net income even further. As
early as April 2025, the enhanced cash flow provided by the
completed Eureka renovations and the initial rental income will
help fund plan distributions to creditors.
A full-text copy of the Amended Plan dated February 19, 2025 is
available at https://urlcurt.com/u?l=AtJJN3 from PacerMonitor.com
at no charge.
Attorney for the Debtor:
Brad Fallon, Esq.
Fallon Law PC
1201 W. Peachtree St. NW, Suite 2625
Atlanta, GA 30309
Telephone: (404) 849-2199
Facsimile: (470) 994-0579
Email: brad@fallonbusinesslaw.com
About Residential Adversities
Residential Adversities, LLC is primarily engaged in leasing
buildings, dwellings, or other real estate property to others. The
Debtor owns three properties, all located in Georgia, having a
total appraised value of $2.95 million.
Residential Adversities sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 24-54366) on April
30, 2024, with $2,980,000 in assets and $1,182,056 in liabilities.
Lacey Murry-Bullock, member, signed the petition.
Judge Sage M. Sigler oversees the case.
Brad Fallon, Esq., at Fallon Law, PC, is the Debtor's bankruptcy
counsel.
ROBERT PAUL: Linda Gore Named Subchapter V Trustee
--------------------------------------------------
J. Thomas Corbett, the U.S. Bankruptcy Administrator for the
Northern District of Alabama, appointed Linda Gore as Subchapter V
trustee for Robert Paul Johnson Properties, LLC.
The Subchapter V trustee can be reached at:
Linda B. Gore
P.O. Box 1338
Gadsden, AL 35902
Telephone No. 256-546-9262
Email: linda@ch13gadsden.com
About Robert Paul Johnson Properties
Robert Paul Johnson Properties, LLC operates a real estate
investment business focused on owning, managing, and renting
residential properties. Its portfolio includes a single-family home
in Guntersville, five properties in Grant, and a residential rental
property in Madison, Ala.
Robert Paul Johnson Properties filed a petition under Chapter 11,
Subchapter V of the Bankruptcy Code (Bankr. N.D. Ala. Case No.
25-40242) on February 20, 2025, with $1,367,300 in assets and
$1,432,534 in liabilities. Robert Paul Johnson, president of Robert
Paul Johnson Properties, signed the petition.
Tameria S. Driskill, Esq., at Tameria S. Driskill, LLC represents
the Debtor as legal counsel.
ROCHESTER DIOCESE: Chapter 11 Plan Moves to Creditor Vote
---------------------------------------------------------
Rick Archer of Law360 reports that a New York bankruptcy judge on
Tuesday, March 4, 2025, approved a second vote on the Roman
Catholic Diocese of Rochester's Chapter 11 plan, potentially paving
the way for resolving the more than five-year-old case by July
2025.
About The Diocese of Rochester
The Diocese of Rochester in upstate New York provides support to 86
Roman catholic parishes across 12 counties in upstate New York. It
also operates a middle school, Siena Catholic Academy. The diocese
has 86 full-time employees and six part-time employees and provides
medical and dental benefits to an additional 68 retired priests and
two former priests.
The diocese generated $21.88 million of gross revenue for the
fiscal year ending June 30, 2019, compared with a gross revenue of
$24.25 million in fiscal year 2018.
The Diocese of Rochester filed for Chapter 11 bankruptcy protection
(Bankr. W.D.N.Y. Case No. 19-20905) on Sept. 12, 2019, amid a wave
of lawsuits over alleged sexual abuse of children. In the petition,
the diocese was estimated to have $50 million to $100 million in
assets and at least $100 million in liabilities.
Bond, Schoenec & King, PLLC and Bonadio & Co. serve as the
diocese's legal counsel and accountant, respectively. Stretto is
the claims and noticing agent.
The U.S. Trustee for Region 2 appointed an official committee of
unsecured creditors in the diocese's Chapter 11 case. Pachulski
Stang Ziehl & Jones, LLP and Berkeley Research Group, LLC serve as
the committee's legal counsel and financial advisor, respectively.
SABER AUTOMOTIVE: Seeks to Hire Penny M. Fox CPA as Accountant
--------------------------------------------------------------
Saber Automotive, LLC seeks approval from the U.S. Bankruptcy Court
for the Central District of California to employ Penny M. Fox CPA
as accountants.
The firm's services include:
a. preparation and submission of State and Federal Tax
preparation including prior years returns;
b. advise as needed for Tax Planning;
c. representation before the IRS for any tax matter; and
d. production of all reports required by the United States
Trustee for the individual Debtor and his businesses.
The firm's hourly rate for this matter is $450.
Penny M. Fox demonstrates she is a "disinterested person" as
defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Penny M. Fox, CPA
Penny M. Fox CPA
15615 Alton Pkwy #450
Irvine, CA 92618
Phone: (949) 271-6547
About Saber Automotive, LLC
Saber Automotive LLC is a limited liability company.
Saber Automotive LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. C.D. Cal. Case No. 24-13090) on December 2,
2024. In the petition filed by Fardis Rezvani, as managing member,
the Debtor reports total assets of $32,500 and total liabilities of
$1,347,548.
The Debtor is represented by Michael R. Totaro, Esq. at TOTARO &
SHANAHAN, LLP.
SAFE & GREEN: Issues $360K Note to Firstfire Global
---------------------------------------------------
Safe & Green Holdings Corp. disclosed in a Form 8-K Report filed
with the U.S. Securities and Exchange Commission that the Company
executed and issued a Promissory Note in favor of Firstfire Global
Opportunities Fund, LLC in the aggregate principal amount of
$360,000, and an accompanying Securities Purchase Agreement,
executed on February 12, 2025.
The Note was purchased by the Lender for a purchase price of
$300,000, representing an original issue discount of $60,000. The
Note shall bear interest at a rate of 15% per annum, with the
understanding that the first twelve months of interest under the
Note (equal to $54,000), shall be guaranteed and earned in full as
of the Issue Date. Any amount of Principal or interest due under
the Note which is not paid when due shall bear interest at 18% per
annum. The Note may not be prepaid in whole or in part except as
explicitly set forth in the Note.
The Lender will have the right, on any calendar day, at any time on
or after the Issue Date, to convert all or any portion of the
then-outstanding Principal and interest (including any Default
Interest) into fully paid and non-assessable shares of common
stock, par value $0.01 per share, of the Company. The per share
conversion price into which the Principal, interest (including any
Default Interest) shall be equal to $0.65, subject to adjustment as
provided in the Note. If at any time the Conversion Price for any
conversion would be less than the par value of the Common Stock,
then at the sole discretion of the Lender, the Conversion Price may
equal such par value for such conversion, and the conversion amount
shall be increased to include Additional Principal (where
"Additional Principal" means such additional amount to be added to
the conversion amount to the extent necessary to cause the number
of conversion shares issuable upon such conversion to equal the
same number of conversion shares as would have been issued if the
Conversion Price had not been adjusted by the Lender to the par
value price. The Lender shall be entitled to deduct $1,750 from the
conversion amount in each notice of conversion to cover Lender's
fees associated with each notice of conversion. The Note may not be
converted into shares of the Company's common stock if the
conversion would result in the Lender and its affiliates owning an
aggregate of in excess of 4.99% of the then-outstanding shares of
the Company's common stock.
In connection with the issuance of the Note and the SPA, the
Company will issue to the Lender common stock purchase warrants,
which shall be exercisable into 450,000 shares of Common Stock.
Among others, the following shall be considered events of default
under the Note:
* if the Company fails to pay the Principal Amount or interest
when due on the Note;
* the Company fails to issue conversion shares to the Lender
upon exercise by the Lender of the conversion rights under the
Note;
* or the Company breaches any covenant, agreement, or other
term or condition of the Note or the accompanying Securities
Purchase Agreement, Registration Rights Agreement, Irrevocable
Transfer Agent Instructions, or Warrants.
After an Event of Default, in addition to all other rights under
the Note, the Lender shall have the right to convert any portion of
the Note at any time at a price per share equal to the Alternate
Price. The "Alternate Price" shall mean the lesser of (i) the
applicable conversion price under the Note, (ii) the closing price
of the Common Stock on the date of the Event of Default, or (iii)
$0.52.
So long as the Company has any obligation under the Note, the
Company shall not, without the Lender's written consent: pay,
declare, or set apart for such payment, any dividend or other
distribution; redeem, repurchase, or otherwise acquire any shares
of capital stock the Company; repay any indebtedness of the
Company; or sell, lease, or otherwise dispose of any significant
portion of the Company's assets outside the ordinary course of
business.
A full-text copy of the Securities Purchase Agreement, dated
February 12, 2025, between Safe & Green and Firstfire Global is
available at:
https://tinyurl.com/39wnt3tn
About Safe & Green
Safe & Green Holdings Corp. is a modular solutions company
headquartered in Miami, Florida. The company specializes in the
development, design, and fabrication of modular structures,
focusing on safe and green solutions across various industries.
The Woodlands, Texas-based M&K CPAS, PLLC, the Company's auditor
since 2024, issued a "going concern" qualification in its report
dated May 7, 2024, citing that the Company experienced net losses
since inception, negative working capital, and negative cash flows
from operations, which raise substantial doubt about the Company's
ability to continue as a going concern.
Safe & Green Holdings reported net losses of $26,757,906 and
$7,089,242 for the fiscal years ended December 31, 2023, and 2022,
respectively. As of June 30, 2024, Safe & Green Holdings had
$20,928,509 in total assets, $25,717,784 in total liabilities, and
$4,789,275 in total stockholders' deficit.
SBB SHIPPING: Hires Daniel M. Tuzzio CPA LLC as Accountant
----------------------------------------------------------
SBB Shipping USA Inc. seeks approval from the U.S. Bankruptcy Court
for the District of New Jersey to hire Daniel M. Tuzzio, CPA, LLC
as accountant.
The professional services to be rendered by the firm are:
1. review clients accounting system monthly.
2. advise of and help client record recommended accounting
entries.
3. assist client with drafting the monthly required bankruptcy
filings.
The firm will be paid at these rates:
Daniel Tuzzio, CPA $300 per hour
Support Staff $150 per hour
The firm shall receive a $1,000 monthly retainer.
As disclosed in the court filings, Daniel M. Tuzzio, CPA, LLC is a
disinterested person under 11 U.S.C. Sec. 101(14).
The firm can be reached through:
Daniel M. Tuzzio, CPA
Daniel M. Tuzzio, CPA, LLC
16 E Madison Ave
Cresskill, NJ 07626
Phone: (201) 266-8502
About SBB Shipping USA
SBB Shipping USA Inc. offers JIT and tailor-made international
logistics and fulfillment services.
SBB filed Chapter 11 petition (Bankr. D.N.J. Case No. 24-22278) on
December 14, 2024, listing between $1 million and $10 million in
assets and between $10 million and $50 million in liabilities.
Batuhan Cakmak, president of SBB, signed the petition.
Judge Vincent F. Papalia handles the case.
The Debtor is represented by David Stevens, Esq., at Scura,
Wigfield, Heyer, Stevens & Cammarota, LLP.
SBB SHIPPING: Seeks to Hire Anthony Bianco as Special Counsel
-------------------------------------------------------------
SBB Shipping USA Inc. seeks approval from the U.S. Bankruptcy Court
for the District of New Jersey to hire Anthony Bianco, Esq. as
special counsel.
The firm will represent the Debtor in connection with an ongoing
matter, CnC Nail Products, LLC v. SBB Shipping USA, Inc., Docket
No.: BER-L-5267-24.
The firm will be paid at these rates:
Partners $400 per hour
Of Counsel $350 per hour
Associates $300 per hour
Paralegals $175 per hour
Anthony Bianco, Esq. assured the court that he is a disinterested
person under 11 U.S.C. Sec. 101(14).
The firm can be reached through:
Anthony Bianco, Esq.
777 Terrace Avenue, Suite 201
Hasbrouck Heights, NJ 07604
Tel: (201) 483-9333
About SBB Shipping USA
SBB Shipping USA Inc. offers JIT and tailor-made international
logistics and fulfillment services.
SBB filed Chapter 11 petition (Bankr. D.N.J. Case No. 24-22278) on
December 14, 2024, listing between $1 million and $10 million in
assets and between $10 million and $50 million in liabilities.
Batuhan Cakmak, president of SBB, signed the petition.
Judge Vincent F. Papalia handles the case.
The Debtor is represented by David Stevens, Esq., at Scura,
Wigfield, Heyer, Stevens & Cammarota, LLP.
SC HEALTHCARE: Petersen Disputes Vendor's Chapter 11 Fee Request
----------------------------------------------------------------
Vince Sullivan of Law360 reports that bankrupt skilled nursing
facility operator Petersen Health Care urged a Delaware bankruptcy
judge on Tuesday, March 4, 2025, to reduce a vendor's request for
legal fee reimbursement, arguing that the costs exceed the vendor's
$163,000 administrative expense claim against the debtor.
About Petersen Health Care Inc.
SC Healthcare Holding, LLC, et al., comprise one of the largest
nursing home operators in the United States and work in partnership
with physicians, skilled nurses, and other health care providers in
order to provide various healthcare and rehabilitation services for
elderly citizens in Illinois, Missouri, and Iowa.
SC Healthcare Holding, LLC, and its affiliates, including Petersen
Health Care, Inc., sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Lead Case No. 24-10443) on March
20, 2024. In the petition signed by David R. Campbell as authorized
signatory, SC Healthcare disclosed up to $100 million to $500
million in assets and $100 million to $500 million in liabilities.
Judge Hon. Thomas M Horan oversees the case.
Young Conaway Stargatt & Taylor, LLP, and Winston & Strawn LLP,
serve as the Debtors' legal counsel.
SHERWOOD HOSPITALITY: Taps Sussman Shank as Bankruptcy Counsel
--------------------------------------------------------------
Sherwood Hospitality Group LLC seeks approval from the U.S.
Bankruptcy Court for the District of Oregon to hire Sussman Shank
LLP as their general bankruptcy counsel.
The firm's services include providing the Debtors with advice on
their duties and responsibilities as debtors-in-possession,
preparing and filing schedules, defending motions for relief from
stay, analysis and objections to claims, formulation and approval
of a plan of reorganization, negotiations with creditors and other
parties in interest, and all other matters requiring legal
representation of the Debtors in these Chapter 11 cases.
Sussman Shank received a pre-petition retainer of $40,000 from
Devang Patel for benefit of DVKOCR Tigard, LLC.
Douglas Ricks, Esq., an attorney at Sussman Shank, disclosed in a
court filing that his firm is a "disinterested person" as defined
in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Thomas W. Stilley, Esq.
Douglas R. Ricks, Esq.
Sussman Shank, LLP
1000 SW Broadway, Suite 1400
Portland, OR 97205
Telephone: (503) 227-1111
Facsimile: (503) 248-0130
Email: tstilley@sussmanshank.com
dricks@sussmanshank.com
About Sherwood Hospitality Group LLC
Sherwood Hospitality Group LLC, d/b/a Hampton Inn Sherwood
Portland, operating as Hampton Inn Sherwood Portland, is a
hospitality company based in Sherwood, Oregon. The Company manages
a hotel offering amenities like free breakfast, free Wi-Fi, a
heated indoor pool, and a fitness center.
Sherwood Hospitality Group LLC sought relief under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. D. Or. Case No. 25-30484) on
February 17, 2025. In its petition, the Debtor reports estimated
assets between $1 million and $10 million and estimated liabilities
between $10 million and $50 million.
Honorable Bankruptcy Judge Peter C. Mckittrick handles the case.
The Debtor is represented by Douglas R. Ricks, Esq. at SUSSMAN
SHANK LLP.
SHOREVIEW HOLDING: Secured Party to Auction LLC Interests April 24
------------------------------------------------------------------
In accordance with applicable provisions of the Uniform Commercial
Code of the States of Delaware and Illinois, PMRP V Holdings LLC
("secured party") will sell at public auction all limited liability
interests held by (i) Shoreview Apartments LLC ("pledgor 1"), in
Shoreview Holding LLC ("pledged entity 1"), (ii) PLF Shoreview Mezz
LLC ("pledgor 2") in PLF Shoreview LLC ("pledged entity 2"), and
(iii) MDW Shoreview Mezz LLC ("pledgor 3"; and together with
Pledgor 1 and Pledgor 2, collectively "Pledgor"), in MDW Shoreview
LLC ("pledged entity 3"; and together with Pledged Entity 1 and
Pledged Entity 2), collectively "Pledged Entity")("Equity
Interests").
The Equity Interests secured pledgor's indebtedness owed to secured
party in the principal amount of $13.5 million plus unpaid
interest, attorneys' fees and other charges including the costs to
sell the equity interests ("debt").
The public auction sale will be held on April 24, 2025, at 1:00
p.m. (EST) by virtual bidding via Zoom via the following zoom
meeting link: https://bit.ly/ShoreviewUCC, meeting ID: 819 4471
0306, passcode: 727263 (or by telephone at +1 (646) 931-3860 (US),
using same meeting ID and passcode).
The public sale will be conducted by Rick Liven & Associates Inc.
At the public sale, secured party reserves the right to (i) credit
bid up to the amount of the Debtor; (ii) set minimum reserve prices
for the equity interests; (iii) reject bids, in whole or in part;
)iv) cancel or adjourn the public sale, in whole or in part; and
(v) establish the terms and conditions of the public sale.
Secured party's understanding, without making any representation or
warranty as to accuracy of completeness, is that the principal
assets of the pledged entity are located in Bradenton, Florida
commonly known as "Shoreview Apartments", a multifamily apartment
complex with an approximate 216 units and related amenities.
Parties interested in bidding on the equity interests must contact
the secured party's broker, Newmark via email at
john.daniels@nmrk.com.
SIYATA MOBILE: Partners With IP Access for SD7 Device Distribution
------------------------------------------------------------------
Siyata Mobile Inc. announced a new distribution agreement with IP
Access International, a leading provider of reliable communication
solutions for organizations operating in challenging environments.
Through this partnership, IP Access International will offer
Siyata's SD7 rugged PoC devices and accessories to its extensive
customer base, which includes fire departments, mining operations,
oil and energy companies, utilities, and other industries that
require robust, mission-critical communication solutions in remote
areas. Siyata's SD7 devices will integrate seamlessly with IP
Access International's SuperGIG™ solution, delivering
unparalleled connectivity by combining major cellular carriers,
OneWeb and Starlink LEO constellations, and a GEO satellite backup
into a single, resilient network.
IP Access International specializes in delivering seamless
connectivity by combining satellite, cellular, and Wi-Fi
technologies to create a reliable coverage network -- a
'connectivity bubble' -- for customers operating in the most
challenging locations. By incorporating Siyata's SD7 devices into
the SuperGIG™ ecosystem, end users will benefit from
uninterrupted push-to-talk capabilities, ensuring communication
remains clear and accessible even in areas where traditional
networks fall short.
Marc Seelenfreund, CEO of Siyata Mobile, commented, "We are
thrilled to partner with IP Access International, as their
customers align perfectly with Siyata's target market. Their
expertise in providing unique communication solutions to
organizations operating in challenging or remote areas makes them
an ideal distributor for our SD7 devices."
Bryan Hill, CEO of IP Access International, added, "We are excited
to add Siyata's SD7 devices to our portfolio. Many of our customers
operate in mission-critical environments where reliable
communication is essential, and Siyata's technology is a strong
complement to our SuperGIG™ connectivity solution. With the
combination of Siyata's rugged push-to-talk devices and
SuperGIG™'s always-on, multi-network connectivity powered by
OneWeb and Starlink LEO constellations with a GEO backup, we're
providing first responders and enterprise users with an unmatched
communication experience, no matter where they are."
About Siyata Mobile
British Columbia, Canada-based Siyata Mobile Inc. is a B2B global
developer and vendor of next-generation Push-To-Talk over Cellular
handsets and accessories. Its portfolio of rugged PTT handsets and
accessories enables first responders and enterprise workers to
instantly communicate over a nationwide cellular network of choice,
to increase situational awareness and save lives. Police, fire,
and ambulance organizations as well as schools, utilities, security
companies, hospitals, waste management companies, resorts and many
other organizations use Siyata PTT handsets and accessories.
Jerusalem, Israel-based Barzily and Co., CPA's, the Company's
auditor since 2023, issued a "going concern" qualification in its
report dated April 3, 2024, citing that the Company has suffered
recurring losses from operations, high accumulated losses,
outstanding bank loan and an outstanding balance in respect of the
sale of future receipts, that raise substantial doubt about its
ability to continue as a going concern.
The Company incurred a net loss for the year ended Dec. 31, 2023 of
$12,931,794 as compared to a net loss of $15,299,251 in the prior
year.
SOPHIA HOSPITALITY: Voluntary Chapter 11 Case Summary
-----------------------------------------------------
Debtor: Sophia Hospitality, LLC
4909 Oakton Street
Skokie, IL 60077
Chapter 11 Petition Date: March 5, 2025
Court: United States Bankruptcy Court
Northern District of Illinois
Case No.: 25-03361
Judge: Hon. David D Cleary
Debtor's Counsel: Penelope Bach, Esq.
BACH LAW OFFICES
P.O. Box 1285
Northbrook, IL 60065
Tel: (847) 564-0808x216
Fax: (847) 564-0985
Email: pnbach@bachoffices.com
Estimated Assets: $10 million to $50 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Amin Amdani as member.
The Debtor failed to include in the petition a list of its 20
largest unsecured creditors.
A full-text copy of the petition is available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/G6X5ZUI/Sophia_Hospitality_LLC__ilnbke-25-03361__0001.0.pdf?mcid=tGE4TAMA
SOTIRIOS PAPPAS: Court Narrows Claims in Pnevmatikos Lawsuit
------------------------------------------------------------
Judge David D. Cleary of the United States Bankruptcy Court for the
Northern District of Illinois ruled on the motion filed by Sotirios
Pappas to dismiss the case captioned Konstantinos Pnevmatikos,
Plaintiff, v. Sotirios Pappas, Defendant, Adv. No. 23 A 387 (Bankr.
N.D. Ill.).
Plaintiff Konstantinos Pnevmatikos filed a six-count complaint
against Defendant Sotirios Pappas, seeking a finding that a debt
owed by Defendant to Plaintiff is nondischargeable under sections
523(a)(2), (4), (6), and an order denying Defendant a discharge in
his underlying bankruptcy case under section 727 (a)(5). Defendant
filed a motion to dismiss the complaint under Fed. R. Civ. P.
12(b)(6), asserting that the Complaint should be dismissed with
prejudice because Plaintiff failed to state a claim for relief.
The Court finds that the Complaint fails to state a claim for which
relief can be granted. Accordingly, the Motion is:
1) denied on the bases that Plaintiff's causes of action are not
time-barred; and
2) granted as to counts I – VI for failure to state a claim.
Plaintiff is a creditor of Debtor
Plaintiff and at least two other individuals were induced by
Defendant falsely representing himself as an accredited broker with
legitimate securities firms who would guarantee high returns from
his specialized knowledge. Defendant would provide investors with
personal checks, which were purportedly meant to secure the
victims' investments.
In 2002, Plaintiff gave Defendant amounts totaling EUR688,1602 to
invest in the derivative market on the Athens Stock Exchange.
Defendant wrote at least three checks to Plaintiff for the total
amount Plaintiff had invested. Plaintiff attempted to cash the
three checks, but the checks were not cashed due to a lack of funds
in the corresponding bank accounts.
In 2003, Plaintiff obtained three judgments in Greek courts against
Defendant: first, EUR 38,160, plus costs of EUR 170.95 and
interest; second, EUR 350,000, plus costs of EUR 10,714.59 and
interest; and third, EUR 300,000, plus costs of EUR 5,863.90 and
interest. The amounts total EUR688,460 plus costs. Defendant
appealed all three judgments in Greek courts. In 2006, a Greek
appellate court affirmed all three judgments. Defendant appealed
again, and, in 2008, the judgments were affirmed again. There is,
allegedly, no evidence Defendant ever invested any of Plaintiff's
funds.
Count VI
Defendant argues the Complaint fails to allege all elements of an
action under section 727(a)(5), which is Count VI of the Complaint.
Section 727(a)(5) prevents a debtor from receiving a discharge if
the debtor has failed to explain satisfactorily, before
determination of denial of discharge under this paragraph, any loss
of assets or deficiency of assets to meet the debtor's
liabilities.
The Court finds it unclear from the allegations whether the amounts
are substantial, identifiable, whether the Defendant ever owned
these funds, or what interest the Defendant would have been
expected to have had at the Petition date. It is impossible to
tell from the Complaint what numerous items of property of the
debtor that Plaintiff is referring to. In the context of a section
727(a)(5) action that is particularly problematic due to
burden shifting to the Defendant to explain the loss. The Defendant
will be unable to provide records and an explanation for the loss
of unknown and unexplained property. The Defendant injuring the
Plaintiff does not equate to a failure to explain the loss of the
Debtor's assets available to the creditors. Therefore, Count VI
must be dismissed.
Defendant argues that Counts I-V of the Complaint lack the
necessary particularity for alleging fraud as required by Fed. R.
Civ. P. 9(b).
Count I
In Count I, Plaintiff claims false representations by the Defendant
establish his claim. The Complaint asserts that Defendant made two
false representations.
The Court finds the Complaint is unclear on whether the investment
would continue after that date, whether the profits would be
reinvested or also repaid on that date, or whether the repayment
was something else. It is impossible to know from the facts
alleged whether Defendant simply made a promise to pay or whether
he made a false representation upon which Plaintiff justifiably
relied.
Count II
Actual fraud is the basis for Count II.
According to the Court, the number of unanswered material questions
underscore the insufficiency of the Complaint in pleading fraud.
Not only do these questions make it difficult to determine whether
there was deceit, artifice, trick, or design in this case, they
also clash with the particularity requirements of Fed. R. Civ. P.
9(b). The lack of specificity is fatal. For these reasons, Count II
must be dismissed.
Count III
To plead a claim for relief under Sec. 523(a)(4) based on
embezzlement, a creditor must plausibly allege that:
(1) the debtor appropriated funds or property for his or her own
benefit; and
(2) the debtor did so with fraudulent intent or deceit.
Although fraudulent intent is a required element, it need not be
pleaded with particularity. The Court finds it is not clear from
the Complaint that the debt was obtained through fraudulent intent
or deceit. Based on the Complaint, the debt appears to be from an
investment scheme that failed where the Defendant had promised
success. Accordingly, Count III must be dismissed.
Count IV
To state a claim under section 523(a)(4), a creditor must allege:
(1) that the debtor acted as a fiduciary to the creditor when
the debt was created, and
(2) that the debt was caused by fraud or defalcation.
Plaintiff alleges a fiduciary relationship between himself and the
Defendant, that of investee and investor. Plaintiff, in the
Complaint, concludes that previously alleged fraud satisfies the
second element, however, he has failed to properly plead fraud.
Likewise, he has failed to plead defalcation in that he failed to
allege that Defendant had a culpable state of mind such that it
amounts to defalcation. Therefore, Count IV must be dismissed.
Count V
Section 523(a)(6) excepts from discharge any debt for willful or
malicious injury by the debtor to another entity or to the property
of another entity.
The Court finds it is not clear that the debt was created by any
willful or malicious means. Like the counts before it, Count V
needs additional allegations to state a claim.
Accordingly, Count V must be dismissed.
A copy of the Court's decision is available at
http://urlcurt.com/u?l=s551oXfrom PacerMonitor.com.
Sotirios Pappas sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Ill. Case No. 23 B 08488).
Judge David D. Cleary oversees the case.
SPEARMAN AEROSPACE: Hires Echo Park Legal APC as Counsel
--------------------------------------------------------
Spearman Aerospace, Inc. seeks approval from the U.S. Bankruptcy
Court for the Central District of California to employ Echo Park
Legal, APC as its bankruptcy counsel.
a. advise the Debtor pertaining to its power and duties as
debtor-in-possession and the administration of its bankruptcy
estate;
b. prepare motions, applications, answers, orders, memoranda,
reports, and papers in connection with the administration of its
estate;
c. provide legal services with respect to formulating and
negotiating a plan for reorganization with creditors and other
legal services;
d. provide legal services with respect to soliciting and
obtaining financing and /or exit financing and all necessary
approvals for the use of cash collateral during the pendency of the
case;
e. appear before the court in which matters may be heard, and
protect the interests of the Debtor and the estate;
f. investigate and prosecute preference, fraudulent transfer,
and other actions arising under the Debtor's avoidance powers; and
g. provide such other advice and services.
The firm received a pre-petition retainer in the amount of
$26,750.
M. Douglas Flahaut, the firm's principal and main attorney to
handle the Chapter 11 case will be paid at the hourly rate of
$680.
M. Douglas Flahaut, Esq., founding partner of Echo Park Legal,
assured the court that his firm is a "disinterested person" within
the meaning of 11 U.S.C. 101(14).
The firm can be reached through:
M. Douglas Flahaut, Esq.
Echo Park Legal, APC
1542 Duane St
Los Angeles, CA 90026-1834
Tel: (310) 709-0658
Email: df@echoparklegal.com
About Spearman Aerospace, Inc.
Spearman Aerospace Inc. manufactures high-precision components for
the aerospace industry, specializing in parts for landing gear
assemblies, door pivots, and gearboxes. It utilizes advanced CNC
technology to produce these components for satellite or space
applications and other aerospace needs.
Spearman Aerospace filed Chapter 11 petition (Bankr. C.D. Calif.
Case No. 25-10917) on February 6, 2025, listing between $1 million
and $10 million in both assets and liabilities.
Judge Deborah J. Saltzman handles the case.
The Debtor is represented by M. Douglas Flahaut, Esq., at Echo Park
Legal, APC.
SSM INDUSTRIES: Seeks to Hire Stephen D. Anderson as Accountant
---------------------------------------------------------------
SSM Industries, Inc. seeks approval from the U.S. Bankruptcy Court
for the Eastern District of Tennessee to hire Stephen D. Anderson
as CPA.
The firm will provide accounting services, including preparation of
required federal and state tax returns.
Mr. Anderson will be paid $150 per hour for his services.
Mr. Anderson assured the court that he is a "disinterested person"
within the meaning of 11 U.S.C. 101(14).
The firm can be reached through:
Stephen D. Anderson, CPA
P.O. Box 23645
Chattanooga, TN 37422
Tel: (423) 266-4466
About SSM Industries
SSM Industries, Inc., a company in Spring City, Tenn., filed
Chapter 11 petition (Bankr. E.D. Tenn. Case No. 24-31617) on Sept.
16, 2024, with $1 million to $10 million in both assets and
liabilities.
Judge Suzanne H. Bauknight oversees the case.
Maurice K. Guinn, Esq., at Gentry Tipton & McLemore, P.C. is the
Debtor's legal counsel.
STEVEN ALLEN WOODRUM: Court Narrows Claims in Farm Credit Lawsuit
-----------------------------------------------------------------
Judge Mary P. Gorman of the United States Bankruptcy Court for the
Central District of Illinois entered a judgment in favor of Farm
Credit Services of America, PCA on Count II of its amended
complaint in the case captioned as FARM CREDIT SERVICES OF AMERICA,
PCA, Plaintiff, v. STEVEN ALLEN WOODRUM, Defendant, Adv. No.
23-07036 (Bankr. C.D. Ill.).
Before the Court after trial is an amended complaint to determine
the dischargeability of debts owed by the Debtor to Farm Credit
Services of America, PCA.
Steven Allen Woodrum, acting pro se, filed a voluntary
Chapter 11 Subchapter V petition on July 20, 2023. On the petition,
the Debtor reported being engaged in business as a farmer under the
name Flying S Farms. When the Debtor failed to file various
required documents, the United States Trustee filed a motion to
dismiss the case. The Debtor thereafter began filing the required
schedules and statements, and an attorney filed an application to
be employed as counsel for the Debtor. The application was
conditioned on the Court approving payment terms that included a
$30,000 post-petition retainer. Creditor Prairieland FS, Inc.,
filed an objection to the application, claiming to have a state
court citation lien on the funds proposed to be used for payment of
the retainer. The Court denied the application to employ citing
concerns about overruling a prior state court order.
The UST's motion to dismiss was continued several times while the
Debtor progressed with filing required documents before it was
ultimately withdrawn. Among the documents filed by the Debtor were
schedules of secured and unsecured creditors. Relevant here, the
Debtor scheduled Farm Credit Services as an unsecured creditor with
a claim of nearly $600,000 that the Debtor marked as contingent,
unliquidated, and disputed. Prairieland, the only creditor
scheduled as secured, was listed as being owed a disputed $4.5
million partially secured by real estate, farm equipment, and
products. The Debtor also filed a Chapter 11 plan of
reorganization, which drew several objections. Confirmation
of that plan was denied, and the Debtor was given an opportunity to
file a first amended plan. Before an amended plan was filed,
Prairieland sought and obtained relief from the automatic stay as
to the Debtor's residence and his interest in roughly 40 acres of
farmland. The Debtor then filed a motion to convert his case to
Chapter 7, which was granted.
Prior to the case being converted, Farm Credit timely filed a
three-count complaint to determine dischargeability of debt. At a
pretrial status conference, the Court expressed concern about the
viability of one count brought under Sec. 523(a)(2)(A) to except
from discharge debt obtained by fraud in light of the Supreme
Court's decision in Lamar, Archer & Cofrin, LLP v. Appling, 584
U.S. 709 (2018). Farm Credit thereafter was granted leave to file
an amended complaint to remove the Sec. 523(a)(2)(A) count and
generally tighten up the allegations of the remaining counts.
The Amended Complaint consisted of two counts. Count I sought a
determination that the debts owed to it be excepted from the
Debtor's discharge under Sec. 523(a)(6) for willful and malicious
injury by the Debtor. Count II sought a determination that the
debts be excepted from discharge under Sec. 523(a)(2)(B) as
obtained using false statements in writing respecting the Debtor's
financial condition. Both counts were based on the same set of
allegations involving two loans made by Farm Credit to the Debtor
pursuant to agreements dated Jan. 11, 2018, and Feb. 27, 2019.
According to Farm Credit, the loans were obtained using materially
false written statements regarding the existence and value of farm
equipment that was to secure the debts. Farm Credit further
contended that, in creating and delivering the falsified documents
upon which Farm Credit relied in extending financing, the Debtor
willfully and maliciously
injured Farm Credit and its property, namely the loaned funds.
After an unsuccessful motion to dismiss, the Debtor answered the
Amended Complaint. The Debtor admitted that he was indebted to Farm
Credit under the January 2018 and February 2019 loan agreements,
but he disputed the amount of the debts and denied responsibility
for the information and documents submitted to Farm Credit in
connection with the loans. Instead, he blamed the Prairieland
employee that helped him apply for and obtain financing through
Farm Credit.
Farm Credit asserts that the debts owed to it by the Debtor on two
separate loans should be excepted from the Debtor's discharge for
two reasons:
(1) because the debts were for loans obtained by use of
statements in writing that were materially false, respecting the
Debtor's financial condition, and reasonably relied on by Farm
Credit; and
(2) because the debts were incurred due to willful and malicious
injury caused by the Debtor to Farm Credit's property.
Judge Gorman holds, "The Debtor made false statements relating to
his financial condition in several documents that he used to obtain
a loan from Farm Credit in January 2018. He made those statements
or caused them to be made with intent to deceive Farm Credit, and
Farm Credit reasonably relied on the Debtor's statements in making
the January 2018 loan. The resulting debt therefore will be
excepted from the Debtor's discharge. Farm Credit, however, failed
to establish a connection between the Debtor's false statements and
the February 2019 loan, and it failed to establish that either loan
debt was incurred due to
willful and malicious injury caused by the Debtor. Judgment will
therefore be entered in favor of Farm Credit on Count II only to
the extent of the January 2018 loan debt and in favor of the Debtor
in all other respects."
A copy of the Court's decision is available at
http://urlcurt.com/u?l=6HAyxAfrom PacerMonitor.com.
Steven Allen Woodrum filed a petition under Chapter 11, Subchapter
V of the Bankruptcy Code (Bankr. C.D. Ill. Case No. 23-70583) on
July 20, 2023. The case was converted to Chapter 7.
SVP SINGER: S&P Assigns 'CCC+' Issuer Credit Rating, Outlook Stable
-------------------------------------------------------------------
S&P Global Ratings assigned its 'CCC+' issuer credit rating to SVP
Singer Intermediate Holdings III LLC (dba SVP Worldwide).
S&P said, "We also assigned our 'B' issue-level rating and '1'
recovery rating to the company's first-out term loan and our 'CCC'
issue-level rating and '5' recovery rating to the company's
second-out term loan.
"The stable outlook reflects our expectation the company has
sufficient liquidity to fund expected free operating cash flow
(FOCF) deficits over the next year given its cash and ABL
availability, and we do not expect it to face a default within the
next 12 months.
"While the recapitalization transaction has improved SVP's
financial flexibility, our rating reflects our view that the
sustainability of its new capital structure is highly dependent on
favorable business, economic, and financial conditions, including
the roll off of significant restructuring-related costs. As part of
the transaction on Dec. 31, 2024, SVP's gross reported debt was
reduced by nearly $500 million. Pro forma for the transaction, the
company's capital structure primarily comprises a $30.3 million
first out term loan, an $87 million second out term loan, and a $70
million ABL facility, maturing in 2029. We estimate pro forma S&P
Global Ratings-adjusted debt to EBITDA (which includes many
adjustments implying weak earnings quality) close to 7.0x compared
with 15x at end of fiscal 2023. Additionally, the company's term
loans are covenant-lite and are not subject to annual mandatory
amortization requirements. Furthermore, SVP can elect for partial
PIK interest payments in 2025 and 2026 on its second out term
loan—under our base case, we assume the company will elect to PIK
interest.
"While we view these developments as credit positives for lenders
going forward and accretive to SVP's overall financial flexibility,
the operating environment remains difficult. We estimate revenues
grew about 2% in 2024, after declining 30% in 2022 and 11% in 2023,
which we believe is a sign of stabilization following the
COVID-related demand boom and bust. That said, we note the
discretionary nature of SVP's products makes it susceptible to
general economic conditions and consumer spending levels especially
if inflation remains elevated and rates remain higher for longer,
exacerbated by its relatively small scale and scope in the niche
household sewing industry. Furthermore, the company expects to
incur additional restructuring costs in 2025 and 2026, although
down from 2024, which we expect will weigh on FOCF, resulting in
FOCF deficits in 2025 and 2026, even after considering $5 million
of annual cash interest savings on the second-out term loan.
"Furthermore, we believe the recently announced U.S. tariffs could
negatively affect SVP's operating performance. The company's
manufacturing operations are concentrated in Asia, with a
significant portion of its premium sewing machines produced in
China. We note that compared to 2021, this risk has been reduced
since the company shifted most of its in-house and third-party
manufacturing production bases to Vietnam over the past two to
three years, including the acquisition of Vietnam-based Jaguar
International Corp. in 2022. Nevertheless, the imposition of
tariffs could also lead to higher raw material costs, which could
significantly impact SVP given its high commodity exposure
(primarily steel and resin).
"We assess the company's liquidity as less than adequate. Pro forma
for the transaction, we estimate SVP has total liquidity of about
$72.5 million, including about $62.3 million under its ABL without
springing the 1x fixed-charge coverage ratio covenant and about
$10.3 million of cash that is not collateralized for the ABL as of
Dec. 31, 2024. We forecast SVP will generate FOCF deficits of about
$10 million in 2025 and $8 million in 2026, due to weak operating
conditions and high cash restructuring expenses. Although the
recapitalization transaction will allow the company to meet its
financial commitments over the next 12 to 18 months, in our view,
SVP is still vulnerable to high execution risk, cash deficits, and
inability to absorb high-impact, low-probability events.
"The stable outlook reflects our expectation the company has
sufficient liquidity to fund expected FOCF deficits over the next
year given its cash balance and ABL availability, and we do not
expect it to face a default over the next 12 months."
S&P could lower its rating on SVP Worldwide if it envisions a
default scenario within the subsequent 12 months. This could occur
if:
-- The company is unable to stabilize revenue and earnings,
resulting in greater-than-expected FOCF deficits, leaving it unable
to meet its financial obligations; and/or
-- There is a substantial weakening of economic conditions and
consumer discretionary spending; or
-- SVP is unable to offset higher import tariffs and potentially
elevated commodity prices; or
-- Intensified competition causes the company to lose customers
and market share.
S&P could raise the ratings if SVP can stabilize its EBITDA base
with the roll-off of one-time charges and the company:
-- Generates consistently positive FOCF; and
-- Maintains EBITDA interest coverage comfortably above 1.5x.
TELEFONICA DEL PERU: Creditors Hire Houlihan Lokey, CMS Grau
------------------------------------------------------------
Irene García Perez of Bloomberg News reports that a group of
Telefonica del Peru creditors has hired investment bank Houlihan
Lokey Inc. and law firm CMS Grau to advise them after the company
initiated insolvency proceedings in Peru, according to sources
familiar with the matter.
Representatives for CMS and Houlihan Lokey declined to comment,
while Telefónica del Perú did not respond to a request for
comment, the report states.
The company filed for insolvency earlier this month after failing
to secure a buyer for the business, according to Bloomberg News.
About Telefonica del Peru
Telefonica del Peru is a Spanish telecommunications company.
Telefonica del Peru sought relief under Chapter 15 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Case No. 25-90022) on February
26, 2025.
Honorable Bankruptcy Judge Alfredo R. Perez handles the case.
Foreign Representative is Timothy O'Connor and is represented by
Charles R. Koster, Esq., at WHITE & CASE LLP, in Houston, Texas.
TETRAD ENTERPRISES: Seeks Chapter 11 Bankruptcy in Puerto Rico
--------------------------------------------------------------
On February 28, 2025, TETRAD Enterprises LLC filed Chapter 11
protection in the U.S. Bankruptcy Court for the District of Puerto
Rico. According to court filing, the Debtor reports between $10
billion and $50 billion in debt owed to 1 and 49 creditors. The
petition states funds will be available to unsecured creditors.
About TETRAD Enterprises LLC
TETRAD Enterprises LLC is a conglomerate project development firm
specializing in large-scale utility projects. The company offers
Hydraflo pumps, which are hydraulically-driven, large-volume
submersible water pumps designed for rapid setup and heavy-duty
performance across various applications, including emergency
pumping, flood control, stormwater drainage, dewatering, and
agricultural irrigation.
TETRAD Enterprises LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D.P.R. Case No. 25-00895) on February 28,
2025. In its petition, the Debtor reports estimated assets and
liabilities between $10 billion and $50 billion each.
The Debtor is represented by:
Wallace Vazquez Sanabria, Esq.
WVS LAW LLC
17 Mexico Street, Suite D-1
San Juan PR 00917-2202
Tel: 787-756-5730
Email: wvslawllc@gmail.com
TOP FLIGHT: Michael Carmel Named Subchapter V Trustee
-----------------------------------------------------
The U.S. Trustee for Region 14 appointed Michael Carmel of Michael
W. Carmel, Ltd. as Subchapter V trustee for Top Flight Transport,
LLC.
Mr. Carmel will be paid an hourly fee of $550 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Carmel declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Michael W. Carmel
Michael W. Carmel, Ltd.
80 E. Columbus Ave
Phoenix, AZ 85012-4965
Phone: 602-264-4965
Fax: 602-277-0144
Email: michael@mcarmellaw.com
About Top Flight Transport
Top Flight Transport, LLC operates in the transportation sector. It
is based in El Mirage, Ariz.
Top Flight Transport filed a petition under Chapter 11, Subchapter
V of the Bankruptcy Code (Bankr. D. Ariz. Case No. 25-01440) on
February 21, 2025, listing between $500,000 and $1 million in both
assets and liabilities.
Judge Madeleine C. Wanslee handles the case.
The Debtor is represented by:
James F. Kahn, Esq.
Kahn & Ahart, PLLC
Bankruptcy Legal Center
301 E. Bethany Home Road, Suite C-195
Phoenix, AZ 85012-1266
Tel: 602-266-1717
TROPICANA BRANDS: Considers Options for Increasing Funds
--------------------------------------------------------
Steven Church of Bloomberg News reports that Tropicana Brands
Group, facing liquidity challenges amid weak juice sales, is
weighing competing cash infusion offers from new lenders and
existing debt holders, according to sources familiar with the
matter.
Among the proposals is a loan offer from TPG Angelo Gordon, the
sources said, asking not to be identified as the talks are
private.
About Tropicana Brands Group
Tropicana Brands Group produces fruit juices, smoothies and other
beverages based in Chicago, Illinois.
VESTA ENERGY: S&P Withdraws 'B-' Issuer Credit Rating
-----------------------------------------------------
S&P Global Ratings withdrew all its ratings on Vesta Energy Ltd.,
including the 'B-' issuer credit rating, following the completion
of the company's acquisition by Parallax Energy L.P. (not rated)
and the subsequent repayment of its rated debt. At the time of the
withdrawal, our outlook on Vesta was stable.
VIAVI SOLUTIONS: S&P Places 'BB' ICR on CreditWatch Negative
------------------------------------------------------------
S&P Global Ratings placed all its ratings, including its 'BB'
issuer credit rating on Viavi Solutions Inc., on CreditWatch with
negative implications.
S&P expects to resolve the CreditWatch placement when have
sufficient information to conclude the review, likely upon
transaction close, which is expected for the second quarter of 2025
(the fourth quarter of fiscal 2025). The CreditWatch placement
reflects the high likelihood of a rating downgrade of up to two
notches.
Viavi Solutions Inc. announced it has entered into a definitive
agreement to acquire Spirent Communications plc's high-speed
ethernet and network security business lines from Keysight
Technologies Inc.
S&P said, "While we view Spirent's high-speed ethernet and network
security offerings as complementary to Viavi's base business and
expect the asset acquisition to be modestly margin accretive, we
project the incremental debt raised to finance the acquisition will
likely keep leverage above our downside trigger of 4x over two
years post close. Management expects the acquisition will add $180
million in annual revenue in the first 12 months post close, and we
expect the ethernet test and security assets' higher-margin profile
will support slight margin improvement starting fiscal 2026.
However, we anticipate the earnings generated from the acquired
assets will be insufficient to offset the incremental leverage
impact from the acquisition.
"Management plans to finance the asset acquisition through the
issuance of a $425 million term loan B. The proposed debt raises
our base-case leverage expectation for fiscal 2025 by nearly 2x,
and we now forecast leverage will remain above 4x through fiscals
2026 and 2027 despite the backdrop of the improving demand
environment. On a pro forma basis, we forecast S&P Global
Ratings-adjusted leverage of 6.4x at the end of fiscal 2025, or net
leverage of about 4.8x. A further upsize of the term loan B, which
the company highlighted as a possibility to support general
corporate purposes, may result in even higher leverage and S&P
Global Ratings-adjusted debt to EBITDA remaining above the 4x
target for longer."
The proposed debt raise to fund the ethernet and networking asset
acquisition will further reduce Viavi's cash cushion to absorb
potential business volatility. The company has held substantial
cash balances well above annual free operating cash flow (FOCF)
generation historically. S&P said, "While we do not net cash from
our adjusted credit metrics, the excess liquidity is a positive
credit consideration. Though we previously expected leverage to be
somewhat elevated at the end of fiscal 2025 at about 4.5x--which
considers the $175 million contingent consideration related to the
Inertial Labs acquisition closed in January 2025 as debt--Viavi's
solid cash balance was an offset, providing an approximately 1.9x
cash cushion. The proposed Spirent asset acquisition from Keysight
will reduce it meaningfully; however, we expect Viavi will
gradually restore some headroom through FOCF generation over the
next one to two years barring further larger-scale mergers and
acquisitions (M&A) or increased share repurchases."
S&P said, "While Viavi has been acquisitive in the past 24 months,
we believe it is unlikely it will pursue larger, transformative
acquisitions. We anticipate future M&A activity will be tuck-in in
nature and be completed to expand its capabilities and scale
offerings in adjacent markets. We also believe following the close
of the proposed acquisition of the Spirent assets, Viavi's deal
activity will likely consist of smaller tuck-in acquisitions given
industry consolidation over the years. We expect future
acquisitions will more closely resemble the size and financing
framework of the company's recently completed Inertial Labs
acquisition. While Viavi may fund future acquisitions using debt,
we expect it will uphold financial policies that include
substantial cash holdings and moderate leverage levels.
"The negative CreditWatch placement reflects the likelihood of up
to a two-notch downgrade on all of Viavi's ratings over the next
few months. It considers our expectation that the company's S&P
Global Ratings-adjusted debt to EBITDA will increase to 6.4x
initially following its acquisition of Spirent's network and
security assets and remain above 4x two years post close. While the
incremental revenues from the integrated Spirent assets and the
improving demand environment will support earnings growth over the
next 12 months, the higher debt balance will weigh on Viavi's
credit metrics and deteriorate the cash cushion we previously
forecasted at the current rating. We will review the combined
company's strategy and ultimate capital structure following
transaction close. If the acquisition does not close, we will
reassess the stand-alone company's credit profile."
VISTA PARTNERS: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Vista Partners, Inc.
d/b/a Petersen - Arne
d/b/a PA Distribution
d/b/a Accent Design
d/b/a Leisure Arts
d/b/a Newood MFG.
4310 W. Fifth Avenue
Eugene, OR 97402-5320
Business Description: Vista Partners, doing business as PA
Distribution, provides a comprehensive
multi-service solution for the sewing and
crafting industry's distribution, shipping,
and fulfillment needs. Founded in 1959,
the Company is the only major craft
distributor on the West Coast, perfectly
positioned to distribute product originating
from a global market to a wide variety of
retailers. Offering a diverse selection of
products, PA Distribution covers everything
from essential creative supplies to trending
seasonal and holiday items. The Company's
services are tailored to meet the unique
demands of the crafting and sewing industry,
ensuring reliable inventory management and
supply chain solutions.
Chapter 11 Petition Date: March 5, 2025
Court: United States Bankruptcy Court
District of Oregon
Case No.: 25-60597
Judge: Hon. Thomas M Renn
Debtor's Counsel: Joseph A.G. Sakay, Esq.
BUCHALTER, A PROFESSIONAL CORPORATION
805 SW Broadway
Suite 1500
Portland, OR 97205
Tel: (503) 226-1191
Fax: (503) 226-0079
E-mail: jsakay@buchalter.com
Total Assets: $35,932,947
Total Liabilities: $3,651,251
The petition was signed by Cynthia L. Morris as president and CEO.
A full-text copy of the petition, which includes a list of the
Debtor's 20 largest unsecured creditors, is available for free on
PacerMonitor at:
https://www.pacermonitor.com/view/OUT723Y/Vista_Partners_Inc__orbke-25-60597__0001.0.pdf?mcid=tGE4TAMA
List of Debtor's 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. 1010 Printing Accounts Payable $20,887
International Ltd
No11/F E Wing, Neo Center
123 Hoi Bun Road
Kwun Tong
Hong Kong
2. American Express Credit Card $181,677
PO Box 60189
City Of Industry, CA
91716-0189
3. Columbia Corrugated Box Accounts Payable $36,914
12777 SW
Tualatin-Sherwood Rd.
Tualatin, OR
97062-8051
4. Crafter's Companion Accounts Payable $20,313
3959 Temescal
Canyon Road
Corona, CA 92883
5. Federal Express Accounts Payable $14,626
PO Box 7221
Pasadena, CA 91109
6. French Paper Co Accounts Payable $84,216
PO Box 933334
Cleveland, OH 44193
7. Hardwoods Accounts Payable $26,796
Specialty Products US LP
2700 Lind Ave SW,
Suite 100
Renton, WA 98057
8. Hudson Printing Accounts Payable $15,488
241 West 1700 South
Salt Lake City, UT 84115
9. JPMorgan Chase Credit Card $19,063
Card Services
PO Box 94014
Palatine, IL
60094-4014
10. JPMorgan Chase Credit Card $17,058
Card Services
PO Box 94014
Palatine, IL
60094-4014
11. JPMorgan Chase Credit Card $72,577
Card Services
PO Box 94014
Palatine, IL
60094-4014
12. Kaiser Permanente Employee $32,891
PO BOX 34178 Benefits
Seattle, WA
98124-1178
13. Lane County Tax Collector Property Taxes $38,155
125 E 8th Ave.
Eugene, OR 97401
14. Michael Dipirro Claim Regarding $39,500
c/o David R. Bush Prop 65 Violation
321 S Main St., Ste. 502
Sebastopol, CA
95472-4208
15. Ningbo Jiangbei Accounts Payable $241,710
Gogo Knitting
777 Lane Qingfeng,
#50
Cichengo Ningbo
Ningbo, China
00031-5031
16. Royal & Langnickel Inc. Accounts Payable $24,652
515 West 45th Street
Munster, IN 46321
17. Staffing Services Inc Accounts Payable $25,032
2888 Crescent Avenue
Eugene, OR 97408
18. Tree Products Hardwoods Accounts Payable $223,257
PO Box 1554
Tacoma, WA
98401-1554
19. West Coast Paper Accounts Payable $28,801
P.O. Box 84145
Seattle, WA 98124
20. Zultys Phone Systems $36,317
785 Lucerne Drive
Sunnyvale, CA 94085
VR ENTERTAINMENT: Hires Law Offices of Alla Kachan as Counsel
-------------------------------------------------------------
VR Entertainment Group Corp seeks approval from the U.S. Bankruptcy
Court for the District of New Jersey to hire Law Offices of Alla
Kachan P.C. as attorney.
The firm will provide these services:
(a) assist the Debtor in administering this Chapter 11 case;
(b) make such motions or take such action as may be
appropriate or necessary under the Bankruptcy Code;
(c) represent Debtor in prosecuting adversary proceedings to
collect assets of the estate and such other actions as it deem
appropriate;
(d) take such steps as may be necessary for the Debtor to
marshal and protect the estate's assets;
(e) negotiate with the Debtor's creditor in formulating a plan
of reorganization in this case;
(f) draft and prosecute the confirmation of the Debtor's plan
of reorganization in this case; and
(g) render such additional services as the Debtor may require
in this case.
The hourly rates of the firm's counsel and staff are as follows:
Attorney $475
Clerks/Paraprfessionals $250
In addition, the firm will seek reimbursement for expenses
incurred.
Alla Kachan, Esq., an attorney at 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:
Alla Kachan, Esq.
Law Offices of Alla Kachan, PC
2799 Coey Island Avenue, Suite 202
Brooklyn, NY 11235
Telephone: (718) 513-3145
About VR Entertainment Group Corp
VR Entertainment Group Corp filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Case No.
25-10267) on January 10, 2025, listing $50,001 to $100,000 in
assets and $100,001 to $500,000 in liabilities.
Judge Vincent F Papalia presides over the case.
Alla Kachan, Esq. at Law Offices Of Alla Kachan P.C. represents the
Debtor as counsel.
VR ENTERTAINMENT: Seeks to Hire Estelle Miller as Accountant
------------------------------------------------------------
VR Entertainment Group Corp seeks approval from the U.S. Bankruptcy
Court for the District of New Jersey to hire Estelle Miller, a
certified public accountant practicing in Brooklyn, New York.
The accountant will provide these services:
(a) gather and verify all pertinent information required to
compile and prepare monthly operating reports; and
(b) prepare monthly operating reports for the Debtor.
The accountant will be compensated at a rate of $300 per report,
plus expenses.
Ms. Miller received an initial retainer of $3,000 from the Debtor.
Ms. Miller disclosed in a court filing that she is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached through:
Estelle Miller, CPA
Brooklyn, NY
Telephone: (347) 570-7002
Email: estellemillercpa@gmail.com
About VR Entertainment Group Corp
VR Entertainment Group Corp filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Case No.
25-10267) on January 10, 2025, listing $50,001 to $100,000 in
assets and $100,001 to $500,000 in liabilities.
Judge Vincent F Papalia presides over the case.
Alla Kachan, Esq. at Law Offices Of Alla Kachan P.C. represents the
Debtor as counsel.
W.F. JACKSON: Seeks to Hire JM Wood Auction Company as Auctioneer
-----------------------------------------------------------------
W.F. Jackson Construction Co., Inc. seeks approval from the U.S.
Bankruptcy Court for the Middle District of Georgia to hire JM Wood
Auction Company, Inc as equipment and personal property
auctioneer.
JMW's primary role in this Case will be to assist Debtor in
inventorying, labeling, inspecting, and selling the property
through an auction.
JMW will receive an 8% commission for all items that sell for more
than $3,000, and a 10% commission for all property selling for less
than $3,000.
Additionally, JMW will receive a buyer's premium, which shall be
paid by the successful bidder on each transaction in the amount of:
10% on all items selling for $5,000 or less; 3.5% on all items
selling for $5001 or more. There is a maximum buyer's premium of
$1,350.00. Additionally, a minimum buyer's premium of $500 is
applied to lots that are sold for more than $5,000.
As disclosed in the court filings, JMW does not represent or hold
any interest adverse to Debtor or its estate with respect to the
matter in which it is to be employed.
The firm can be reached through:
Bryant S. Wood
J.M. Wood Auction Co., Inc.
3475 Ashley Road
Montgomery, AL 36106
Telephone: (334) 264-3265
Facsimile: (334) 269-6990
Email: russ@JMwood.com
About W.F. Jackson Construction Company
W.F. Jackson Construction Company, Inc. is a general contractor in
Sandersville, Ga.
The Debtor filed Chapter 11 petition (Bankr. M.D. Ga. Case No.
24-50593) on April 25, 2024, with $1 million to $10 million in both
assets and liabilities.
Judge Robert M. Matson oversees the case.
Matthew S. Cathey, Esq., at Stone & Baxter, LLP is the Debtor's
legal counsel.
The U.S. Trustee for Region 21 appointed an official committee to
represent unsecured creditors in the Debtor's Chapter 11 case. The
committee is represented by the law firm of Boyer Terry, LLC.
WILLIAM H. ZIEGENBALQ: Gets Interim OK to Use Cash Collateral
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of North
Carolina issued an interim order authorizing William H. Ziegenbalg,
V. Agency, LLC to use cash collateral.
The interim order authorized the company to use cash collateral for
the period from Feb. 13 to March 27 to pay its operating expenses.
As protection, Lake Forest Bank & Trust Co. and other secured
creditors were granted a replacement lien on and security interest
in all assets of the company.
In addition, Lake Forest Bank will receive payment of $5,571.51.
The next hearing is scheduled for March 27.
Lake Forest Bank is represented by:
Brian D. Darer, Esq.
Parker Poe Adams & Bernstein LLP
301 Fayetteville Street, Suite 1400
Raleigh, NC 27602
Telephone: (919) 828-0564
briandarer@parkerpoe.com
About William H. Ziegenbalg, V. Agency
William H. Ziegenbalg, V. Agency LLC is an insurance agency
specializing in the sale and management of Allstate Insurance
products under an R3001 Agreement.
William H. Ziegenbalg, V. Agency sought relief under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. E.D.N.C. Case No. 25-00531) on
February 13, 2025. In its petition, the Debtor reported total
assets of $597,892 and total liabilities of $2,313,083.
The Debtor is represented by:
Richard P. Cook, Esq.
Richard P. Cook, PLLC
dba Cafe Fear Debt Relief
7036 Wrightsville Avenue, Suite 101
Wilmington, NC 28403
Tel: (910) 399-3458
Fax: (877) 836-6822
Email: CapeFearDebtRelief@gmail.com
WIRELESS SYSTEMS: Court Narrows Claims in Dodson Trade Secret Case
------------------------------------------------------------------
Judge Louise W. Flanagan of the United States District Court for
the Eastern District of North Carolina granted in part the
defendants' motion to dismiss certain claims in the case captioned
as LASLO GROSS and SUSAN L. GROSS, Plaintiffs, v. NICK DODSON, MIKE
DODSON, DAVID CLAASSEN, and RYAN STONE, Defendants, Case No.
5:24-CV-184-FL (E.D.N.C.). The case is stayed pending conclusion of
state appellate proceedings.
This matter comes before the Court on plaintiffs' motion to stay
certain claims and add new allegations to their complaint and
defendants' motion to dismiss under Federal Rules of Civil
Procedure 12(b)(6) and (b)(1), wherein they advance arguments on
prudential standing, collateral estoppel, timeliness, and lack of
ownership of alleged trade secrets.
This action, initiated by complaint filed March 22, 2024, is one of
several legal proceedings involving events connected to these
parties. Defendants Mike Dodson, David Claassen, and Ryan Stone are
officers of SmartSky Networks, LLC, a provider of air to ground
communication systems, while defendant Nick Dodson is a former
contractor and intern for SmartSky. SmartSky sued plaintiffs in
September, 2020, in the United States District Court for the Middle
District of North Carolina. The parties engaged in parallel
arbitration of pertinent claims, which produced a multimillion
dollar arbitration award against plaintiffs in 2021.
The district court confirmed that award, which order the United
States Court of Appeals for the Fourth Circuit reversed on
non-merits grounds. SmartSky ultimately obtained confirmation of
the award in Durham County Superior Court Aug. 27, 2024.
Following the award, Wireless Systems Solutions, LLC, an entity
owned by the Grosses, which had been contracted with by SmartSky to
develop and provide systems components, filed Chapter 11 bankruptcy
petition in the United States Bankruptcy Court for the Eastern
District of North Carolina. The Grosses' son, David Gross, who was
involved in some of the underlying events, and against whom part of
the award was rendered, also sought bankruptcy protection.
Plaintiffs assert a variety of claims against defendants stemming
from the fallout of the business relationship between SmartSky and
Wireless Systems. They seek damages and numerous forms of
injunctive relief.
Counts One and Six arise under criminal statutes, while Count Three
springs from a regulatory statute that merely directs the Federal
Communications Commission to take certain actions. Hearing little
argument in opposition, at hearing the Court dismissed these three
counts.
The Court readily concludes that Count Four arising under the North
Carolina Trade Secrets Protection Act, N.C. Gen. Stat. Sec. 66-152,
et seq. and Count Seven, under the Defend Trade Secrets Act, 18
U.S.C. Sec. 1836 must also be dismissed. The NCTSPA provides that
the "owner" of a trade secret enjoys a civil right of action for
misappropriation. The DTSA provides a private right of action for
the "owner" of an allegedly misappropriated trade secret.
Plaintiffs ask this Court to stay Counts One, Four, Six, and Seven
pending some determination as between this Court and the bankruptcy
trustee in In re Wireless Systems Solutions that plaintiffs can
pursue these claims without violating the automatic stay. Because
the Court concludes any effort by the Grosses to advance these
claims must fail, it need not reach this part of the motion.
The Grosses do not allege ownership of any allegedly
misappropriated trade secret. And the bankruptcy court repeatedly
has ruled in Wireless Systems's ongoing bankruptcy proceeding, that
any and all trade secrets involved are indeed the property of
Wireless Systems, rebuffing two separate efforts to transfer that
property improperly to the individual plaintiffs.
Plaintiffs' count under the DTSA repeatedly refers only to secrets
owned by their company, Wireless Systems.
Because plaintiffs are not the "owners" of any trade secrets at
issue, they lack statutory standing to sue under either the NCTSPA
or the DTSA, and Counts Four and Seven accordingly are dismissed,
the Court concludes.
The Court focuses on the two counts remaining: Count Two premised
on fraud and related activity in connection with computers under 18
U.S.C. Sec. 1030; and Count Five, a claim for unfair and deceptive
trade practices under N.C. Gen. Stat. Sec. 75-1.1. In argument for
dismissal of these claims, defendants rely in part on the doctrine
of collateral estoppel, predicated upon the 2021 arbitration award
rendered in favor of SmartSky.
Because the appeal may disrupt the preclusive effects of the award,
impacting defendants' arguments in favor of dismissal of Counts Two
and Five, the Court elects, in the exercise of its discretion, to
defer decision on remaining part of defendants' motion pending
disposition of the appeal. As such the Court puts into place a stay
of this case until such time as dispositive decision of the North
Carolina Court of Appeals in SmartSky Networks LLC v. DAG Wireless
Ltd., No. P24-611 (N.C. Ct. App. appeal docketed Sept. 3, 2024) is
rendered.
Plaintiffs also ask for leave to supplement their complaint to add
newly obtained evidence, without more, which, they contend, will
strengthen their allegations. Because no new evidence could remedy
the panoply of pleadings flaws, their request to supplement their
allegations is denied.
Plaintiffs have also repeatedly requested expedited discovery, and
renewed this request at the Nov. 14 hearing and in their motion to
stay. Plaintiffs could not articulate any good cause for expedited
discovery at the hearing when prompted by the court. Plaintiffs'
request for expedited discovery is therefore denied without
prejudice, the Court holds.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=OvXyQt from PacerMonitor.com.
About Wireless Systems Solutions
Wireless Systems Solutions LLC is a North Carolina Limited
Liability Company formed in 2015 with a principal offices and
assets in Cary, North Carolina, and Morrisville, North Carolina.
WSS is a designer and developer of multi-standard, frequency band
agnostic, cellular network solutions that leverage its expertise in
cellular and wireless communications technology at large. WSS is
able to offer a portfolio of products and platforms suitable for
multiple markets including defense, first-responders, utilities,
telcos, and general network infrastructure solutions.
WSS sought protection under Chapter 11 of the U.S. Bankruptcy Code
(Bankr. E.D.N.C. Case No. 22-00513) on March 9, 2022. In the
petition signed by Susan Gross, vice president, the Debtor
disclosed up to $10 million in assets and up to $10 billion in
liabilities.
Judge Joseph N. Callaway oversees the case.
William P. Janvier, Esq., at Stevens Martin Vaughn & Tadych, PLLC
is the Debtor's counsel.
WYCKOFF EQUITIES: Hires Formanlaw LLC as Bankruptcy Counsel
-----------------------------------------------------------
Wyckoff Equities, LLC seeks approval from the U.S. Bankruptcy Court
for the District of New Jersey to hire Formanlaw LLC d/b/a Forman
Holt as attorneys.
The firm's services include:
(a) advising the Debtor regarding the continued management and
operation of its business as debtor-in-possession and complying
with the United States Trustee's guidelines for Chapter 11 cases;
(b) advising the Debtor and negotiating with the Debtor's
creditors regarding preparing and obtaining approval of a plan of
reorganization;
(c) preparing all necessary applications, motions, complaints,
answers, orders, reports and other pleadings and documents required
in the Debtor's Chapter 11 case;
(d) appearing before this Court and other courts, if
necessary;
(e) negotiating and preparing documents relating to the
disposition of the Debtor's assets where appropriate;
(f) performing such other legal services for the Debtor as
debtor-in-possession as may be necessary and appropriate; and
(g) providing general guidance in connection with the Debtor's
Chapter 11 case.
The hourly rates of the firm's counsel and staff are as follows:
Charles M. Forman, Attorney $800
Erin J. Kennedy, Attorney $650
Michael E. Holt, Attorney $650
Kimberly J. Salomon, Attorney $475
Paraprofessionals and Legal Assistants $275 - $300
The firm received a retainer in the amount of $20,000.
Michael E. Holt, Esq., managing member of Forman Holt, disclosed in
a court filing that his firm is a "disinterested person" as that
term is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Michael E. Holt, Esq.
Forman Holt
365 West Passaic Street, Suite 400
Rochelle Park, NJ 07662
Telephone: (201) 857-7111
Facsimile: (201) 655-6650
Email: mholt@formanlaw.com
About Wyckoff Equities
Wyckoff Equities, LLC owns and operates a full-service restaurant
that provides food services to its patrons.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D.N.J. Case No. 25-10758) on January 24,
2025, with $100,000 to $500,000 in assets and $1 million to $10
million in liabilities. Albert Franco, managing member, signed the
petition.
Judge John K. Sherwood presides over the case.
Michael E. Holt, Esq., at Forman Holt represents the Debtor as
legal counsel.
WYCKOFF EQUITIES: Seeks to Hire Sean Raquet CPA LLC as Accountant
-----------------------------------------------------------------
Wyckoff Equities, LLC seeks approval from the U.S. Bankruptcy Court
for the District of New Jersey to hire Sean Raquet CPA LLC as
accountant.
The firm will prepare the Debtor's monthly operating reports, cash
flow analyses, profit and loss statements or other financial
records required in the bankruptcy case.
The hourly rates of the firm's professionals are as follows:
Partners $375
Managers $275
Paraprofessionals $125
Sean Raquet, CPA, 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:
Sean Raquet CPA, LLC
108 High Street, Suite A
Hackettstown, NJ 07840
Telephone: (201) 919-1433
About Wyckoff Equities
Wyckoff Equities, LLC owns and operates a full-service restaurant
that provides food services to its patrons.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D.N.J. Case No. 25-10758) on January 24,
2025, with $100,000 to $500,000 in assets and $1 million to $10
million in liabilities. Albert Franco, managing member, signed the
petition.
Judge John K. Sherwood presides over the case.
Michael E. Holt, Esq., at Forman Holt represents the Debtor as
legal counsel.
WYNN RESORTS: Director Fertitta Discloses Stake in Form 3 Filing
----------------------------------------------------------------
Tilman J. Fertitta, Director in Wynn Resorts Ltd, disclosed in a
Form 3 filed with the U.S. Securities and Exchange Commission that
as of February 24, 2025, he beneficially owned 10,900,000 shares of
common stock indirectly through entities he controls, including
Fertitta Entertainment, Inc., Hospitality Headquarters, Inc., and
Fertitta Entertainment, LLC.
Additionally, he holds a derivative transaction giving Hospitality
Headquarters the right or obligation to acquire 1,683,500 shares at
$85.7333 per share before May 13, 2025.
A full-text copy of Mr. Fertitta's SEC Report is available at:
https://tinyurl.com/yh9fseac
About Wynn Resorts Ltd.
Headquartered in Las Vegas, Nevada, Wynn Resorts, Limited owns and
operates hotels and casino resorts.
* * *
Egan-Jones Ratings Company on January 14, 2025, maintained its
'CCC+' foreign currency and local currency senior unsecured ratings
on debt issued by Wynn Resorts.
XYZ HOME: Affiliate Gets Interim OK to Use Cash Collateral
----------------------------------------------------------
M4B SFR, LLC, an affiliate of XYZ Home Buyers, LLC, received
interim approval from the U.S. Bankruptcy Court for the Middle
District of Georgia to use cash collateral.
The company requires the use of cash collateral to pay the
operating expenses set forth in its monthly budget.
The budget shows total expenses of $32,709.01 for March and
$32,691.20 for April.
BPL Mortgage Trust, LLC, RCN Capital, LLC, FTF Lending, LLC, TVC
Funding III, LLC, Vontive, Inc., Horizon Trust FBO Svetlana
Arshavsky IRA, Horizon Trust FBO John M
Tamashiro IRA, and Eve Page may assert an interest in the company's
cash collateral.
The creditors will be granted replacement liens on M4B SFR's assets
as protection for any diminution in the value of their interest in
such assets.
A final hearing is scheduled for March 18.
About XYZ Home Buyers
XYZ Home Buyers, LLC manages multiple residential rental
properties.
XYZ Home Buyers filed Chapter 11 petition (Bankr. M.D. Ga. Case No.
25-40081) on February 7, 2025, listing up to $500,000 in both
assets and liabilities. James Bell, chief restructuring officer of
XYZ Home Buyers, signed the petition.
The Debtor is represented by Thomas McClendon, Esq., at Jones &
Walden, LLC.
ZACHRY HOLDINGS: Loses Summary Judgment Bid in FLNG, et al. Case
----------------------------------------------------------------
Judge Marvin Isgur of the United States Bankruptcy Court for the
Southern District of Texas denied Zachry Holdings, Inc.'s motion
for summary judgment in the case captioned as FLNG LIQUEFACTION
LLC, et al., Plaintiffs, VS. CB&I INC, et al., Defendants,
ADVERSARY NO. 24-3195 (Bankr. S.D. Tex.).
FLNG Liquefaction, LLC, FLNG Liquefaction 2, LLC, and FLNG
Liquefaction 3, LLC commenced this adversary proceeding against
CB&I Inc., Zachry Industrial, Inc., and Chiyoda International
Corporation seeking damages arising from the alleged breach of
engineering, procurement, and construction contracts. The contracts
concerned the construction of a natural gas liquefaction and
liquified natural gas export facility on Quintana Island near
Freeport, Texas. FLNG discovered assembly defects in three 75 MW
motors after one motor tripped offline.
Zachry's motion for summary judgment seeks to establish that FLNG's
claim is barred by the statute of limitations. FLNG asserts that
the discovery rule delays accrual of the limitations period.
The Court finds that the facts pleaded by FLNG sufficiently gave
Zachry notice that the discovery rule applies. FLNG properly raised
the discovery rule.
The parties agree that it is Zachry's burden to preclude the
application of the discovery rule.
Regardless of which party bears the burden of the discovery rule,
the outcome is the same. Under Texas law, Zachry cannot prevail on
summary judgment on a limitations defense because Zachry has not
conclusively negated the application of the discovery rule. Under
federal law, summary judgment must be denied because there is a
factual dispute over whether the discovery rule applies.
Zachry argues that FLNG could have discovered the motor defects
through the exercise of reasonable diligence because FLNG was aware
that the size and complexity of the motors warranted a heightened
degree of diligence.
FLNG asserts that it could not have discovered the motor defects
through reasonable diligence because the motors showed no signs of
defects until the Train 3 motor tripped offline.
FLNG also claims it exercised reasonable diligence by retaining
Baker Hughes, the manufacturer of the motors, to periodically
inspect and service the motors.
The Court finds FLNG has provided sufficient evidence to create a
fact issue regarding the discovery rule.
According to the Court, the parties' contentions create a factual
dispute whether FLNG could have discovered the motor defects
through the exercise of reasonable diligence before the Train 3
motor tripped in January 2024.
Because there is a factual dispute regarding the application of the
discovery rule, summary judgment on limitations grounds is not
appropriate, the Court concludes.
A copy of the Court's decision is available at
https://urlcurt.com/u?l=xBzfse from PacerMonitor.com.
About Zachry Holdings
Zachry Holdings, Inc., is the engineering, construction,
maintenance, turnaround and fabrication services offshoot of the
storied family-owned business that began as H.B. Zachry Company one
hundred years ago. The other offshoot, Zachry Construction, has
operated separately from Zachry Industrial since the two businesses
branched off from their common roots in 2008. The Zachry Group
provides engineering and construction services to clients in the
energy, chemicals, power, manufacturing, and industrial sectors
across North America.
None of the entities affiliated with Zachry Construction are
Debtors in the chapter 11 cases.
Zachry Holdings and its subsidiaries sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Lead Case
No. 24-90377) on May 21, 2024, with $1 billion to $10 billion in
assets and liabilities.
James R. Old, general counsel, signed the petitions.
Judge Marvin Isgur presides over the case.
The Debtors tapped White & Case LLP as general bankruptcy counsel;
Susman Godfrey L.L.P. and Hicks Thomas, LLP as special litigation
counsel; and Kurtzman Carson Consultants as notice & claims agent.
ZIPRECRUITER INC: S&P Downgrades ICR to 'B', Outlook Negative
-------------------------------------------------------------
S&P Global Ratings lowered all its ratings by one notch, including
its issuer credit rating on Santa Monica, Calif.-based ZipRecruiter
Inc., which S&P lowered to 'B' from 'B+'.
The negative outlook reflects the possibility that S&P could lower
the rating within the next 12 months if credit metrics remain weak
and S&P believes the likelihood of a business recovery has
diminished.
ZipRecruiter's revenue continues to drop and our expectations for
business stabilization are delayed. The company reported a 26.6%
revenue decline in 2024, following a 28.6% contraction in 2023, due
to persistently weak demand for online recruiting services. While
year-over-year revenue continued to decline in the fourth quarter
at about 18%, the pace has been moderating consistently, and we
forecast revenue to reduce about 6% in 2025.
S&P said, "Our forecast reflects about $447 million of revenue in
2025, less than half the amount it generated in 2022. This will
limit ZipRecruiter's ability to ramp investments in sales and
marketing as hiring trends improve without significantly harming
its EBITDA margin profile. Still, we expect stabilizing hiring
trends this year will lead to slight revenue growth by the fourth
quarter. This inflection should enable sustained revenue growth
through 2026.
"Our base case includes an increase in sales and marketing activity
to capture market share, leading to EBITDA margin contracting to
6.3% in 2025--900 basis points (bps) less than last year--with S&P
Global Ratings adjusted leverage spiking to about 20x. We expect
growing top line and improving profit margins to lower leverage
after 2025, though we anticipate debt to EBITDA will remain well
above 5x over the next few years. Based on this sustained higher
leverage, we have revised our financial risk profile to highly
leveraged from aggressive.
"Our forecast for elevated leverage and contracting earnings
typically correlates to lower ratings, but we also consider
ZipRecruiter's good liquidity profile and that these metrics
reflect management's intentional investments in sales and marketing
expenses. The company has also demonstrated good discipline
managing other expenses without compromising its competitive
efforts. The negative outlook reflects our view that the timing and
cadence of an industry recovery remain uncertain while
ZipRecruiter's sales and marketing investments could lead to weaker
credit measures over a longer duration compared to our forecast."
The company's top-line cyclicality reflects changes in hiring
trends in the U.S. Its revenue continues to fluctuate with the
hiring levels and job openings in the U.S., where it generates most
of its revenues, as reported by the Bureau of Labor Statistics
(BLS). Falling quit rates and companies reluctant to ramp up hiring
have resulted in consecutive declines in monthly hires in the U.S.
since 2022. The resulting decrease in job postings has pressured
ZipRecruiter's revenue. S&P Global economists expect 2% GDP growth
this year, down from 2.7% in 2024, informing S&P's view that while
hiring trends are likely to stabilize, they are unlikely to recover
to prior years' elevated levels in the short term.
ZipRecruiter has a flexible cost structure, allowing it to react
quickly to unexpected revenue declines. Sales and marketing
represent the company's largest operating expenses, accounting for
45.5% of total sales in 2024. These expenses are not committed far
in advance and management can quickly adjust them in reaction to
fluctuating demand. It demonstrated this flexibility in 2023 when
revenue declined by about 29% while EBITDA margin expanded over 600
bps, as the company reduced sales and marketing investments by
about 45%. In 2025 S&P expects spending to ramp up, which will
pressure profit margin. However, if the hiring environment
deteriorates further, management can cut back on spending to
preserve margins, which S&P views favorably.
ZipRecruiter's liquidity position offsets some credit risk
associated with its volatile earnings. The company reported a cash
balance of $505.9 million (including marketable securities) as of
Dec. 31, 2024, and maintains an undrawn $290 million revolver. S&P
said, "We anticipate some of its cash will fund share repurchases
this year while it generates minimal free operating cash flow
(FOCF). Despite attractive share prices that incentivize
repurchases, we expect ZipRecruiter will maintain a prudent
approach to utilizing its capital and will maintain significant
cash reserves while pursuing a market recovery." Its revolving
credit facility subjects it to a maximum net leverage covenant that
will likely limit its use of cash for leveraging transactions.
In S&P's view, its good liquidity position also enables
ZipRecruiter to invest in technologies that allow it to compete
effectively. ZipRecruiter operates in a highly competitive industry
with much larger, well-capitalized peers, including Indeed and
LinkedIn. Its largest competitors have a greater mix of enterprise
clients, leading to lower revenue volatility. ZipRecruiter
continues to invest in its capabilities to serve these employers,
including AI, though taking market share is challenging. Still, its
platform offers integrations with over 180 applicant tracking
systems (ATS), allowing for ease of use of its platform while its
growing database of active job seekers could increase client wins
over time.
The negative outlook on ZipRecruiter reflects the limited
visibility of its performance over the next 12 months and the
possibility of a downgrade if S&P believes credit measures will not
begin to improve after this year. Further declining demand for
recruiting services, overinvestment in its sales and marketing
efforts, or lower-than-expected revenue could further pressure
earnings and cash flow generation, leading to a downgrade.
S&P could lower its ratings on ZipRecruiter if its expectation for
stabilizing U.S. hiring trends does not materialize, pressuring
incremental profitability pressures and deteriorating cash flow. In
this scenario, S&P expects:
-- FOCF to debt sustained below 3%;
-- EBITDA interest coverage sustained below 1.5x; or
-- A significant portion of cash and marketable securities
depleted, perhaps through increased share repurchases or business
reinvestment, resulting in lower cash available for debt
repayment.
S&P could revise the outlook to stable if U.S. hiring trends
stabilize and S&P expects ZipRecruiter's profitability and cash
generation to improve over time. For a stable outlook, S&P
expects:
-- FOCF to debt sustained above 3%;
-- EBITDA interest coverage sustained above 1.5x; and
-- Cash and marketable securities sufficient to offset credit risk
associated with further market downturns.
[] BOOK REVIEW: Dynamics of Institutional Change
------------------------------------------------
Dynamics of Institutional Change: The Hospital in Transition
Authors: Milton Greenblatt, Myron Sharaf, and Evelyn M. Stone
Publisher: Beard Books
Softcover: 288 pages
List Price: $34.95
Review by Henry Berry
Order your personal copy today at
http://beardbooks.com/beardbooks/dynamics_of_institutional_change.html
Like many other private-sector and public institutions in modern
society, hospitals are regularly undergoing change. The three
authors of this volume have been leaders in change at Boston State
Hospital, a large public mental hospital, that serves as the test
case for the experienced advice and hard-earned lessons found in
this work.
With their academic and professional backgrounds, the three authors
combined offer an incomparable fund of knowledge and experience for
the reader. In keeping with their positions, they focus on the
position and the role of the leaders of institutional change. They
do not recommend any particular choices, direction, or outcome.
They do not presume to know what is the best for all institutions,
or to understand the culture, realities, goals, or values of all
institutions. They do not even presume to know what is best or
desirable for hospitals, the institution with which they are most
familiar. Instead, the authors direct their attention to "the
problems hampering change and the gains and losses of one or
another strategy of change." In relation to this, they are "more
concerned with the study of process than with outcome." By not
recommending specific policies or arguing for specific values or
goals, the authors make their book relevant to all institutions
involved in change, but particularly public-health institutions.
All of the subjects are dealt with from the perspective of top
executives and administrators. Among the subjects taken up are not
only the staff and structure of the institution, specifically the
medical institution, but also consultants, volunteers, local
communities, and state and federal government agencies. The detail
given to each subject goes beyond the administrator's relationship
to it to discussion concerning the relationship of lower-level
employees with the subject. This relationship of lower-level
employees has everything to do with how change occurs within the
institution, and often whether it occurs. The authors go into such
detail because they understand that the performance and goals of
top administrators are affected by everything that goes on within
heir institution, and often by much that goes on outside of it.
For example, the authors begin the subject of volunteers by
defining three types of volunteers: volunteers from organizations,
student or independent volunteers, and government-appointed or
statutory volunteers. Volunteers of whatever type can cause
anxiety, resistance, and even resentment among regular staff of an
institution. Volunteers are not simply "free help," but require
administration, training, and oversight -- which can distract
regular employees from work they consider more important and
interesting, and use up departments' resources. The transitional
nature of volunteers, their ignorance of institutional and
occupational concerns of the regular staff, and their lack of
professionalism can cause disruptions and personnel problems in
parts of an institution. The authors advise the top administrators,
"The intrusive evangelism of student volunteers can be threatening
not only to professional supervisors, but to the entire hospital
staff as well, from the attendant to the top administrator." While
recognizing the problems which may be caused by volunteers,
especially younger ones, the authors point out the worth of
volunteers to the hospital despite the potential problems they
bring. Overall, the different types of volunteers "improve the
physical and social environment" of the workplace, "make direct and
beneficial contacts with chronic patients," and often "establish
true innovations." After discussing the pros and cons of volunteers
and providing detailed guidance on how to manage volunteers so as
to minimize potential problems, the authors advise the
administrator and his or her staff how to regard volunteers. "Both
staff and administrator must constantly keep in mind that
volunteers are not personally helping them [word in italics in
original], but are helping the patients or the community." Along
with the technical management and administrative guidance, such
counsel is clearly relevant and important in keeping perspective on
the matter of volunteers.
The treatment of volunteers in a medical institution exemplifies
the comprehensive, empathetic, and experienced treatment of all the
subjects. Personnel -- whether professional, clerical, service, or
volunteer -- is obviously a major concern of any institution and
change in it. The structure of an institution is another crucial
concern. This is addressed under the heading "decentralization
through unitization." In the context of a large public medical
facility, decentralization "involves breaking up the institution
into semiautonomous units . . . ; each of which is like a small
community health center in that it is responsible for serving a
specific part of the community." As with the subject of volunteers,
the authors treat this subject of the structure of the institution
by examining its various sides, discussing related personnel and
administrative matters, relating instructive anecdotes from their
own experience, and in the end, offering relevant and practical
advice and actions whose sense is apparent to the reader by this
point.
Recognizing that the authors have faced many of the same
situations, decisions, pressures, challenges, and aims as they
have, top hospital and public-health administrators will no doubt
adopt many of the authors' recommendations for managing the process
of change. The content of the book as well as its style (which is
obviously meant to be helpful, sympathetic, and realistic) offers
the reader not only resolutions, but also encouragement. The top
hospital administrators and their staff, who are the main audience
for "Dynamics of Institutional Change," will not find a better
study and handbook to help them through the changes their
institutions are being called upon to undergo to deal with the
health concerns and problems of today's society.
Milton Greenblatt, M.D. was Commissioner of the Massachusetts
Department of Mental Health, Professor of Psychiatry at Tufts
University School of Medicine, and Lecturer in Psychiatry at
Harvard Medical School and Boston University School of Medicine.
Myron R. Sharaf, Ph. D. was Associate Area Director of Boston State
Hospital and Assistant Professor of Psychology at Tufts University
School of Medicine.
Evelyn M. Stone served as Executive Editor for the Massachusetts
Department of Mental Health.
[] Boston Office Tower Up for Sale on March 20
----------------------------------------------
Boston One Lincoln St. Office tower located at 1 Lincoln Street,
Boston, Massachusetts, is up for sale at a public auction on March
20, 2025, at 11:00 a.m. The auction will take place at the corner
of Kingston Street & Bedford Street entrance. The property is a
1.64+/- acres of land improved by a 36-story 1,114,282+/- net
rentable square foot iconic office tower in the financial
district.
A deposit of $1 million paid into escrow is required not later than
March 19, 2025, at 4:00 p.m. to participate in the auction sale &
additional deposit to an amount equal to 5% of gross purchase price
of sale is due within 5 business days of sale & balance due within
30 days. All other terms announced at sale.
The Auctioneer can be reached at:
Paul E. Saperstein Co. Inc.
144 Centre Street
Holbrook, MA 02343
Tel: 617-227-6553
For more detailed information, visit https://www.PESCO.com/ or
e-mail ssapertein@pesco.com for bidders' package information.
*********
Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par. Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable. Those sources may not,
however, be complete or accurate. The Monday Bond Pricing table
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Each Tuesday edition of the TCR contains a list of companies with
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Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts. The list
includes links to freely downloadable images of these small-dollar
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Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals. All titles are
available at your local bookstore or through Amazon.com. Go to
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Monthly Operating Reports are summarized in every Saturday edition
of the TCR.
The Sunday TCR delivers securitization rating news from the week
then-ending.
TCR subscribers have free access to our on-line news archive.
Point your Web browser to http://TCRresources.bankrupt.com/and use
the e-mail address to which your TCR is delivered to login.
*********
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