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250515.mbx T R O U B L E D C O M P A N Y R E P O R T E R Thursday, May 15, 2025, Vol. 29, No. 134 Headlines 120 SOUTH MAIN: Seeks Chapter 11 Bankruptcy in Texas 2022 W 36TH: Seeks Chapter 11 Bankruptcy in Colorado 8TH AVENUE FOOD: Moody's Cuts CFR to Caa2, Outlook Negative ACCELERATE DIAGNOSTICS: May 15 Deadline Set for Panel Questions ADVANET AIR: Seeks Subchapter V Bankruptcy in Texas ALIGNED MEDICAL: Gets Interim OK to Use Cash Collateral ALK ASPHALT: Court OKs Continued Use of Cash Collateral AMERICAN COMPONENTS: Seeks Chapter 11 Bankruptcy in Georgia AMERICAN RESOURCES: Receives Nasdaq Noncompliance Notice AMERICAN STEAM: Areya Holder Aurzada Named Subchapter V Trustee AMERICAN STEAM: Gets Final OK to Use Cash Collateral API COMMERCIAL: Ares Capital Marks $6.6M 1L Secured Loan at 61% Off AQUA METALS: CFO Judd Merrill to Step Down May 16 ARTIFICIAL INTELLIGENCE: Implements $1.2M Annual Savings Plan AURORA MEDICAL: Unsecureds Will Get 8.85% of Claims in Plan AVENTINE INTERMEDIATE: Ares Capital Marks $48.1M Loan at 23% Off AVFUND CAPITAL: Involuntary Chapter 11 Case Summary AVILLA MOTOR: Douglas Adelsperger Named Subchapter V Trustee AVON PRODUCTS: Insurers Dispute Voting Procedures in Ch. 11 Plan AZURIA WATER: Moody's Affirms 'B2' CFR & Alters Outlook to Negative BALL CORP: Moody's Rates New Senior Unsecured Notes Due 2032 'Ba1' BAMBOO PURCHASER: Ares Capital Marks $17.5M 1L Loan at 15% Off BAUSCH HEALTH: Fitch Affirms & Withdraws CCC+ Issuer Default Rating BAUSCH HEALTH: Reports Net Loss of $86 Million in Q1 FY25 BEELINE HOLDINGS: Inks $7M ATM Offering Deal With Ladenburg BEST CHOICE: Stephen Darr of Huron Named Subchapter V Trustee BETANXT INC: Moody's Affirms 'B3' CFR & Alters Outlook to Negative BOLLINGER MOTORS: Enters Receivership, Court Freezes Assets BOY SCOUTS: 3rd Circuit Upholds Key Portions of Chapter 11 Plan BRIGHT CARE: Signs Deal to Use Live Oak's Cash Collateral C & C ELECTRIC: Timothy Stone Named Subchapter V Trustee CASTLE INTERMEDIATE: S&P Cuts ICR to 'D' on Distressed Exchange CELULARITY INC: Regains Nasdaq Listing Rule 5250(f) Compliance CES ENERGY: S&P Hikes ICR to 'B+' on Debt Reduction, Outlook Stable CLEANOVA HOLDCO: S&P Assigns 'B' ICR, Outlook Stable CLJ HOME: Gets Interim OK to Use Cash Collateral COLLEGE OF SAINT ROSE: Unsecureds Will Get 24.86% in Plan COLONIAL MILLS: David Madoff Named Subchapter V Trustee COMMSCOPE HOLDING: Reports Net Income of $784 Million in Q1 FY25 COMPASS GROUP: Moody's Puts 'Ba3' CFR Under Review for Downgrade COMPASS GROUP: S&P Downgrades ICR to 'B-' on Accounting Issues CONTINENTAL ACQUISITION: Ares Capital Marks $38M 1L Loan at 25% Off CONTINENTAL ACQUISITION: Ares Capital Marks $5M 1L Loan at 25% Off CONVEY HEALTH: Ares Capital Marks $1.9 M 1L Secured Loan at 16% Off COTTON HOUSE: Jennifer Bennington Named Subchapter V Trustee CRED INC: 2 Former Execs Plead Guilty to $150MM Wire Fraud D AND B PHARMACY: Seeks Subchapter V Bankruptcy in California DAYLIGHT BETA: Ares Capital Marks $13.6M 1L Secured Loan at 82% Off DC VENTURES: Gets Interim OK to Use Cash Collateral DCERT BUYER: Ares Capital Marks $20.3M 2L Secured Loan at 20% Off DEDICATION & EVERLASTING: Seeks Chapter 11 Bankruptcy in California DEVIL RIVER: Seeks to Hire Martin & Drought as Bankruptcy Counsel DEVILS RIVER HOLDINGS: Files Emergency Bid to Use Cash Collateral DIOCESE OF SAN DIEGO: Jeff Anderson Advises Sexual Abuse Claimant DOUBLE PLAY: Gets Interim OK to Use Cash Collateral Until May 21 DVC3 LLC: Gets Extension to Access Cash Collateral DYNAMIC AEROSTRUCTURES: Hires Carroll as Restructuring Advisor EGZIT CORPORATION: Court Extends Cash Collateral Access to June 6 ENNIS I-45: Court Extends Cash Collateral Access to May 30 ENPRO INC: S&P Rates New $450MM Senior Unsecured Notes 'BB-' EXCELTECH ONE: Seeks Approval to Hire James G. Murphy as Appraiser FAITH ELECTRIC: U.S. Trustee Unable to Appoint Committee FIBERCO GENERAL: Gets Final OK to Use Cash Collateral FINGER LAKE: Appointment of Chapter 11 Trustee Sought FINS UP: Section 341(a) Meeting of Creditors on June 10 FIRST CLASS: Court Amends Order of Five Trailer Sale FLORIDA FOOD: Ares Capital Marks $71.8M 2L Secured Loan at 15% Off FLORIDA MONSTER: Court OKs Restaurant Business Sale to H&H Food FRANCO HAULING: Gets OK to Use Cash Collateral Until June 20 GEORGIA VASCULAR: Case Summary & 20 Largest Unsecured Creditors GRAND CANYON: Ogdon Class Suit Trial Date Not Yet Set GRANITE ASSET: Seeks to Hire Genova Burns as Bankruptcy Counsel HALL OF FAME: Increases Loan Facility With CHCL to $8 Million HARVEST SHERWOOD: Gets Interim OK for DIP Loan From JP Morgan HARVEST SHERWOOD: May 16 Deadline Set for Panel Questions HARVEST SHERWOOD: Pachulski Advises Unsecured Creditor Ad Hoc Group HARVEST SHERWOOD: Pachulski Advises Unsecured Creditor Ad Hoc Group HARVEST SHERWOOD: Seeks to Hire Epiq as Claims and Noticing Agent HDTSOKANOS LLC: Seeks Court Approval to Tap Vestcorp as Accountant HELIUS MEDICAL: Reports Net Loss of $3.8 Million in Q1 FY25 HERSCHEND ENTERTAINMENT: Moody's Alters Outlook on Ba3 CFR to Neg. HIAWATHA MANOR: Seeks Chapter 11 Bankruptcy in Tennessee HIGH POINT ACADEMY: Moody's Confirms 'Ba3' Revenue Bond Rating HOOTERS OF AMERICA: Can Tap Last $30MM of $40MM Ch. 11 DIP Loan HYPERTECH INC: Hires Newpoint Advisors as Restructuring Advisor IFR FOUNDATION: Unsecureds to Get Share of Income for 36 Months IMPLUS FOOTCARE: Ares Capital Marks $1.3M 1L Loan at 38% Off IMPLUS FOOTCARE: Ares Capital Marks $117.4M 1L Secured Loan at 60% IMPLUS FOOTCARE: Ares Capital Marks $5M 1L Secured Loan at 40% Off IN HOME PERSONAL: Court Extends Cash Collateral Access to July 8 INKED PLAYMATS: Seeks Approval to Tap Landau Law as Legal Counsel IRON IQ INC: Unsecured Creditors to Split $600K over 4 Years IVANTI SOFTWARE: Fitch Lowers Issuer Default Rating to 'C' IVANTI SOFTWARE: Moody's Cuts CFR to Caa1, Alters Outlook to Stable J. L. WATTS: Seeks to Hire Hughes Watters & Askanase as Counsel KBHS ACQUISITION: Ares Capital Marks $4.2M 1L Loan at 19% Off KOHL'S CORP: Moody's Lowers CFR to B2 & Alters Outlook to Stable KOHL'S CORP: S&P Rates New Five-Year $360MM Secured Notes 'BB+' LA NOTTE VENTURES: Court Extends Cash Collateral Access to May 28 LABORATORIES BIDCO: Ares Capital Marks $17.1M 1L Loan at 21% LABORATORIES BIDCO: Ares Capital Marks $22.8M 1L Loan at 21% Off LABORATORIES BIDCO: Ares Capital Marks $4.5M 1L Loan at 20% Off LABORATORIES BIDCO: Ares Capital Marks $4.9M 1L Loan at 20% Off LABORATORIES BIDCO: Ares Capital Marks $9.5M 1L Loan at 21% Off LAKESHORE TERRACE: Seeks Chapter 11 Bankruptcy in Nevada LAZARUS INDUSTRIES: Hires Sage Law Firm Group as Special Counsel LAZARUS INDUSTRIES: Seeks to Hire Colligan Law as Legal Counsel LEASING ONE: Ira Bodenstein Named Subchapter V Trustee LEISURE INVESTMENTS: U.S. Trustee Appoints Creditors' Committee LEW'S INTERMEDIATE: Ares Capital Marks $1M 1L Loan at 20% Off LIFESCAN GLOBAL: Ares Capital Marks $7M 1L Secured Loan at 37% Off LINDO HOLDINGS: Seeks Cash Collateral Access LOYALTY INVESTMENT: Janice Seyedin Named Subchapter V Trustee MANNA PRO: Ares Capital Marks $1.8M 1L Secured Loan at 22% Off MANNA PRO: Ares Capital Marks $5.1M 1L Secured Loan at 20% Off MARCONE YELLOWSTONE: Ares Capital Marks $400,000 Loan at 25% Off MAVERICK ACQUISITION: Ares Capital Marks $27M 1L Loan at 53% Off MEDICAL PROPERTIES: Reports First Quarter FY25 Results MERCURITY FINTECH: Chaince Named Classover's Solana Advisor MICHIGAN INSTITUTE: Deborah Fish Named Successor Trustee MIDCONTINENT COMMUNICATIONS: S&P Affirms 'BB' ICR, Outlook Stable MOSAIC SWNG: Gets Extension to Access Cash Collateral NATIONAL FENCE: Seeks Approval to Tap Hilmy Ismail as Legal Counsel NEOGEN CORP: S&P Downgrades ICR to 'BB-' on Elevated Leverage NEOVIA LOGISTICS: S&P Withdraws 'CCC+' LT Issuer Credit Rating NEP GROUP: Fitch Alters Outlook on 'B-' LongTerm IDR to Negative NEPTUNE BIDCO: Ares Capital Marks $80.5M 1L Secured Loan at 14% Off NEPTUNE BIDCO: Ares Capital Marks $97.6M 1L Secured Loan at 14% Off NORTH HAVEN: Ares Capital Marks $28M 1L Secured Loan at 43% Off NORTHERN INYO: S&P Lowers GO Bonds and Revenue Bonds Rating to 'B' NOSTRUM LABORATORIES: Seeks to Sell Drug-Related Assets at Auction NRG ENERGY: Moody's Affirms Ba1 CFR Following LS Power Transaction OAKLAND VILLAGE: Seeks Chapter 11 Bankruptcy in Florida OCEAN BAY: Seeks Approval to Hire Grace Capital as Financial Broker OCEAN POWER: Shareholders OK 100MM Common Share Increase OLYMPIA ACQUISITION: Ares Capital Marks $13.6M 1L Loan at 63% Off OLYMPIA ACQUISITION: Ares Capital Marks $66.7M 1L Loan at 63% Off ONONDAGA CIVIC: S&P Affirms 'BB+' Rating on 2015A&B Revenue Bonds OUR FAMILY: Gets Final OK to Use Cash Collateral OUTERSTUFF LLC: S&P Affirms 'B-' ICR, Outlook Stable PALMETTO SCHOLARS: S&P Affirms 'BB' Rating on Tax-Exempt Rev Bonds PARTIDA HOLDINGS: Seeks to Tap Fellers Snider as Bankruptcy Counsel PATHWAY VET: Ares Capital Marks $76.3M 2L Secured Loan at 35% Off PB RESTAURANTS: Andrew Layden Named Subchapter V Trustee PERATON CORP: Moody's Cuts CFR to 'Caa2', Outlook Negative PINEAPPLE PROPERTIES: Gets Extension to Access Cash Collateral PIVOTAL ANALYTICS: Kathleen DiSanto Named Subchapter V Trustee PLENTY UNLIMITED: Committee Hires Province as Financial Advisor PLENTY UNLIMITED: Committee Taps McDermott Will & Emery as Counsel PLENTY UNLIMITED: Committee Taps Sands Anderson as Special Counsel POOLE FUNERAL: Case Summary & 20 Largest Unsecured Creditors PREMIER TILLAGE: U.S. Trustee Unable to Appoint Committee PROS HOLDINGS: Names Jeff Cotten as President, CEO PROS HOLDINGS: Reports Net Loss of $3.7 Million in Q1 FY25 PS OPERATING: Ares Capital Marks $17.7M 1L Secured Loan at 79% Off PS OPERATING: Ares Capital Marks $6.6M 1L Secured Loan at 79% Off QBD PACKAGING: Gets Interim OK to Use Cash Collateral Until June 2 QUALITY PROPERTIES: Has Deal on Cash Collateral Access RADIANT INTERMEDIATE: Ares Capital Marks $2.1M 1L Loan at 15% Off RD HOLDCO: Ares Capital Marks $1.2M 1L Secured Loan at 58% Off RD HOLDCO: Ares Capital Marks $33.9 Million 1L Secured Loan at 58% RED RIVER: Magistrate Judge Dismisses Defendants from Fraud Lawsuit REVALIZE INC: Ares Capital Marks $700,000 Secured Loan at 14% Off RIDGE HOME: U.S. Trustee Unable to Appoint Committee RIVERDALE FUEL: Hires Richard S. Feinsilver as Legal Counsel RMKD LIQUORS: Seeks Subchapter V Bankruptcy in New York ROYAL PAPER: Bankruptcy Sale Raises Insolvency Fears SCANROCK OIL: Hires Mason & Morse and POLVI as Real Estate Brokers SCREENVISION LLC: S&P Withdraws 'CCC-' Issuer Credit Rating SHILLINGS' CANNERY: Gets Final OK to Use Cash Collateral SOUTHERN POINT: Unsecureds to Get Share of Income for 3 Years SPECIALTY CARTRIDGE: Seeks Chapter 11 Bankruptcy in Georgia STANDARD BUILDING: Fitch Affirms 'BB' LongTerm IDR, Outlook Stable STERNE WOOD: Case Summary & Six Unsecured Creditors SUNNY ENERGY: Trustee Seeks to Tap David L. Herman as Tax Preparer SUPERIOR INDUSTRIES: S&P Downgrades ICR to 'CC', Outlook Negative SYSOREX GOVERNMENT: Gets Interim OK to Use Cash Collateral THOMASVILLE REGIONAL: Sale of Property Okayed, To Reopen Hospital THOMPSON ELECTRIC: Glen Watson Named Subchapter V Trustee TOG HOTELS: Gets Extension to Access Cash Collateral TRANSDIGM INC: S&P Rates New $2.65B Senior Subordinated Notes 'B' TRILLION ENERGY: Net Loss Widens to $9.1 Million in FY 2024 TURNONGREEN INC: Names CBIZ CPAs Auditor Following Marcum Dismissal TW MEDICAL: Gets Final OK to Use Cash Collateral Until Aug. 1 TW MEDICAL: Unsecured Claims Under $3K to Recover 75% in Plan TZADIK SIOUX FALLS I: Case Summary & 20 Top Unsecured Creditors UTZ BRANDS: S&P Alters Outlook to Stable, Affirms 'B' ICR VENETIAN PROPERTIES: Subchapter V Trustee Named VERISTA INC: Ares Capital Marks $700,000 1L Secured Loan at 14% Off VIRIDOS INC: U.S. Trustee Unable to Appoint Committee WALKER AREA: Gets Interim OK to Use $28K in Cash Collateral WINDMILL POINT: Case Summary & Six Unsecured Creditors WINDTREE THERAPEUTICS: Closes $2.5M Series D Preferred Stock Deal WINDTREE THERAPEUTICS: WINT Real Estate Inks $43M Property Deal WINDWARD DESIGN: Gets Final OK to Use Cash Collateral WOOD DESIGN: Unsecureds Will Get 100% of Claims over 60 Months WORLD OF MISTRY: U.S. Trustee Unable to Appoint Committee WW INTERNATIONAL: Gibson Dunn & Pachulski Advise Ad Hoc Group X4 PHARMACEUTICALS: Reports Net Income of $0.3 Million in Q1 FY25 [^] Recent Small-Dollar & Individual Chapter 11 Filings ********* 120 SOUTH MAIN: Seeks Chapter 11 Bankruptcy in Texas ---------------------------------------------------- On May 6, 2025, 120 South Main Parking 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 120 South Main Parking LLC 120 South Main Parking LLC is a single-asset real estate debtor, as defined in 11 U.S.C. Section 101(51B). 120 South Main Parking LLCsought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Tex. Case No. 25-10671) on May 6, 2025. In its petition, the Debtor reports estimated assets between $500,000 and $1 million and estimated liailities between $1 million and $10 million. Honorable Bankruptcy Judge Shad Robinson handles the case. The Debtors are represented by Ronald Smeberg, Esq. at THE SMEBERG LAW FIRM 2022 W 36TH: Seeks Chapter 11 Bankruptcy in Colorado ---------------------------------------------------- On May 8, 2025, 2022 W 36th Ave LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the District of Colorado. 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 2022 W 36th Ave LLC 2022 W 36th Ave LLC is a single-asset real estate debtor that owns and operates a single real property asset, as defined under U.S. bankruptcy law. 2022 W 36th Ave LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Col. Case No. 25-12773) on May 8, 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 Michael E. Romero handles the case. The Debtors are represented by Keri L. Riley, Esq. at KUTNER BRINEN DICKEY RILEY. 8TH AVENUE FOOD: Moody's Cuts CFR to Caa2, Outlook Negative ----------------------------------------------------------- Moody's Ratings downgraded 8th Avenue Food & Provisions, Inc.'s ("8th Ave") Corporate Family Rating to Caa2 from Caa1, Probability of Default Rating to Caa3-PD from Caa2-PD, and rating on senior secured second lien term loan due October 2026 to Ca from Caa3. Concurrently, Moody's affirmed Caa1 ratings on the senior secured first lien revolving credit facility due in June 2025 and senior secured first lien term loans due October 2025. The outlook remains negative. The CFR downgrade reflects the increasing refinancing risk as the revolver expiration date and term loans maturity draws closer and the plan for asset sales to fully or partially address the maturities has yet to be realized. The downgrade of the PDR to Caa3-PD PDR similarly reflects that approaching debt maturities and high leverage elevate the risk of a distressed exchange or other debt restructuring. At the same time the CFR is one notch above the PDR to reflect Moody's expectations for an above average family recovery rate in the event of a default. The company has valuable manufacturing operations in large private label categories and good relationships with large private label and co-manufacturing customers that supports valuation. Moody's affirmed the Caa1 rating on the first lien revolver and term loan because Moody's believes the company's asset value supports a high recovery on the facilities. Moody's downgraded the rating on the second lien term loan to Ca from Caa3 because any diminishment in the family recovery value due to 8th Avenue's weak operating performance or pressure on food industry valuations in the current economic environment would likely be absorbed by the second lien term loan. The negative outlook reflects weak liquidity due to the proximity of the 2025 debt maturities, including the $65 million revolver expiring in June 2025 and the first lien term loans maturing in October 2025. The outlook also reflects softer than expected operating performance in the pasta and fruit and nut segments, which resulted in a modest increase in debt/EBITDA leverage (on Moody's adjusted basis) to 8.0x as of 2Q March 31, 2025 compared to 7.8x as of fiscal year ended September 2024 and the uncertainty around the timing and terms of a final deal to sell assets. While 8th Ave's weak liquidity reflects the refinancing risk related to 2025 debt maturities, liquidity is otherwise supported by $2.8 million of cash and $20 million of availability on the $65 million revolving credit facility as of March 31, 2025. Moody's projects free cash flow to be negative in fiscal 2025. However, Moody's do not consider the availability on the revolver as a liquidity source past the maturity dates. There is execution risk to deleveraging that is largely dependent on earnings growth given limited projected free cash flow. Earnings growth could be limited if the company is unable to generate and retain in EBITDA the projected cost savings or if the company faces pricing pressure. Free cash flow is also projected to be low and dependent on strong execution of the cost savings, and there could be reliance on the revolver to fund at least a portion of required term loan amortization. RATINGS RATIONALE 8th Ave's Caa2 CFR reflects the company's high financial leverage, weak free cash flow, and refinancing risk related to 2025 debt maturities. The rating also reflects 8th Ave's relatively small scale within the US packaged foods sector. The company's categories are also more commodity-oriented than other packaged food products, which creates greater risk of price competition and limits margin potential. These credit challenges are balanced against the company's leadership position within narrowly defined private label food categories including pasta, nut butters, and granola that have relatively stable market demand. The capital structure includes roughly $450 million of pay-in-kind preferred stock held by Harvest Partners that receives priority distribution ahead of the common stock that is primarily held by Thomas H. Lee Partners, L.P. ("THL") and Post Holdings, Inc. ("Post"). Moody's believes THL and Post remain supportive of 8th Ave's operating strategies, but the sizable preferred stock creates some risk around potential shareholder financial support. The high leverage and low free cash flow create potential for a distressed exchange to address the revolver and term loan maturities in June and October 2025, respectively. The CFR also reflects the potential that a sale of all or part of the assets could be sufficient to fund repayment of the debt, and the potential for an above average family recovery rate in the event of a default. These views reflect the company's valuable manufacturing operations in large private label categories and good relationships with large private label and co-manufacturing customers. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS A rating downgrade could occur if operating performance does not improve or free cash flow remains weak. A deterioration in liquidity including failure to address the maturities through actions such as asset sales or refinancing at a manageable interest cost, or a decline in estimated recovery values could also lead to a downgrade. A rating upgrade could occur if 8th Ave is able to improve operating performance, including higher earnings and consistently positive free cash flow, and maintain adequate liquidity. The company would need to also successfully address the 2025 maturities at an interest cost that allows for positive free cash flow, and decrease and sustain its debt/EBITDA leverage below 7.0x. PRINCIPAL METHODOLOGY The principal methodology used in these ratings was Consumer Packaged Goods published in June 2022. COMPANY PROFILE Based in St. Louis, Missouri, 8th Avenue Food & Provisions, Inc. is a leading manufacturer and distributor of private brand food products including peanut and other nut butters, pasta, dried fruit and nut products and granola. The company sells to retail, foodservice, and food ingredient customers. 8th Ave was formed in 2018 through a strategic carve-out of subsidiary companies previously owned by Post Holdings, Inc. Revenue for the 12 months ended March 31, 2025 was $1.1 billion. As part of the separation from Post, the private equity firm THL purchased a 39.5% equity share, while Post retained 60.5% of the common equity, which it accounts for using the equity method. Since the separation, Post and THL's common equity ownership have declined to approximately 53% and 27%, respectively, and Harvest Partners owns the sizable amount of 11% PIK preferred stock that has priority distributions to the common stock as well as some control rights. Based on the terms of 8th Ave's governing documents, Post management determined that the company does not have a controlling voting interest in 8th Ave due to substantive participating rights held by third parties associated with the governance of 8th Ave. ACCELERATE DIAGNOSTICS: May 15 Deadline Set for Panel Questions --------------------------------------------------------------- The United States Trustee is soliciting members for committee of unsecured creditors in the bankruptcy cases of Accelerate Diagnostics, Inc., et al. If a party wishes to be considered for membership on any official committee that is appointed, it must complete a questionnaire available at https://tinyurl.com/589thsr4 and return it by email to to Linda Casey - Linda.Casey@usdoj.gov - so that it is received no later than May 15, 2025, at 4:00 p.m. If the U.S. Trustee receives sufficient creditor interest in the solicitation, it may schedule a meeting or telephone conference for the purpose of forming a committee. About Accelerate Diagnostics Accelerate Diagnostics, Inc. is an in vitro diagnostics company that develops systems for the rapid identification of pathogens and antibiotic susceptibility, with a focus on serious infections such as sepsis. Its products, including the Accelerate Pheno and Arc systems, are used in hospitals and clinical laboratories to improve treatment precision and reduce healthcare costs. The Company has submitted its WAVE system for FDA clearance, with a commercial launch expected in early 2026. Accelerate Diagnostics Inc. and Accelerate Diagnostics Texas, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del., Case No. 25-10837) on May 8, 2025. In the petition signed by Jack Phillips as president and chief executive officer, the Debtors disclosed total assets of $28,556,000 and total debts of $84,596,000 as of December 31, 2024. The Hon. Karen B. Owens oversees the cases. The Debtors tapped Morris, Nichols, Arsht & Tunnell LLP and Fried, Frank, Harris, Shriver & Jacobson LLP as bankruptcy counsels. Solic Capital Advisors LLC serves as restructuring advisor to the Debtors; Perella Weinberg Partners LP acts as investment banker; and Stretto Inc. serves as claims and noticing agent. ADVANET AIR: Seeks Subchapter V Bankruptcy in Texas --------------------------------------------------- On May 9, 2025, Advent Air Conditioning Inc. filed Chapter 11 protection in the U.S. Bankruptcy Court for the Northern District of Texas. According to court filing, the Debtor reports $1,333,818 in debt owed to 1 and 49 creditors. The petition states funds will not be available to unsecured creditors. About Advent Air Conditioning Inc. Advent Air Conditioning Inc. is a family-owned HVAC services company based in Lewisville, Texas, serving the greater Dallas Fort Worth area. Established in 1981, the Company specializes in AC repair, heating repair, and HVAC system replacements, offering energy-efficient and indoor air quality solutions. Advent Air Conditioning Inc. sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Tex. Case No. 25-41696) on May 9, 2025. In its petition, the Debtor reports total assets of $142,986 and total liabilities of $1,333,818. Honorable Bankruptcy Judge Mark X. Mullin handles the case. The Debtors are represented by Clayton L. Everett, Esq. at NORRED LAW, PLLC. ALIGNED MEDICAL: Gets Interim OK to Use Cash Collateral ------------------------------------------------------- Aligned Medical Group, P.C. got the green light from the U.S. Bankruptcy Court for the Eastern District of Pennsylvania to use cash collateral. The order penned by Judge Patricia Mayer authorized the Debtor's interim use of cash collateral for the period from May 5 to 31 to pay the expenses set forth in its budget. As protection, the U.S. Small Business Administration, the Debtor's primary secured creditor, was granted replacement liens on its collateral to the same extent, validity and priority as its pre-bankruptcy liens. Meanwhile, the court ordered Citizens Bank and Ascentium to undertake all steps necessary to cause the immediate release of the administrative freeze or hold on the Debtor's bank account. It also ordered Citizens Bank to facilitate the immediate transfer of the funds in the bank account to the debtor-in-possession account. The final hearing is set for May 27, with objections due by May 20. SBA holds a secured interest in the Debtor's assets based on two Economic Injury Disaster Loans totaling over $530,000. These funds are critical for sustaining business operations, including payroll and other immediate obligations, with a projected need of $56,857 for May 2025. The request arises from severe financial distress triggered by the COVID-19 pandemic, which led to an 80% drop in the Debtor's revenues. In response, the Debtor reduced its workforce and commercial space to cut expenses. Compounding these issues, Ascentium obtained a $92,000 judgment against the Debtor, freezing its Citizens Bank operating account and further impairing its ability to operate. As a result, the Debtor filed for relief under Subchapter V on May 5, 2025, and now employs six full-time staff members. The Debtor said the release of the frozen funds and use of cash collateral to continue business operations, maintain patient care, and support a viable reorganization plan. About Aligned Medical Group Aligned Medical Group, P.C. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Pa. Case No. 25-11769-pmm) on May 5, 2025. In the petition signed by Joel Stutzman, D.C., president, the Debtor disclosed up to $500,000 in assets and up to $1 million in liabilities. Judge Patricia M. Mayer oversees the case. David B. Smith, Esq., at Smith Kane Holman, LLC, represents the Debtor as legal counsel. ALK ASPHALT: Court OKs Continued Use of Cash Collateral ------------------------------------------------------- ALK Asphalt, LLC received another extension from the U.S. Bankruptcy Court for the District of Arizona to use cash collateral. The order authorized the company's continued use of cash collateral in accordance with its budget until June 30, 2026 or until confirmation of its Chapter 11 plan, whichever comes first. Secured creditors will receive replacement liens on post-petition assets to cover any loss in value of their original collateral. All parties retain the right to dispute the extent, validity, and priority of any claims or interests in estate assets, including cash collateral. A copy of the court's order and the budget is available at https://shorturl.at/iNRmV from PacerMonitor.com. About ALK Asphalt ALK Asphalt, LLC is a company in Sun City, Ariz., engaged in highway, street and bridge construction. ALK Asphalt sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Ariz. Case No. 24-09608) on November 8, 2024, with $1 million to $10 million in both assets and liabilities. The petition was signed by Adam Kautman as member. Judge Daniel P. Collins oversees the case. Thomas H. Allen, Esq., at Allen, Jones & Giles, PLC, represents the Debtor as legal counsel. AMERICAN COMPONENTS: Seeks Chapter 11 Bankruptcy in Georgia ----------------------------------------------------------- On May 7, 2025, American Components Manufacturing and Engineering Inc. filed Chapter 11 protection in the U.S. Bankruptcy Court for the Northern District of Georgia. According to court filing, the Debtor reports $1,282,157 in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. About American Components Manufacturing and Engineering Inc. American Components Manufacturing and Engineering Inc. is a company based in Covington, Georgia, that is involved in the production of ammunition components. American Components Manufacturing and Engineering Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 25-55194) on May 7, 2025. In its petition, the Debtor reports total assets of $1,850,000 and total liabilities of $1,282,157. The Debtors are represented by G. Frank Nason, IV, Esq. at LAMBERTH, CIFELLI, ELLIS & NASON, P.A. AMERICAN RESOURCES: Receives Nasdaq Noncompliance Notice -------------------------------------------------------- American Resources Corporation disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that the Company received a letter from the Nasdaq Stock Market indicating that the company's Form 10-K for the fiscal year ended December 31, 2024, has not been timely filed according to Nasdaq's Listing Rules. 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, the Company has 60 days to file a plan to file its 10-K and then 180 days post acceptance of the plan to file at which point the Company will regain compliance with the listing requirements and the common stock will continue to be eligible for listing on the Nasdaq Capital Market. The Company continues to work with its Independent Audit Firm and plans to file the required 10-K eminently. Additionally, the upcoming required March 31, 2025, Form 10-Q will be filed expeditiously. 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 STEAM: Areya Holder Aurzada Named Subchapter V Trustee --------------------------------------------------------------- The U.S. Trustee for Region 6 appointed Areya Holder Aurzada, Esq., at Holder Law as Subchapter V trustee for American Steam Inc. Ms. Aurzada will be paid an hourly fee of $575 for her services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Ms. Aurzada declared that she is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Areya Holder Aurzada, Esq. Holder Law 901 Main Street, Ste. 5320 Dallas, TX 75202 Office: 972-438-8800 Mobile: 817-907-4140 About American Steam Inc. American Steam, Inc. specializes in providing steam and hydronic equipment solutions, including the sale, reconditioning, and rental of boilers, heat exchangers, and thermal fluid heaters. It also offers custom metal fabrication for pressure vessels and storage spheres, along with a range of ancillary equipment. Its services extend to preventive maintenance, intelligent combustion control, and emergency support. Founded in 1969, the company focuses on solving complex heat transfer problems across various industries, emphasizing reliability and efficiency. American Steam filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. N.D. Texas Case No. 25-41255) on April 7, 2025, listing $1,070,810 in assets and $7,019,257 in liabilities. John Moses, president of American Steam, signed the petition. Judge Edward L. Morris oversees the case. Robert T. DeMarco, Esq., at DeMarco Mitchell, PLLC, represents the Debtor as legal counsel. AMERICAN STEAM: Gets Final OK to Use Cash Collateral ---------------------------------------------------- American Steam, Inc. received final approval from the U.S. Bankruptcy Court for the Northern District of Texas, Fort Worth Division, to use the cash collateral of merchant cash advance lenders. The company needs to use cash collateral to cover the expenses set forth in its 30-day budget, which projects total operational expenses of $328,354. These expenses include weekly payment of up to $12,300 to John Moses. Several merchant cash advance lenders assert interests in the cash collateral, which include Favo Funding, LLC, Mulligan Funding, LLC, OnDeck Capital, and United First, LLC. Each lender claims a security interest in substantially all of American Steam's personal property, including equipment, inventory, and accounts receivable. As protection, the MCA lenders were granted replacement liens on the company's assets, excluding avoidance actions. As additional protection to United First, American Steam was ordered to maintain a minimum balance of $10,000 in its debtor-in-possession account. About American Steam Inc. American Steam, Inc. specializes in providing steam and hydronic equipment solutions, including the sale, reconditioning, and rental of boilers, heat exchangers, and thermal fluid heaters. It also offers custom metal fabrication for pressure vessels and storage spheres, along with a range of ancillary equipment. Its services extend to preventive maintenance, intelligent combustion control, and emergency support. Founded in 1969, the company focuses on solving complex heat transfer problems across various industries, emphasizing reliability and efficiency. American Steam filed Chapter 11 petition (Bankr. N.D. Texas Case No. 25-41255) on April 7, 2025, listing $1,070,810 in assets and $7,019,257 in liabilities. John Moses, president of American Steam, signed the petition. Judge Edward L. Morris oversees the case. Robert T. DeMarco, Esq., at DeMarco Mitchell, PLLC, represents the Debtor as legal counsel. API COMMERCIAL: Ares Capital Marks $6.6M 1L Secured Loan at 61% Off ------------------------------------------------------------------- Ares Capital Corporation has marked its $6,600,000 loan extended to API Commercial Inc., API Military Inc., and API Space Intermediate, Inc. to market at $2,600,000 or 39% of the outstanding amount, according to Ares' Form 10-Q for the fiscal year ended March 31, 2025, filed with the U.S. Securities and Exchange Commission. Ares is a participant in a First Lien Senior Secured Loan to API Commercial Inc., API Military Inc., and API Space Intermediate, Inc. The loan accrues interest at a rate of zero percent per annum. The loan matures on August 2025. Ares Capital is a specialty finance company that is a closed-end, non-diversified management investment company incorporated in Maryland. Ares Capital has elected to be regulated as a business development company under the Investment Company Act of 1940, as amended. Ares Capital has elected to be treated as a regulated investment company under the Internal Revenue Code of 1986, as amended, and operates in a manner so as to qualify for the tax treatment applicable to RICs. Ares is led by Kipp Deveer as chief executive officer, Scott C. Lem as chief financial officer and treasurer, and Paul Cho as chief accounting officer. The Fund can be reached through: Kipp Deveer Ares Capital Corporation 245 Park Avenue, 44th Floor, New York, NY 10167 Telephone: (212) 750-7300 About API Commercial Inc., API Military Inc., and API Space Intermediate, Inc. API Commercial Inc., API Military Inc., and API Space Intermediate, Inc. are providers of military aircraft aftermarket parts and distribution, repair and logistics services in the U.S. AQUA METALS: CFO Judd Merrill to Step Down May 16 ------------------------------------------------- Aqua Metals, Inc. disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that Judd Merrill notified the Company that he intends to resign as Chief Financial Officer effective on May 16, 2025, which will be after the filing of its Quarterly Report on Form 10-Q for the period ended March 31, 2025. The Company and Mr. Merrill have also executed a short-term consulting arrangement pursuant to which he will provide the Company with certain financial and accounting support through August 2025, as the Company transitions to a new Chief Financial Officer. About Aqua Metals Aqua Metals, Inc. -- www.aquametals.com -- is reinventing metals recycling with its patented AquaRefining technology. The Company is pioneering a sustainable recycling solution for materials strategic to energy storage and electric vehicle manufacturing supply chains. AquaRefining is a low-emissions, closed-loop recycling technology that replaces polluting furnaces and hazardous chemicals with electricity-powered electroplating to recover valuable metals and materials from spent batteries with higher purity, lower emissions, and minimal waste. Aqua Metals is based in Reno, NV and operates the first sustainable lithium battery recycling facility at the Company's Innovation Center in the Tahoe-Reno Industrial Center. In its report dated March 31, 2025, the Company's auditor Forvis Mazars, LLP, issued a "going concern" qualification citing that the Company has incurred substantial operating losses and negative cash flows from operations since inception that raise substantial doubt about its ability to continue as a going concern. As of Dec. 31, 2024, Aqua Metals had $26.37 million in total assets, $10.12 million in total liabilities, and $16.24 million in total stockholders' equity. ARTIFICIAL INTELLIGENCE: Implements $1.2M Annual Savings Plan ------------------------------------------------------------- Artificial Intelligence Technology Solutions, Inc. announced it is implementing various efficiencies to achieve over $1.2 million in annualized savings with expectations on full implementation beginning June 1, 2025, with reduced spending expected to be seen in the Q2 quarterly filings. These savings reflect stability in the Gen 4 platform and a focus shift from product creation for solutions such as ROAMEOto a focus on production transition and iterative efficiency improvements. Additionally, the Company is implementing greater efficiencies across cloud services, logistics, and deployment operations. The Company's operational realignment strengthens its financial position as it continues to advance toward its long-term growth objectives. The Company expects that there will be no headcount changes to the approximately 115 team members throughout AITX and its four subsidiaries. "We have made strategic, thoughtful decisions that significantly lower our monthly cash requirements while maintaining our momentum across all business units," said Steve Reinharz, CEO of AITX and all RAD subsidiaries. "These savings, combined with our growth initiatives, accelerate our push toward achieving operational cash flow positivity, a key milestone in our long-term plan to drive shareholder value and expand our leadership position in AI-driven security solutions." On April 3, 2025, AITX reported unaudited fiscal year 2025 revenues of $6.13 million for the period ending February 28, 2025, representing an increase of nearly 300 percent compared to fiscal year 2024. The Company has forecasted fiscal year 2026 revenues in the range of $12 million to $18 million, supported by growing recurring revenue streams and expanding market adoption of its AI-driven solutions. The growing financial and operational strength of Robotic Assistance Devices, Inc. (RAD-I) has enabled the Company to provide full time resources toward the growth of SARA and Robotic Assistance Devices Group, Inc. (RAD-G). Nearly 20% of AITX's operations will soon be dedicated to these next-generation initiatives, supporting accelerated development without impacting RAD-I's ongoing performance or client commitments. This reallocation reflects the Company's confidence in the substantial market opportunity represented by AI-powered security and automation solutions, opens significant new revenue opportunities, all while effecting no increase in headcount or SG&A. With a streamlined cost structure, a growing base of recurring monthly revenue, and expanding opportunities across multiple markets, AITX remains firmly positioned for continued growth. The Company's disciplined operational strategy, combined with its leadership in AI-driven security technologies, is expected to support further progress toward operational profitability and long-term value creation for shareholders. About Artificial Intelligence Technology Headquartered in Ferndale, Mich., Artificial Intelligence Technology Solutions Inc. is an innovator in the delivery of artificial intelligence-based solutions that empower organizations to gain new insight, solve complex challenges, and fuel new business ideas. Through its next-generation robotic product offerings, AITX's RAD, RAD-R, RAD-M, and RAD-G companies help organizations streamline operations, increase ROI, and strengthen business. AITX technology improves the simplicity and economics of patrolling and guard services, allowing experienced personnel to focus on more strategic tasks. Customers augment the capabilities of existing staff and gain higher levels of situational awareness, all at drastically reduced costs. AITX solutions are well-suited for use in multiple industries such as enterprises, government, transportation, critical infrastructure, education, and healthcare. Deer Park, Illinois-based L J Soldinger Associates, LLC, the Company's auditor since 2019, issued a "going concern" qualification in its report dated May 9, 2024, citing that the Company had a net loss of approximately $20.7 million, an accumulated deficit of approximately $133.0 million, and stockholders' deficit of approximately $40.2 million as of and for the year ended Feb. 29, 2024, which raise substantial doubt about its ability to continue as a going concern. As of November 30, 2024, Artificial Intelligence had $9,797,318 in total assets, $56,814,939 in total liabilities, and $47,017,621 in total stockholders' deficit. AURORA MEDICAL: Unsecureds Will Get 8.85% of Claims in Plan ----------------------------------------------------------- Aurora Medical Group Corp. filed with the U.S. Bankruptcy Court for the Middle District of Florida a Disclosure Statement for Plan of Reorganization dated April 10, 2025. The Debtor, a Florida corporation, was founded in January 2019 under the name of ASC Community Health Corp. The 100% owner and sole shareholder is Anisley Lanza Diaz. She is a registered nurse. The Debtor is a medical office that specializes in cosmetic surgery and aesthetic medicine. The Debtor's current place of business is 2715 West Sligh Avenue, Tampa, Florida 33614. This building is owned by AL, a Florida corporation owned by Anisley Lanza Diaz. The Debtor has been in Chapter 11 since June 13, 2024, with declining revenues. In order to positively alter Debtor's cash flow, Debtor has returned 4 expensive pieces of equipment. Due to several factors, including but not limited to, the age of the accounts, Debtor's promise to the patients that they would not be personally responsible for the claims and the universal denial of insurance coverage, the agency was not successful in its collection efforts. Class 3 consists of six allowed general unsecured creditors with claims totaling $549,821.94. This class will receive a pro rata distribution of $48,659.24 or 8.85%, which is more than they would receive in a Chapter 7 liquidation. Distributions will be made over 30 months, starting in month 30 of the plan, in 10 quarterly payments of $4,865.92 each. The claims of four lenders, who previously were secured, holding purchase money equipment loans, have been filed as unsecured by the lenders. Debtor has returned or attempted to return the relevant equipment. Three of the claims appear to be final claim amounts. Debtor has been advised by Stearns Bank that it will not repossess its equipment until after the plan is filed, and at that time it will file an amended claim for the proper deficiency balance. The amount of the current Stearns' claim (POC-6) is without credit for any proceeds that may be received from the sale of the collateral. The amount of this claim should decrease, which should decrease the dollar amount of the unsecured pool and increase the pro rata distribution to the class. Regardless, the Debtor proposes that the percentage of distribution to the other unsecured creditors remain at 8.85%. This class is impaired. Class 4 consists of the unsecured claim of BayFirst National Bank in the amount of $632,503.45. BayFirst has filed a claim for $686,734.51(POC-2). Without knowledge of the SBA UCC-1 lien, the amount of the BayFirst secured claim originally was set by Debtor at $131,725.88, the totality of Debtor's personal property otherwise not encumbered by purchase money liens. This resulted in an apparent unsecured claim for $555,008.63. With the realization of the existence and priority of the SBA UCC-1 lien, the secured claim of BayFirst is reduced to $54,231.06 and the general unsecured claim is increased from $555,008.63 to $632,503.45. As set forth in Class 2 in detail, the mortgage payments on the cross-collateralized real property are current and cover the entirety of the re-payment of the loan. Accordingly, the Debtor's liability for the resulting (recalculated) unsecured claim of $632,503.45 is acknowledged in this Class 4, but no provision is made for the funding of this claim in the Plan, which normally would be paid as a member of the general unsecured class. The unsecured BayFirst claim is not included in the General Unsecured Class of allowed claims, receiving payment. Payments and distributions under the Plan will be funded by income generated from the revenues received from the operation of Debtor's medical office specializing in cosmetic surgery and aesthetic medicine. A full-text copy of the Disclosure Statement dated April 10, 2025 is available at https://urlcurt.com/u?l=SRV7it from PacerMonitor.com at no charge. Aurora Medical Group Corp., is represented by: Chad Van Horn, Esq. Courtney Milam, Esq. Van Horn Law Group, P.A. 500 NE 4th Street #200 Fort Lauderdale, FL 33301 Telephone: (954) 765-3166 Facsimile: (954) 756-7103 Email: Chad@cvhlawgroup.com About Aurora Medical Group Aurora Medical Group Corp. is a medical group that offers cosmetic surgery including liposuction, J plasma renuvion, abdominoplasty, brachioplasty, radiesse, fat transfer, vaginal rejuvenation, botox, fillers, laser hair removal, facials, among other services. Aurora Medical Group Corp. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-03353) on June 13, 2024. In the petition signed by Anisley Lanza Diaz, president, the Debtor disclosed total assets of $2,348,816 and total liabilities of $1,308,359. Judge Roberta A. Colton oversees the case. Chad Van Horn, Esq., at Van Horn Law Group, P.A., serves as the Debtor's counsel. AVENTINE INTERMEDIATE: Ares Capital Marks $48.1M Loan at 23% Off ---------------------------------------------------------------- Ares Capital Corporation has marked its $48,100,000 loan extended to Aventine Intermediate LLC and Aventine Holdings II LLC to market at $37,000,000 or 77% of the outstanding amount, according to Ares' Form 10-Q for the fiscal year ended March 31, 2025, filed with the U.S. Securities and Exchange Commission. Ares is a participant in a Senior Subordinated Loan to Aventine Intermediate LLC and Aventine Holdings II LLC. The loan accrues interest at a rate of 10.25% payment in kind per annum. The loan matures on December 2030. Ares Capital is a specialty finance company that is a closed-end, non-diversified management investment company incorporated in Maryland. Ares Capital has elected to be regulated as a business development company under the Investment Company Act of 1940, as amended. Ares Capital has elected to be treated as a regulated investment company under the Internal Revenue Code of 1986, as amended, and operates in a manner so as to qualify for the tax treatment applicable to RICs. Ares is led by Kipp Deveer as chief executive officer, Scott C. Lem as chief financial officer and treasurer, and Paul Cho as chief accounting officer. The Fund can be reached through: Kipp Deveer Ares Capital Corporation 245 Park Avenue, 44th Floor New York, NY 10167 Telephone: (212) 750-7300 About Aventine Intermediate LLC & Aventine Holdings II LLC Aventine Intermediate LLC and Aventine Holdings II LLC are media and production companies in the U.S. AVFUND CAPITAL: Involuntary Chapter 11 Case Summary --------------------------------------------------- Alleged Debtor: Avfund Capital Group Inc. 2443 W. Beverly Blvd. Montebello, CA 90640 Business Description: Avfund is a single-asset real estate debtor, as defined in 11 U.S.C. Section 101(51B). Involuntary Chapter 11 Petition Date: May 13, 2025 Court: United States Bankruptcy Court Central District of California Case No.: 25-13967 Petitioners' Counsel: Robert S. Altagen, Esq. LAW OFFICE OF ROBERT S. ALTAGEN 1111 Corporate Center Dr #201 Monterey Park, CA 91754 Tel: 323-268-9588 Email: robertaltagen@altagenlaw.com A full-text copy of the Involuntary Petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/JYAPS4Q/AVFUND_CAPITAL_GROUP_INC__cacbke-25-13967__0001.0.pdf?mcid=tGE4TAMA Alleged creditor who signed the petition: Petitioner Nature of Claim Claim Amount Marco Garcia Money Loaned $58,000 244 E. Gleason Street Monterey Park, CA 91735 AVILLA MOTOR: Douglas Adelsperger Named Subchapter V Trustee ------------------------------------------------------------ The U.S. Trustee for Region 10 appointed Douglas Adelsperger, Esq., as Subchapter V trustee for Avilla Motor Works, Inc. Mr. Adelsperger 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. Adelsperger declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Douglas R. Adelsperger, Trustee 1251 N. Eddy St., Suite 200 South Bend, IN 46617 Tel: (260) 407-0909 Email: trustee@adelspergerlawoffices.com About Avilla Motor Works Inc. Avilla Motor Works, Inc. is a full-service automotive company specializing in towing, roadside assistance, and auto repairs. It is known for its emergency services, mechanical diagnostics, and vehicle transport, operating 23 hours a day, seven days a week. Avilla filed Chapter 11 petition (Bankr. N.D. Ind. Case No. 25-10433) on April 7, 2025, listing $636,483 in assets and $2,344,190 in liabilities. Royce E. Thacker II, chief executive officer of Avilla, signed the petition. Judge James R. Ahler oversees the case. Scot T. Skekloff, Esq., at HallerColvin PC, represents the Debtor as legal counsel. AVON PRODUCTS: Insurers Dispute Voting Procedures in Ch. 11 Plan ---------------------------------------------------------------- Emily Lever of Law360 Bankruptcy Authority reports that the insurers involved in Avon Products Inc.'s Chapter 11 case have raised objections to the debtor's proposed solicitation procedures, arguing against the provisional recognition of certain talc claims for the purpose of voting on the bankruptcy plan. About AIO US and Avon Products AIO US Inc., Avon Products Inc, and some of its affiliates are manufacturers and marketers of beauty, fashion, and home products with operations and customers across the globe. AIO US sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 24-11836) on Aug. 12, 2024. In the petition filed by Philip J. Gund as chief restructuring officer, AIO US disclosed $1 billion to $10 billion in assets and debt. Richards, Layton & Finger, P.A. and Weil, Gotshal & Manges LLP are counsel to the Debtors. Ankura Consulting Group LLC serves as restructuring advisor to the Debtors. Rothschild & Co US Inc is the Debtors' investment banker and financial advisor. Epiq Corporate Restructuring LLC acts as claims and noticing agent to the Debtors. AZURIA WATER: Moody's Affirms 'B2' CFR & Alters Outlook to Negative ------------------------------------------------------------------- Moody's Ratings has changed the outlook to negative from stable on Azuria Water Solutions, Inc. (Azuria). Concurrently, Moody's affirmed B2 corporate family rating, B2-PD probability of default rating and B2 ratings on the senior secured first-lien term loan rating and senior secured first-lien revolving credit facility. Azuria provides trenchless wastewater pipe rehabilitation, maintenance and protection solutions. The outlook change to negative follows the announced acquisition of Project Sidelines, which will be mostly funded with incremental debt, and reflects Moody's views that Azuria's financial strategies are more aggressive than anticipated, including the usage of sizeable incremental debt to fund acquisitions. The outlook change also reflects Moody's views on heightened integration risks from a very active acquisition pipeline, which could result in lower profitability and cash flow, weaker quality of earnings with large EBITDA add-backs, and uncertainty regarding the deleveraging timeline. Additionally, the negative outlook reflects Moody's anticipations that Azuria will prioritize growth through debt-funded acquisitions, maintaining pressure on its credit profile rather than reducing financial leverage. ESG considerations were a key driver of the actions, notably governance risk due to the company's decision to pursue debt-funded M&A. RATINGS RATIONALE Azuria's B2 CFR is constrained by high financial leverage, with debt/EBITDA around 6.0x pro forma for acquisitions and divestitures, for the 12 months ended December 31, 2024, and a modest margin profile, with EBITDA margin in the low to mid-teens range. Moody's anticipates a decline in financial leverage, with debt/EBITDA trending towards 5.5x in 2025, supported by modest EBITDA margin expansion and mandatory debt repayments. However, large acquisition-related EBITDA add-backs and heightened integration risk could delay the timeline to reduce debt/EBITDA. This financial risk is balanced by good size, with revenue around $1.5 billion for the same period, adjusted for acquisitions and divestitures, and a leading market position in trenchless wastewater pipe rehabilitation solutions, which accounts for about 90% of revenue. Azuria pioneered its cured-in-place pipe products and technology and maintains what it believes to be the largest integrated manufacturing and service infrastructure in North America. This infrastructure provides substantial barriers to entry for competitors and creates scale advantages. Moody's expects strong demand for Azuria's services, driven by aging and largely local wastewater pipeline infrastructure. The recently announced acquisition of Project Sidelines increases the company's capabilities and addressable market by incorporating sidelines services. Moody's expects interest coverage, calculated as EBITA/interest expense, to be at least 2.0x, and the generation of free cash flow/debt in the mid single-digit percentage range, supporting a good liquidity profile. Moody's expects the company will pursue aggressive financial strategies, including debt-funded acquisitions as part of its growth strategy, which could delay deleveraging efforts and exert pressure on its credit rating. The B2 senior secured first-lien bank credit facility rating, consisting of the $125 million revolver expiring in February 2028 and around $1.3 billion (proforma for proposed transaction) term loan due in May 2028, is in line with the B2 CFR, and reflects its position as the vast majority of debt in the capital structure. This debt is secured on a first priority basis by substantially all tangible and intangible assets, subject to certain permitted liens and other exceptions outlined in the facility agreement. Moody's expects that Azuria will maintain good liquidity over the next 12 to 15 months. Liquidity is supported by around $75 million in cash on hand, pro forma for acquisitions, as of December 31, 2024. Moody's expects positive free cash flow generation of around $40-$60 million and full availability under the $125 million revolving credit facility, with $109 million available after accounting for $16 million in letters of credit. Typically, working capital increases in the first quarter as the company prepares for the seasonal uptick in activity in the subsequent, warm-weather quarters. There are around $13 million in required annual term loan amortization payments, which Moody's anticipates will be funded by the company's free cash flow. Azuria will have around $1.3 billion in floating rate debt, which may pose a risk to its cash flow from operations in the event of rising interest rates; however, Moody's anticipates benchmark rates to decline in 2025. The company also has $300 million of interest rate hedges in place, expiring in December 2025. There are no financial maintenance covenants under the first-lien term loan, while the revolver is subject to a springing maximum first-lien net leverage ratio of 8.4x, which is tested when utilization exceeds 35%. Moody's do not expect the covenant to be triggered in the near term. Moody's believes Azuria will maintain substantial headroom under the financial covenant. As of December 31, 2024, Azuria's first-lien net leverage ratio was 4.0x. The first-lien term loan is subject to a 50% excess cash flow sweep (as defined in the agreement) while the first-lien net leverage ratio is above 5.0x, with step-downs to 25% and 0% when the first-lien net leverage ratio is at 5.0x and 4.5x, respectively. Moody's anticipates that the company will maintain a comfortable margin relative to the covenant limit. The negative outlook reflects Moody's expectations for low to mid single-digit growth in 2025 and 2026, coupled with modest free cash flow generation. Moody's also anticipates that financial leverage will remain high, around 5.5x, during these periods. The negative outlook also reflects the diminished quality of earnings given the sizeable EBITDA add-backs linked to acquisitions, which increases uncertainty around the longer term profitability and cash flow profile. The outlook may be revised to stable if Azuria moderates its appetite for debt-funded acquisitions and enhances its quality of earnings, sustaining its EBITDA margin in the mid-teens range. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Given the negative outlook, a rating upgrade over the next 12-18 months is unlikely. Over the longer term, the ratings could be upgraded if Azuria sustains debt/EBITDA below 5.0x, EBITA/interest expense of at least 2.5x, and maintains balanced financial strategies, prioritizing debt repayment over debt-funded acquisitions or shareholder returns. The ratings could be downgraded if the company issues significant debt in the near term before successfully integrating recent acquisitions, reducing leverage and improving its quality of earnings. The ratings could be also downgraded if the company revenue does not grow and profitability rates do not improve. The ratings could also be downgraded if the company's debt/EBITDA remains above 6.0x and free cash flow/debt is sustained below 3%, or if liquidity deteriorates. The principal methodology used in these ratings was Business and Consumer Services published in November 2021. Azuria, based in Chesterfield, MO, provides integrated pipeline rehabilitation products and services mostly to US municipal water and wastewater authorities in North America. The company is owned by the private equity sponsor New Mountain Capital. BALL CORP: Moody's Rates New Senior Unsecured Notes Due 2032 'Ba1' ------------------------------------------------------------------ Moody's Ratings assigned a Ba1 rating to Ball Corporation's ("Ball Corp.") senior unsecured notes due 2032. The company's Ba1 corporate family rating, Ba1-PD probability of default rating, SGL-2 speculative grade liquidity rating (SGL) and other existing ratings are unchanged. The outlook remains stable. Moody's expects that the proceeds of this proposed debt offering will be used to repay a total of up to $1 billion outstanding under Ball Corp.'s $1.75 billion revolving credit facility as of March 31, 2025. "Moody's views this transaction as leverage neutral with little impact on Ball Corp.'s credit quality," said Scott Manduca, VP-Senior Analyst at Moody's Ratings. RATINGS RATIONALE Ball Corp.'s Ba1 rating continues to benefit from the company's leading position in the consolidated metal can industry, which creates switching costs for its large blue-chip customers. The company also has sophisticated innovation abilities that anchor its strong competitive position in the rapidly growing custom can market. Ball Corp.'s supply chain flexibility and scale will help to soften the negative cost impact on margins from tariffs on aluminum prices. In addition, Ball Corp. can limit margin volatility with the pass through mechanisms of cost inflation that are embedded in customer contracts. Following material debt reduction in 2024 because of the sale of its aerospace business, Moody's expects Ball Corp. to maintain a strong balance sheet, while continuing shareholder returns through share repurchases and dividends. Moody's expects Ball Corp.'s debt-to-EBITDA (incorporating Moody's standard adjustments) to be close to 4.0x and interest coverage of around 5.0x and 5.3x in 2025 and 2026, respectively. Additionally, Moody's projects the company will generate free cash flow of around $300 million to $400 million per year and maintain good liquidity. The stable outlook reflects Moody's expectations of stable credit metrics, material free cash flow generation and maintenance of good liquidity. The Ba1 ratings on the senior unsecured notes reflect the subordination to the company's secured facilities and guarantees from only the domestic subsidiaries. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING An upgrade in ratings would require less aggressive financial policies and a migration to an unsecured capital structure. Specifically, the ratings could be upgraded if adjusted debt-to-EBITDA is below 3.25x, EBITDA-to-interest expense is greater than 6.5x and retained cash flow-to-net debt is above 20%. The ratings could be downgraded if there is a deterioration in the company's business profile, credit metrics, or liquidity. Specifically, the ratings could be downgraded if adjusted debt-to-EBITDA is above 4.25x, EBITDA-to-interest is below 5.5x or retained cash flow-to-net debt falls below 15%. The principal methodology used in this rating was Packaging Manufacturers: Metal, Glass and Plastic Containers published in April 2025. Westminster, Colorado based Ball Corporation is a global manufacturer of aluminum packaging, primarily for beverages. The company reports in four segments including Beverage Packaging North and Central America, Beverage Packaging South America, Beverage Packaging Europe, and Other (aluminum aerosol and slugs for packaging, fully recyclable aluminum cups, non-reportable segments in beverage packaging, corporate). Revenue for the 12 months that ended March 31, 2025 was about $12 billion. BAMBOO PURCHASER: Ares Capital Marks $17.5M 1L Loan at 15% Off -------------------------------------------------------------- Ares Capital Corporation has marked its $17,500,000 loan extended to Bamboo Purchaser, Inc. to market at $14,900,000 or 85% of the outstanding amount, according to Ares' Form 10-Q for the fiscal year ended March 31, 2025, filed with the U.S. Securities and Exchange Commission. Ares is a participant in a First Lien Senior Secured Loan to Bamboo Purchaser, Inc. The loan accrues interest at a rate 10.95% per annum. The loan matures on November 2027. Ares Capital is a specialty finance company that is a closed-end, non-diversified management investment company incorporated in Maryland. Ares Capital has elected to be regulated as a business development company under the Investment Company Act of 1940, as amended. Ares Capital has elected to be treated as a regulated investment company under the Internal Revenue Code of 1986, as amended, and operates in a manner so as to qualify for the tax treatment applicable to RICs. Ares is led by Kipp Deveer as chief executive officer, Scott C. Lem as chief financial officer and treasurer, and Paul Cho as chief accounting officer. The Fund can be reached through: Kipp Deveer Ares Capital Corporation 245 Park Avenue, 44th Floor New York, NY 10167 Telephone: (212) 750-7300 About Bamboo Purchaser, Inc. Bamboo Purchaser, Inc. is a provider of nursery, garden, and greenhouse products in the U.S. BAUSCH HEALTH: Fitch Affirms & Withdraws CCC+ Issuer Default Rating ------------------------------------------------------------------- Fitch Ratings has affirmed and withdrawn Bausch Health Companies Inc.'s (BHC) and Bausch Health Americas, Inc.'s (BHA) (collectively, BHC) Issuer Default Ratings (IDRs) at 'CCC+'. Prior to the withdrawal, the ratings remained in the 'CCC' category reflecting the long-term refinancing risk, non-zero risk of a distressed debt exchange for later maturities, and a weakening balance sheet when XIFAXAN revenues decline and if BHC separates Bausch + Lomb Corporation. Fitch has also affirmed and withdrawn the instrument ratings including the first lien debt issued by 1261229 B.C. Ltd and BHC at 'B' with a Recovery Rating of 'RR2', the second lien debt (issued by BHC) at 'CCC-'/'RR6' and the unsecured notes (issued by BHC and BHA) at 'CC'/'RR6'. Fitch has subsequently withdrawn all ratings due to commercial reasons. Fitch will therefore no longer provide rating or analytical coverage on Bausch. Key Rating Drivers Prior to the withdrawal, BHC's ratings reflected the following: Refinancing was Upgrade Catalyst: The recently completed debt transactions have significantly reduced refinancing risk over the rating horizon, which was a key driver of the 'CCC' IDR prior to the April 2025 upgrade. Pro forma, BHC has limited near-term maturities and ample liquidity to address them. Fitch previously assumed BHC might need to pursue off-market transactions or distressed debt exchanges to refinance the near-term maturities, but this did not occur. It remains to be seen how BHC may use the drop-down capacity in its debt agreements for future refinancings and whether this will involve ordinary debt issuances or transactions that Fitch could view as a distressed debt exchange. Next Material Maturities Overlap with XIFAXAN: The 'CCC+' IDR reflects Fitch's view that refinancing risk is high in the medium term given its expectation of material revenue and EBITDA declines beginning in 2027 and continuing in 2028. XIFAXAN, a branded antibiotic used to treat irritable bowel syndrome and other conditions, contributes 20% of consolidated revenues and 40% of revenues, excluding BLCO. Fitch assumes XIFAXAN revenues to decline to $1.5 billion and $1.2 billion in 2027 and 2028, respectively, from $2.0 billion in 2024 and $2.2 billion in 2026 (assumed peak sales), subject to negotiated prices with Medicare and the entrance of generic competition. Fitch assumes EBITDA margins will decline by 1000bps due to the loss of high-margin revenues. Fitch assigns a wider confidence interval around these assumptions, with a high probability of revenue declines occurring, though the actual amounts and timing are uncertain. Fitch has not assumed contributions from new products or acquisitions will fully offset losses, given the relatively thin late-stage pipeline and the limited contributions acquisitions could provide if available FCF were allocated to acquisitions at current market multiples. Currently Solid Metrics at Risk of Deterioration: As a result of the above assumptions, Fitch expects key credit metrics to transition from those comparable to a 'B' category rating (e.g. approximately 6x leverage, 2x interest coverage, and high-single digit FCF margins) to those consistent with 'CCC' category (e.g. leverage exceeding 8x, interest coverage below 1.5x, and break-even to low-single digit FCF margins) in 2027 and 2028 when there will be almost $4.3 billion of debt maturities at BHC in 2028. BHC's Potential Separation of BLCO: The decisions related to BLCO's separation from BHC will significantly impact the long-term credit profile, with potential positive rating momentum if BHC retains BLCO. However, BHC continues to express its intention to separate BLCO, as stated on the 4Q24 earnings call: "the main objective remains the same, which is to complete the separation of Bausch + Lomb from Bausch Health in the most accretive way for Bausch Health shareholders." However, separation risk is limited by the recent refinancing, as 52.5% of BLCO's shares now serve as collateral for debt guaranteed by BHC whereas previously debt collateralized by shares was not guaranteed. Separation Would Impact Key Metrics: Fitch would view further separation of BLCO as a credit negative and expects credit metrics to weaken beyond 2027 if it occurred, with leverage approximating 10x, coverage approaching 1x, and neutral to negative FCF. Fitch notes that the recently issued debt has drop-down capacity and other means to move the 35.5% of unencumbered shares. However, a decline in XIFAXAN revenue poses a risk to BHC obtaining the necessary solvency opinion for the separation. Operations Stabilizing: BHC's operating fundamentals continued to improve in 2024 after a solid 2023, driven by increasing revenue from its subsidiaries, Solta Medical business, Salix, and its international and diversified segments. Advancing sales and relatively stable margins resulted in improved cash generation. The company moderately reduced debt during the period. Fitch expects this trend to continue during the intermediate term, assuming XIFAXAN continues to retain market exclusivity. Application of Parent and Subsidiary Rating Linkage: Fitch rates BHC by comparing its credit profile with that of its subsidiaries, Bausch Health Americas, Inc. (BHA) and BLCO, under its Parent and Subsidiary Rating Linkage Criteria. Fitch regards BHA as a 'Stronger' subsidiary and BHC as the 'Weaker' parent. Fitch believes there is open ringfencing and access and control between BHA and BHC. Therefore, Fitch rates the entities at the consolidated level with no notching between the two. Fitch has not assigned an IDR to 1261229 B.C. Ltd. as it owns financial assets but has no direct operations. Fitch instead rates the debt based on the guarantee by BHC. Peer Analysis BHC's rating is lower than those of specialty pharmaceutical industry peers, ADVANZ PHARMA HoldCo Limited (B/Stable), Mallinckrodt plc (B+/Rating Watch Positive), and Jazz Pharmaceuticals (BB/Stable). This reflects Fitch's expectation of a deterioration of BHC's key credit metrics when XIFAXAN faces revenue pressures and BHC's potential separation of BLCO. Fitch expects BHC may experience outlier leverage and limited FCF, which would lead to elevated refinancing risk over the medium to long term. Key Assumptions On a consolidated basis, for BHC including BLCO: - Revenues sustain around $10 billion, assuming 3% growth in 2025 and 2026 and declines in 2027 and 2028 as XIFAXAN faces pressures from the Inflation Reduction Act and competition, respectively; - EBITDA margins decline by 50-100bps in 2025 due to inflation in 2025 and down further to around 25% in 2027 as XIFAXAN faces pressures; - Capex totaling $350 million per year, $50 million per year of cash restructuring and separation costs, and $200 million per year of acquisitions at BLCO. For BHC ex-BLCO: - Revenue growth around 1% in 2025 and 2026 and declining by approximately 15% versus 2024 levels, cumulatively in 2027 and 2028; - Modest improvements in EBITDA margins as top-line expands in 2025 and 2026 but declines to mid-30% range from low-50% range in 2027 and 2028 as XIFAXAN revenues decline; - Modest headwinds, particularly in the International segment, with risks related to the unfolding of potential tariffs in the U.S. and retaliatory actions. Recovery Analysis In assigning and maintaining instrument ratings on issuers with IDRs of 'B+' and below, Fitch conducts a bespoke recovery analysis. The recovery analysis assumes that BHC would be considered a going concern in bankruptcy and that it would be reorganized rather than liquidated. Fitch estimates a standalone reorganized enterprise value of approximately $9.8 billion for BHC, excluding its ownership of BLCO, and assume administrative claims consume 10% of this value. Fitch estimates a going-concern EBITDA, excluding BLCO, of $1.5 billion. This reflects a scenario where XIFAXAN loses significant market share and BHC experiences shortfalls in commercializing its R&D pipeline. This assumption is unchanged from previous reviews. Fitch assumes a recovery enterprise value/EBITDA multiple of 6.5x. This assumption has been reduced from the previous 7x multiple considering the implied multiple the company trades for excluding BLCO and in recognition of the approaching XIFAXAN revenue headwinds. Fitch assumes BHC's equity ownership in BLCO has $0.65 billion of value, assuming its debt is fully drawn, a 7x multiple on $850 million of EBITDA and a 10% administrative claim, 52.5% of which is pledged to the new first lien lenders and 35.5% is unencumbered and available to all lenders. Fitch applies a waterfall analysis to the going-concern enterprise value based on the relative claims of the debt in the capital structure, starting with $7.9 billion of new first lien debt (fully drawn), $3.4 billion of existing first lien debt, $0.4 billion of second lien debt, and $4.7 billion of unsecured debt. The inclusion or exclusion of BHC's unencumbered equity interests in BLCO does not influence the notching and therefore the allocation across lenders, in and of itself, does not necessarily influence the notching of BHC's instruments relative to its IDR. The A/R securitization credit facility reduces the going-concern enterprise valuation and is not included as debt in the waterfall. The application of Fitch's Country-Specific Treatment of Recovery Ratings Criteria does not impact the instrument ratings. RATING SENSITIVITIES Not relevant as Ratings Withdrawn. Liquidity and Debt Structure BHC has solid liquidity pro forma for the recent refinancing. Sources of liquidity include $932 million excluding cash at BLCO, $475 million of capacity under its new RCF and Fitch-forecasted positive FCF. These amounts are sufficient to service $1.2 billion of remaining debt maturities in 2026 and 2027, combined. BHC also has $300 million of remaining capacity under its A/R securitization facility, which is not reflected in the formal liquidity calculations. BHC has a complicated debt structure with an A/R securitization facility, two types of first lien debt, second lien debt, and unsecured debt with three issuers. Issuer Profile BHC is a multinational health care company headquartered in Canada that develops, manufactures and markets pharmaceutical and medical products. Its largest segment is the 88% interest it maintains in Bausch + Lomb Corporation. Summary of Financial Adjustments There are no material adjustments made outside of the scope of criteria. Some analytical adjustments were made for items viewed as one-time or non-recurring in nature. MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS Fitch's latest quarterly Global Corporates Macro and Sector Forecasts data file which aggregates key data points used in its credit analysis. Fitch's macroeconomic forecasts, commodity price assumptions, default rate forecasts, sector key performance indicators and sector-level forecasts are among the data items included. ESG Considerations Bausch Health Americas, Inc. and Bausch Health Companies, Inc. have ESG Relevance Scores of '4' for Exposure to Social Impacts due to pressure to contain healthcare spending growth, a highly sensitive political environment and social pressure to contain costs or restrict pricing, which has a negative impact on the credit profile, and is relevant to the rating[s] in conjunction with other factors. The highest level of ESG credit relevance is a score of '3', unless otherwise disclosed in this section. A score of '3' means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. Fitch's ESG Relevance Scores are not inputs in the rating process; they are an observation on the relevance and materiality of ESG factors in the rating decision. Entity/Debt Rating Recovery Prior ----------- ------ -------- ----- 1261229 B.C. LTD. senior secured LT B Affirmed RR2 B senior secured LT WD Withdrawn Bausch Health Americas, Inc. LT IDR CCC+ Affirmed CCC+ LT IDR WD Withdrawn senior unsecured LT CC Affirmed RR6 CC senior unsecured LT WD Withdrawn Bausch Health Companies Inc. LT IDR CCC+ Affirmed CCC+ LT IDR WD Withdrawn senior unsecured LT CC Affirmed RR6 CC senior unsecured LT WD Withdrawn senior secured LT B Affirmed RR2 B senior secured LT WD Withdrawn Senior Secured 2nd Lien LT CCC- Affirmed RR6 CCC- Senior Secured 2nd Lien LT WD Withdrawn BAUSCH HEALTH: Reports Net Loss of $86 Million in Q1 FY25 --------------------------------------------------------- Bausch Health Companies Inc. filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $86 million on $2.3 billion of revenues for the three months ended March 31, 2025, compared to a net loss of $77 million on $2.2 billion of revenues for the three months ended March 31, 2024. As of March 31, 2025, the Company had $26.4 billion in total assets, $26.7 billion in total liabilities, and a total stockholders' deficit of $240 million. A full-text copy of the Company's Form 10-Q is available at: https://tinyurl.com/bw9zh65a About Bausch Health Companies Inc. Bausch Health Companies Inc. develops drugs for unmet medical needs in central nervous system disorders, eye health, and gastrointestinal diseases, as well as contact lenses, intraocular lenses, ophthalmic surgical equipment, and aesthetic devices. As of March 31, 2024, the Company had $26.91 billion in total assets, $27.09 billion in total liabilities, and $174 million in total deficit. * * * In April 2025, Fitch Ratings has upgraded Bausch Health Companies Inc.'s (BHC) and Bausch Health Americas, Inc.'s (BHA) (collectively, BHC) Issuer Default Ratings (IDRs) to 'CCC+' from 'CCC' following the refinancing which addressed upcoming maturities. The ratings remain in the 'CCC' category to reflect long-term refinancing risk, non-zero risk of a distressed debt exchange for later maturities, and a weakening balance sheet when XIFAXAN revenues decline and if BHC separates Bausch + Lomb Corporation. Fitch assigned a rating of 'B' with a Recovery Rating of 'RR2' to the first lien debt issued by 1261229 B.C. Ltd, affirmed BHC's existing first lien notes at 'B' and revised the Recovery Rating to 'RR2' from 'RR1', and upgraded the second lien (issued by BHC) and unsecured notes (issued by BHC and BHA) to 'CCC-'/'RR6' and 'CC'/'RR6', respectively. BEELINE HOLDINGS: Inks $7M ATM Offering Deal With Ladenburg ----------------------------------------------------------- Beeline Holdings, Inc. disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that the Company entered into an At The Market Offering Agreement with Ladenburg Thalmann & Co., Inc., pursuant to which the Company may issue and sell over time and from time to time, to or through Ladenburg, up to $7,000,000 of shares of the Company's common stock. Sales of the Shares, if any, may be made by any method permitted by law deemed to be an "at the market" offering as defined in Rule 415 of the Securities Act of 1933, including without limitation sales made directly on or through The Nasdaq Capital Market, the trading market for the Company's common stock, or any other existing trading market in the United States for the Company's common stock, sales made to or through a market maker other than on an exchange or otherwise, sales made directly to Ladenburg as principal in negotiated transactions at market prices prevailing at the time of sale or at prices related to such prevailing market prices, and/or in any other method permitted by law. Ladenburg will use commercially reasonable efforts to sell on the Company's behalf all of the Shares requested to be sold by us, consistent with its normal trading and sales practices, subject to the terms of the Agreement. Under the Agreement, Ladenburg will be entitled to compensation of 3% of the gross proceeds from the sales of the Shares sold under the Agreement. In addition, the Company has agreed to reimburse Ladenburg for the fees and disbursements of its counsel, payable upon execution of the Agreement, in an amount not to exceed $50,000. In addition, the Company shall reimburse Ladenburg for legal fees of its counsel up to $5,500 for each quarterly due diligence update and up to $7,500 pursuant to certain terms of the Agreement including annual due diligence updates. The Shares are being offered and sold pursuant to a prospectus supplement filed with the Securities and Exchange Commission on May 1, 2025 and the accompanying base prospectus which is part of the Company's effective Registration Statement on Form S-3 (File No. 333-284723). A full-text copy of the description of the Agreement and the transactions contemplated thereby is available at: https://tinyurl.com/3krn27cp About Beeline Holdings Beeline Holdings f/k/a Eastside Distilling, Inc. is a forward-thinking mortgage lender leveraging cutting-edge technology to simplify and streamline the home financing process. The company is committed to providing a seamless, customer-centric experience while expanding its presence in the mortgage industry. Boca Raton, Florida-based Salberg & Company, P.A., the Company's auditor since 2024, issued a "going concern" qualification in its report dated April 15, 2025, attached to the Company's Annual Report on Form 10-K for the year ended December 31, 2024, citing that the Company has incurred recurring losses and negative cash flows from operations since its inception, has a significant working capital deficit, and is dependent on debt and equity financing. These matters raise substantial doubt about the Company's ability to continue as a going concern. As of Dec. 31, 2024, the Company had $66.5 million in total assets, $17.5 million in total liabilities, and a total stockholders' equity of $49 million. BEST CHOICE: Stephen Darr of Huron Named Subchapter V Trustee ------------------------------------------------------------- The U.S. Trustee for Region 1 appointed Stephen Darr of Huron Consulting Group as Subchapter V trustee for Best Choice Trucking, LLC. Mr. Darr will be paid an hourly fee of $825 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Darr declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Stephen Darr Huron Consulting Group 265 Franklin Street, Suite 402 Boston MA 02110 Phone: (617) 226-5593 Email: sdarr@hcg.com About Best Choice Trucking Best Choice Trucking, LLC is a Massachusetts-based freight carrier specializing in full truckload services, including motor vehicle transportation and last-mile delivery. Best Choice Trucking sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Mass. Case No. 25-10704) on April 7, 2025. In its petition, the Debtor reported total assets of $1,295,445 and total liabilities of $3,206,429 Judge Christopher J. Panos handles the case. The Debtor is represented by: Peter M. Daigle, Esq. The Law Office of Peter M. Daigle, P. C. Tel: 508-771-7444 Email: pmdaigleesq@yahoo.com BETANXT INC: Moody's Affirms 'B3' CFR & Alters Outlook to Negative ------------------------------------------------------------------ Moody's Ratings affirmed the credit ratings of BetaNXT, Inc. (BetaNXT), including its Corporate Family Rating at B3, its Probability of Default Rating at B3-PD, and its Backed Senior Secured First Lien Bank Credit Facilities ratings (Term Loan and Revolving Credit Facility) at B3. The outlook changed to negative from stable. The negative outlook reflects expectations of weakening liquidity due to substantial capital investments and working capital needs, along with ongoing debt servicing costs, which Moody's expects the company to fund through revolver borrowings, leading to reduced sources of committed liquidity in the next 12 months. Furthermore, the company has a deferred payment liability of about $30 million related to its carve out LBO from the London Stock Exchange Group plc (LSEG) due September 2026, which could further constrain liquidity, absent an external infusion of cash. RATINGS RATIONALE The B3 CFR, with a negative outlook, reflects elevated financial leverage of about 6.4x (Moody's-adjusted) at 2024, negative free cash flow given elevated capex and working capital usage, and customer concentration with the top 5 clients accounting for about 70% of revenue in 2024, and one client for about 30%. Consolidation among BetaNXT's wealth management customers could lead to customer churn and/or contract renegotiations could lead to pricing pressures. At the same time, BetaNXT recently extended its contract with its largest client for 7 years in 2023 and renewed almost all remaining material clients in 2024 for at least 4 years, with about 60% of pro forma revenue now being subscription-based. The company's operating performance has also improved, and Moody's expects revenue and EBITDA growth in 2025. Also, the company's integrated wealth management platform for self-clearing wealth management firms is deeply ingrained in its customer's operations, making it a sticky product. Governance considerations, as reflected in the G-4 issuer profile score, include concentrated ownership by a financial sponsor, without an independent board, and aggressive financial policies, which include elevated leverage. Liquidity is weak and includes $12 million of cash at December 31, 2023 and $58 million of availability under the company's $100 million revolver as of December 31, 2024. However, Moody's expects the liquidity position to weaken due to significant capital investments in 2025, along with working capital needs, leading to about $30 million of overall liquidity at year end 2025, which is low given working cash needs of about $10 million and a deferred payment liability of about $30 million due to LSEG in September 2026. The revolving credit facility and term loan contain a first lien net leverage financial covenant set at a maximum of 7.75x, and Moody's expects the company to maintain adequate cushion under that test over the next year. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded with consistent free cash flow generation, such that free cash flow to debt is sustained in the mid-single-digit range, with ongoing revenue and EBITDA growth, debt-to-EBITDA maintained below 6x and substantially improved liquidity. The ratings could be downgraded with revenue or EBITDA declines, debt-to-EBITDA sustained above 7x, and/or sustained negative free cash flow and a weakening of the liquidity profile. Headquartered in New York City, BetaNXT, Inc. is a leading provider of self-clearing and related solutions to the US wealth management industry. BetaNXT was carved out from London Stock Exchange Group plc by sponsors Clearlake and Motive in July 2022, with revenues of approximately $313 million for the fiscal year ended December 31, 2024. The company's customer base consists of leading wirehouse and independent wealth management brokerage firms. Customer relationships are governed by long-term contracts, with volume-based tiered pricing that includes applicable minimums. The principal methodology used in these ratings was Business and Consumer Services published in November 2021. BOLLINGER MOTORS: Enters Receivership, Court Freezes Assets ----------------------------------------------------------- Jay Traugott of Clean Trucking reports that commercial electric vehicle startup Bollinger Motors has been placed into court receivership following escalating financial troubles and a lawsuit filed by its founder, Robert Bollinger, against its parent company, Mullen Technologies. Based in Oak Park, Michigan, Bollinger Motors -- maker of the all-electric Class 4 B4 Chassis Cab -- was sued in March 2025 by Bollinger, who alleges that Mullen defaulted on a $10.5 million personal loan he provided late last 2024. Although no longer CEO, Bollinger still sits on the company's board and claims Mullen failed to meet loan terms, including a missed $125,000 payment in February. While a payment was made earlier in May 2025, Bollinger contends it was not enough to satisfy the agreement, according to Clean Trucking. Mullen Technologies, headquartered in California, acquired a controlling stake in Bollinger Motors for $148 million in September 2022. The company said the loan was intended as non-dilutive debt financing to help scale production and sales of the B4 truck. But court documents and reports reveal broader financial instability. According to The Detroit News, Bollinger Motors has defaulted on approximately $500,000 in credit card debt, and the cards were reportedly guaranteed by Bollinger personally -- despite his no longer having an executive role. He claims this has led to his personal credit being impacted, including declined card transactions, the report states. The company is also burdened with over 40 unsold B4 trucks, worth an estimated $5 million, and is facing legal action from at least two suppliers over unpaid invoices. The growing financial strain led a federal judge to freeze Bollinger Motors' assets, a move that signals a likely path toward liquidation. As a result, B4 production -- outsourced last year to Roush Industries -- has come to a standstill. The manufacturing line had only begun operations in September 2024, the report relays. Bollinger Motors CEO Bryan Chambers released a statement saying the company is working to resolve the legal dispute and remains committed to delivering a top-tier product. He declined to address the specifics of the ongoing litigation. Despite the mounting challenges, Robert Bollinger has expressed hope for a turnaround and assured that employees will continue receiving pay—though how long that can be sustained remains unclear, according to report. The situation places Bollinger Motors among a growing list of EV startups—such as Lordstown Motors, Fisker, Canoo, and Nikola—that have faced major setbacks due to ongoing financial instability in the sector, the report cites. About Bollinger Motors Bollinger Motors, Inc. -- https://bollingermotors.com/ -- is an automotive company designing and engineering Class 3 electric trucks.[BN] BOY SCOUTS: 3rd Circuit Upholds Key Portions of Chapter 11 Plan --------------------------------------------------------------- Vince Sullivan of Law360 reports that on Tuesday, May 13, 2025, the Third Circuit upheld most of the Boy Scouts of America's Chapter 11 reorganization plan addressing thousands of childhood sex abuse claims but sided with one dissenting insurer, ruling that the plan improperly altered the insurer’s rights. About Boy Scouts of America The Boy Scouts of America -- https://www.scouting.org/ -- is a federally chartered non-profit corporation under title 36 of the United States Code. Founded in 1910 and chartered by an act of Congress in 1916, the BSA's mission is to train youth in responsible citizenship, character development, and self-reliance through participation in a wide range of outdoor activities, educational programs, and, at older age levels, career-oriented programs in partnership with community organizations. Its national headquarters is located in Irving, Texas. The Boy Scouts of America and affiliate Delaware BSA, LLC, sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 20-10343) on Feb. 18, 2020, to deal with sexual abuse claims. Boy Scouts of America was estimated to have $1 billion to $10 billion in assets and at least $500 million in liabilities as of the bankruptcy filing. The Debtors have tapped Sidley Austin LLP as their bankruptcy counsel, Morris, Nichols, Arsht & Tunnell LLP as Delaware counsel, and Alvarez & Marsal North America, LLC, as financial advisor. Omni Agent Solutions is the claims agent. The U.S. Trustee for Region 3 appointed a tort claimants' committee and an unsecured creditors' committee on March 5, 2020. The tort claimants' committee is represented by Pachulski Stang Ziehl & Jones, LLP, while the unsecured creditors' committee is represented by Kramer Levin Naftalis & Frankel, LLP. The Debtors obtained confirmation of their Third Modified Fifth Amended Chapter 11 Plan of Reorganization (with Technical Modifications) on September 8, 2022. The Order was affirmed on March 28, 2023. The Plan was declared effective on April 19, 2023. The Hon. Barbara J. House (Ret.) has been appointed as trustee of the BSA Settlement Trust. BRIGHT CARE: Signs Deal to Use Live Oak's Cash Collateral --------------------------------------------------------- Bright Care Veterinary Hospital, Inc. and Bright Care Veterinary Group, Inc. signed a stipulation with Live Oak Banking Company, allowing them to use the secured creditor's cash collateral. Live Oak holds perfected security interests in nearly all personal property of the Debtors under three separate loan agreements: (1) a $5 million SBA Note dated March 2021, (2) a $900,000 Small Note dated August 2023, and (3) a $1.8 million BCVG Note dated December 2023. As of the petition date, the outstanding balances on these loans totaled approximately $4.94 million, $892,000, and $1.81 million respectively. Under the stipulation, the Debtors agree to make monthly adequate protection payments to Live Oak beginning June 5: $39,549 on the SBA Note, $11,152 on the Small Note, and $14,410 on the BCVG Note. These payments are intended to preserve Live Oak's secured position and offset the use of its collateral. In addition, Live Oak will be granted replacement liens on all post-petition assets (excluding certain bankruptcy avoidance claims) and DIP accounts. If the proposed protections prove to be inadequate, Live Oak will be entitled to superpriority claims, giving it repayment priority over all other administrative claims in the Debtors' Chapter 11 cases. The agreement will remain in effect until July 31 unless terminated earlier due to a default by the Debtors such as failing to make payments, violating terms or a court order converting or dismissing their Chapter 11 cases. Extensions beyond July 31 require Live Oak's consent and new budget approval. The stipulation is subject to approval by the U.S. Bankruptcy Court for the Central District of California, Santa Ana Division. A copy of the stipulation is available at https://urlcurt.com/u?l=pHt9DB from PacerMonitor.com. About Bright Care Veterinary Hospital Bright Care Veterinary Hospital, Inc. filed Chapter 11 petition (Bankr. C.D. Calif. Case No. 25-10900) on April 8, 2025, listing between $1 million and $10 million in both assets and liabilities. Alireza Gorgi, president of Bright Care, signed the petition. Judge Scott C. Clarkson oversees the case. The Debtor is represented by David B. Golubchik, Esq. at Levene, Neale, Bender, Yoo & Golubchik L.L.P. Live Oak Banking Company is represented by Bernie Kornberg, Esq. Bank of America is represented by Michele Sabo Assayag, Esq. and Rachel A. McMains, Esq. at Snell & Wilmer, L.L.P. C & C ELECTRIC: Timothy Stone Named Subchapter V Trustee -------------------------------------------------------- The Acting U.S. Trustee for Region 8 appointed Timothy Stone of Newpoint Advisors Corporation as Subchapter V trustee for C & C Electric, LLC. Mr. Stone will be paid an hourly fee of $350 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Stone declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Timothy Stone Newpoint Advisors Corporation 750 Old Hickory Blvd, Building Two, Suite 150 Brentwood, TN 37027 Phone: 800-306-1250/615-440-8273 Fax: (702) 543-3881 Email: tstone@newpointadvisors.us About C & C Electric C & C Electric, LLC is an electrical contracting business located in Smyrna, Tenn., offering a wide range of electrical services for both residential and commercial clients, including new construction, remodels, rewires, and electrical repairs. It also specializes in upgrading electrical systems and retrofitting lights to LED. C & C Electric sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Tenn. Case No. 25-01491) on April 8, 2025, listing total assets of $81,754 and total liabilities of $1,670,076. Judge Randal S. Mashburn oversees the case. The Debtor is represented by Jay R. Lefkovitz, Esq., at Lefkovitz & Lefkovitz. CASTLE INTERMEDIATE: S&P Cuts ICR to 'D' on Distressed Exchange --------------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating on PR software solutions provider Castle Intermediate Holding V Ltd. (Cision) to 'D' (Default) from 'CCC-'. S&P also lowered the issue-level ratings on the affected debt to 'D'. Cision recently completed a series of exchange transactions to restructure its outstanding debt. S&P said, "We view the transactions as distressed and tantamount to default because lenders received less than the original promise. Cision executed a series of transactions to restructure its outstanding term loans and senior unsecured notes. The transactions included the exchange of approximately $2.0 billion of first-lien debt (100% lender participation) and $300 million of senior unsecured notes (99.6% noteholder participation) for $1.8 billion of new first-lien second-out term loans and $271.6 million of new first-lien third-out notes (both exchanged at $0.91/$1.00). The company exchanged its $137 million revolving credit facility (RCF) into a new $137 million first-out RCF, which is structurally senior to existing debt and ranks pari passu with the new money first-lien first-out term loans. The transaction also included amendments that extended the maturity on its first-lien term loans and unsecured notes by 3.3 years to May 2030 (from January 2027) and June 2031 (from February 2028), respectively, while the revolver maturity was extended by four years to April 2030 (from April 2026)." Additionally, the company received new capital from the placement of a $250 million super senior first-lien, first-out term loan (due April 2030). Proceeds from the new money issuance were used to repay outstanding revolver borrowings ($109 million), a sponsor bridge loan ($68 million), $32 million of accrued interest, and $38 million of transaction fees, with $24 million cash to the balance sheet from the new issuance. S&P said, "We view these transactions as distressed and tantamount to a default because existing lenders received less value than promised under the original securities due to the reduced principal balance ($0.91/$1.00 share in the new term loans and notes) and extended maturities, as well as junior ranking relative to new debt. We do not believe the lenders received adequate compensation to offset these amendments; participating term loan lenders and noteholders received a 50-basis points rate increase. "We intend to reassess our ratings on Cision in the near term. We intend to review our ratings on Cision over the next week to incorporate the debt exchanges, recent events, and our forward-looking opinion of its creditworthiness. We will also likely assign ratings to the company's new debt and withdraw our ratings on the debt the company has restructured." CELULARITY INC: Regains Nasdaq Listing Rule 5250(f) Compliance -------------------------------------------------------------- Celularity Inc. disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that it was notified by Nasdaq that its past due fee balance of $70,000 was paid and Celularity has regained compliance with Listing Rule 5250(f) and this matter is now closed. 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. CES ENERGY: S&P Hikes ICR to 'B+' on Debt Reduction, Outlook Stable ------------------------------------------------------------------- S&P Global Ratings raised its issuer credit rating and issue-level rating to 'B+' from 'B' on Canada-based CES Energy Solutions Corp. S&P's recovery rating remains '3' and indicates its expectation of meaningful (50%-70%; rounded estimate: 50%) recovery in our hypothetical default scenario. The stable outlook reflects our view that the company's variable-cost structure, entrenched market position, and prudent financial policy approach will allow it to navigate slowing North American oilfield activity and maintain average FFO/debt of about 58% over the next two years. CES Energy paid down C$50 million of fixed-rate debt in 2024 and ended the year at 62% funds from operations (FFO) to debt. S&P expects leverage metrics will remain resilient incorporating its expectation for lower North American oilfield activity in 2025. S&P said, "We raised CES Energy's issuer credit rating to 'B+' on debt reduction. In 2024, CES repaid C$50 million of fixed-rate debt and benefitted from a positive operating environment to deliver FFO to debt of 62%. The debt maturity profile also improved. The company's C$550 million secured revolving credit facility, reflecting the recent upsize and maturity extension, matures in November 2028, while the C$200 million unsecured notes mature in 2029. Although we expect a modest slowdown this year in North American oilfield activity, CES' key operating region, we forecast average FFO to debt will remain strong at 58% over the next two years. We anticipate the company will generate about C$190 million of free cash flow in 2025 and expect the company will demonstrate disciplined financial policy, which prioritizes revolver debt reduction over buybacks to maintain its leverage target of debt to EBITDA of 1.5x or less. "North American rig count remains a key driver given CES' drilling and completions fluids segment is approximately 50% of revenue. Despite heightened macroeconomic uncertainty, we expect the production chemicals volumes to be a steady contributor to cash flows, while the drilling and completion fluids segment remains exposed to greater volatility since demand is more dependent on capital spending of exploration and production companies. In 2025, we forecast a revenue decline of 8% with EBITDA margin dropping to 14% from 15.3% in 2024, reflecting our expectation for lower rig counts constraining product demand and pricing. We expect a slight improvement in 2026 driven by our assumption for higher commodity prices and improved demand conditions. The company's market position remains a strength. For drilling and completion fluids, we believe the company ranks as a market leader in Canada (34% share) and the Permian basin in the US (35%). We also believe the company expanded its overall U.S. market share to 22% in 2024 from 13% in 2019 prior to the last downturn. In production chemicals, while we believe it maintains a smaller market share, it is the third largest in North America and we expect the segment will receive most of CES' growth capital spending, which we view favorably given its relatively more stable profile." CES has limited direct exposure to ongoing tariff uncertainty. At 66% of total revenue, the company's U.S. business (approximately 50% drilling/50% production) sources the majority of its costs domestically while other key materials are currently exempt from U.S. tariffs. For its Canadian operations, about half of the costs are sourced from the U.S.; however, the potential Canadian retaliatory tariff lists do not include key materials. Additionally, the company sources an insignificant amount from China. For indirect tariff impacts, most of CES' customer contracts include cost pass through mechanisms which S&P expects could partially offset higher costs. Profitability lags 'B+' rated peers. The company's highly variable-cost structure has historically proved a strength in previous downturns; however, its mid-teens EBITDA margin (15% in 2024) is well below 'B+' peers, such as Precision Drilling Corp. (28%) and Secure Energy Services Inc. (33%) as well its much larger, geographically diversified, and production chemicals-focused 'BB+' peer ChampionX Corp. (21%). S&P would likely look for improved profitability relative peers before considering a higher rating. S&P said, "The company's financial policy remains supportive of the higher rating. CES' business model is working capital intensive (we estimate the cash conversion cycle is about 98 days) and the company relies entirely on bank debt for financing instead of cash on hand like most peers. However, during downturns it has a track record of using working capital proceeds to repay the outstanding revolver balance. The company had C$159 million drawn on its revolver as of March 2025. Additionally, the company has shown its ability and willingness to reduce capital spending, cut dividends, and limit buybacks to preserve cash and manage leverage. We expect this behavior will continue. In 2020, the amount of working capital proceeds was C$80 million, and given that revenue is 84% higher compared with 2019, we would expect proceeds would also be higher under similar market conditions. "The stable outlook reflects our view that the company's variable-cost structure, entrenched market position, and prudent financial policy approach will allow it to navigate slowing North American oilfield activity and maintain average FFO/debt of about 58% over the next two years. We expect the company will generate about C$190 million of free cash flow in 2025 and limit buybacks in favor of debt reduction to maintain its leverage target of Debt/EBITDA of 1.5x or lower. "We could lower the rating within the next 12 months if FFO to debt to approaches 30% on a sustained basis. This would most likely occur if the company adopted a more aggressive financial policy that favors shareholder returns over maintaining its leverage target. This could also occur if commodity prices fell below our current expectations leading to lower oilfield activity without a commensurate reduction in spending levels and shareholder returns. "Although unlikely within the next 12 months, we could raise the rating if the company improved its profitability and increased its scale in line with higher-rated peers while maintaining FFO/debt around 60%." CLEANOVA HOLDCO: S&P Assigns 'B' ICR, Outlook Stable ---------------------------------------------------- S&P Global Ratings assigned its 'B' issuer credit rating to Cleanova Holdco 3 Ltd. and its 'B' issue-level rating and '3' recovery rating to Cleanova US Holdings LLC's first lien credit facilities. The '3' recovery rating indicates its expectation for meaningful (50%-70%; rounded estimate: 50%) recovery in the event of a default. S&P said, "The stable outlook reflects our expectation over the next 12 months that the company will continue to grow its S&P Global Ratings-adjusted EBITDA as it integrates the two companies, such that its FOCF to debt will be positive, S&P Global Ratings-adjusted EBITDA interest coverage will be above 1.5x, and S&P Global Ratings-adjusted leverage will be below 6.5x, supported by healthy demand and disciplined execution." Cleanova, a UK-based manufacturer of filtration products, is acquiring Micronics Engineered Filtration Group (Micronics), a U.S.-based manufacturer of filtration products. Cleanova benefits from a generally stable demand profile, with the vast majority of revenue generated from consumable filters that serve a key role in customers' operations. Aftermarket comprises about 87% of the company's total revenue, and its demand is driven by the recurring replacement of filters that have a finite lifespan. S&P believes this dynamic results in a stable demand profile that largely tracks macroeconomic activity. Additionally, we believe demand is relatively resilient to declines in production throughput, partly due to recurring time-based replacement cycles in many applications. For example, Cleanova's revenue (pro forma for acquisitions) did not decline during the COVID-19 pandemic, with modest organic revenue growth in 2020, flat performance in 2021, followed by a return to growth in 2022. Cleanova also benefits from high diversification in end markets which include general industrial (23% of revenue), power generation (17%), mining and aggregates (15%), and metal processing (11%). Most of Cleanova's revenue is generated from direct relationships with customers, with only 20% of revenue sold through distributors. Also, its replacement filters typically comprise a low share-of-wallet at customers. These two factors support its customers' generally low propensity to switch to competing products. These credit strengths are somewhat tempered by the company's narrow focus, competitive market, and moderate switching costs in its air filtration business. Cleanova has a narrow product focus on filtration products, and it operates at a slightly smaller scale than peers, with expected 2025 revenue of $418 million. S&P said, "We view the filtration aftermarket as fragmented and competitive, with the largest 5 to 10 players capturing about 45% of market share. Cleanova's products span two types of applications – air filtration (57% of revenue) and liquid filtration (43%) – with each application having different profiles of demand volatility and demand stickiness. In liquid filtration applications, replacement filters are typically purchased by the original equipment manufacturers (OEMs) due to proprietary fit and technology, resulting in higher stickiness. However, we view new equipment demand – which is primarily driven by the liquid business - as more cyclical, given it can fluctuate with capital spending cycles. In air filtration applications, a higher share of revenue from aftermarket results in a more stable demand profile supported by recurring maintenance activity. However, we believe the greater level of interoperability among third-party air filters results in lower switching costs and lower stickiness." Operational risk is elevated in the near term, stemming from acquisitions and the 2023 carve-out of Cleanova's legacy business. S&P said, "We believe the combined entity faces integration risk from both the proposed acquisition of Micronics and from recent acquisitions conducted in the last 12 months by both Cleanova and Micronics (Sidco, Shawndra, Action Filtration, and Allied Filter). Additionally, Cleanova was spun out of Celeros Flow Technology in October 2023, and we believe this recent transition to a stand-alone-business leads to uncertainty around the magnitude of restructuring and operating costs over the next 12 months." S&P said, "At 12 months following the transaction-close, we expect positive FOCF and deleveraging to the low-6x area under our base-case forecast, primarily from organic revenue growth and cost streamlining. Under our base-case forecast, we expect organic revenue growth of about 4%-5%, supported by a growing installed base of global filtration equipment along with modest revenue synergies from cross-selling, primarily via Micronics' capturing additional share-of-wallet at Cleanova's existing customers. We expect net cost synergies from improved purchasing power (due to its larger scale as a combined entity), consolidation of manufacturing footprint, and elimination of G&A redundancies, to be largely realized in the 18 months following transaction close. We also expect moderating restructuring costs at Cleanova's legacy business related to its transition to a stand-alone business following its spin-off from Celeros. Overall, we expect FOCF to debt of about 2%-4%, inclusive of higher interest costs following the proposed debt-funded transaction, moderate working capital cash outflows to support growth, modest capital expenditures (capex) for maintenance and growth, and incremental cash costs of achieving cost synergies. We believe Cleanova has relatively lower risk exposure to tariffs compared to the broader capital goods industry as it has a stable aftermarket demand profile, and ability to quickly pass through higher costs given its short order-cycle and low share-of-wallet at customers. "The stable outlook reflects our expectation over the next 12 months that the company will continue to grow its S&P Global Ratings--adjusted EBITDA as it integrates the two companies, such that its FOCF to debt will be positive, S&P Global Ratings-adjusted EBITDA interest coverage will be above 1.5x, and S&P Global Ratings-adjusted leverage will be below 6.5x, supported by healthy demand and disciplined execution. "We could lower our rating on Cleanova if credit metrics deteriorate, for example, due to pressured operating performance or strained cash flow stemming from persistently high restructuring costs or a weaker macroeconomic environment, or large debt-funded acquisitions or dividends." Specifically, S&P could lower its ratings if it expects: -- The company will not sustain positive FOCF; or -- EBITDA-interest coverage will decline to below 1.5x; or -- Leverage will remain above 6.5x. Although unlikely, S&P could raise its rating on Cleanova over the next 12 months if: -- FOCF to debt increases to above 5%; -- EBITDA interest coverage rises above 2.0x; -- Leverage declines below 5x and remains at that level; and -- Financial policy is commensurate with these credit metric thresholds, inclusive of potential debt-funded acquisitions and shareholder returns. CLJ HOME: Gets Interim OK to Use Cash Collateral ------------------------------------------------ CLJ Home Healthcare, LLC got the green light from the U.S. Bankruptcy Court for the Western District of Texas, San Antonio Division, to use cash collateral. The order signed by Judge Michael Parker on May 12 authorized the Debtor's interim use of cash collateral to pay the expenses set forth in its 30-day budget. The budget shows total projected cash disbursements of $374,716.28. The Debtor's secured creditors include Frost Bank, Celtic Bank Corporation and Corporation Service Company. As protection for the Debtor's use of their cash collateral, the secured creditors were granted replacement liens on all cash collateral generated and property acquired by the Debtor after the petition date, to the same extent and priority as their pre-bankruptcy liens. The replacement liens do not attach to Chapter 5 causes of action. The next hearing is set for June 4. The Debtor, operating as a debtor-in-possession, provides in-home pediatric nursing care to medically fragile children and relies solely on revenue from its operations to fund payroll, insurance, and essential business expenses. The Debtor stressed that immediate access to cash collateral is critical to avoid business disruption, which would severely impact vulnerable patients dependent on consistent and skilled nursing care. Frost Bank is represented by: David S. Gragg, Esq. Langley & Banack, Inc. 745 E. Mulberry, Suite 700 San Antonio, TX 78212 Telephone: (210) 736-6600 Facsimile: (210) 735-6889 dgragg@langleybanack.com About CLJ Home Healthcare CLJ Home Healthcare, LLC provides in-home pediatric nursing care to medically fragile children. CLJ Home Healthcare filed Chapter 11 petition (Bankr. W.D. Texas Case No. 25-50983) on May 5, 2025, listing up to $500,000 in assets and up to $1 million in liabilities. Teresa Gutierrez, administrator, signed the petition. Judge Michael M. Parker oversees the case. Robert C. Lane, Esq., at The Lane Law Firm, represents the Debtor as bankruptcy counsel. COLLEGE OF SAINT ROSE: Unsecureds Will Get 24.86% in Plan --------------------------------------------------------- The College of Saint Rose filed with the U.S. Bankruptcy Court for the Northern District of New York a Disclosure Statement describing Chapter 11 Plan dated April 11, 2025. The College of Saint Rose was founded by the Sisters of Saint Joseph of Carondelet Albany Province with a commitment to educational excellence, care for the dear neighbor, and providing opportunities for women so their dreams of higher learning could be realized. Founded on the grounds of the Keeler estate in the Pine Hills neighborhood of Albany, New York with one house and $1,000, the College was intentionally located in New York's capital city due to its intellectual resources. Today, the College owns 72 buildings on 92 parcels of real estate contiguous to its original house on Madison Avenue in Albany and has more than 50,000 alumni living across the United States and the world. Prior to the Petition Date, the Debtor engaged Jones Lang LaSalle ("JLL") to market the Debtor's largest asset, its Albany Campus. The sale of the Campus was a substantial endeavor, not only by the Debtor, but by all other interested parties as well. The bid procedures with respect to the Sale of the Campus were approved by the Bankruptcy Court by Order dated November 15, 2024. After the approval of the bid procedures, the marketing efforts continued, resulting in numerous bids being submitted. Thereafter, an auction was conducted on December 12, 2024. Based on the auction, the Debtor determined to sell the Campus (with the exception of the President's House) to the Land Authority for $35 million and the President's House to Becker for $625,000. The Sales were approved by the Court by Orders dated December 20, 2024. The Sale of the President's House closed on March 5, 2025 and the Sale of the Campus closed on March 13, 2025. The DIP Lender was paid in full from the sale and is no longer entitled to any distribution. The Bondholders received $22,352,791.90 in reduction of their Secured Claim from the Sale of the Campus. The net proceeds of the Sale of the President's House, amounting to $624,529.57, will inure to the benefit of the Debtor's Estate for distribution under the Plan, and the Bond Trustee has waived any entitlement to participate in the distribution of the net proceeds of such Sale. In conjunction with the Sale of the Campus, the Debtor agreed to sell the remaining personal property at the Campus to the Authority for the amount of $155,000, which will be paid to the Bondholders in reduction of their Secured Claim. The Motion to approval that Sale is pending before the Court. The Plan is a liquidating plan as all Assets of the Debtor have been or will be liquidated to pay Allowed Claims against the Debtor. The Debtor's primary Asset, the Campus, was sold pursuant to Order of the Bankruptcy Court dated December 20, 2024. In connection with the Sale of the Campus, the Debtor paid costs and expenses of sale, broker commissions and withheld U.S. Trustee Fees attributable to the Sale, and satisfied the DIP Lender's Secured Claim in full. The remaining proceeds were paid to the Bond Trustee for distribution to the Bondholders. Class 5 of the Plan consists of General Unsecured Claims. Holders of such Claims shall receive their Pro Rata share of any funds remaining from the Bondholder Collateral after the payment of all Allowed Superpriority Claims, Bondholder Deficiency Claims, Administrative Claims, Professional Fee Claims and Priority Tax Claims. General Unsecured Claims shall also be paid their Pro Rata share, pari passu with the Bondholder Deficiency Claim from the Remaining Cash, Remaining Loan Proceeds and Unencumbered Collateral remaining after payment of the Bondholder Superpriority Claim, Administrative Claims, Professional Fee Claims and Priority Tax Claims. Finally, General Unsecured Creditors will receive their Pro Rata share of the President's House Proceeds after the payment of all Allowed Administrative Claims, Professional Fee Claims and Priority Tax Claims. Any payments to General Unsecured Creditors shall be made on the Distribution Date. The Debtor estimates that there will be $966,948 available for distribution to Allowed General Unsecured Claims, amounting to approximately 24.86% of Allowed General Unsecured Claims. In addition, holders of General Unsecured Claims will be paid Pro Rata with the Bondholder Deficiency Claims from any unused portion of the Post-Effective Date Reserve at such time as the Plan Administrator Agreement terminates. This amount is not included in the estimate. The estimate is also subject to reduction based on the amount of Claims filed for rejection of Executory Contracts. The distribution to Claimants under the Plan is being funded from several sources, first and foremost being the Sale of the Debtor's real estate. By Order dated December 20, 2024, the Bankruptcy Court approved and authorized the Sale of the Campus, other than the President's House, for the sum of $35,000,000 to the Land Authority and the Sale of the President's House to Becker for the sum of $625,000. The closings on the Sales occurred in March, 2025. The Debtor will also be funding the Plan from the Remaining Cash, Remaining Loan Proceeds, Bondholder Collateral and Unencumbered Collateral. A full-text copy of the Disclosure Statement dated April 11, 2025 is available at https://urlcurt.com/u?l=PSB9KV from PacerMonitor.com at no charge. The College of Saint Rose is represented by: Matthew G. Roseman, Esq. Bonnie L. Pollack, Esq. Cullen and Dyman LLP 80 State Street, Suite 900 Albany, NY 12207 Tel: (516) 357-3700 Email: mroseman@cullenllp.com bpollack@cullenllp.com About College of Saint Rose College of Saint Rose -- https://strose.edu -- is a New York-based college. College of Saint Rose sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D.N.Y. Case No. 24-11131) on Oct. 10, 2024. In the petition filed by Marcia J. White, as president the Debtor reports estimated assets between $1 million and $10 million and estimated liabilities between $50 million and $100 million. The Debtor is represented by Cullen and Dykman LLP. Heller Kauffman LLP is special counsel. FTI Consulting Inc. is financial advisor. COLONIAL MILLS: David Madoff Named Subchapter V Trustee ------------------------------------------------------- The U.S. Trustee for Region 1 appointed David Madoff, Esq., a partner at Madoff & Khoury, LLP, as Subchapter V trustee for Colonial Mills, Inc. Mr. Madoff will be compensated at $450 per hour for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. In court filings, Mr. Madoff declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: David B. Madoff Madoff & Khoury, LLP 124 Washington Street, Suite 202 Foxborough, MA 02035 Phone: (508) 543-0040 Email: madoff@mandkllp.com About Colonial Mills Inc. Colonial Mills, Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. R.I. Case No. Case No. 25-10286) on April 9, 2025, listing up to $50,000 in assets and between $100,001 and $500,000 in liabilities. Judge Diane Finkle oversees the case. The Debtor is represented by: Russell D. Raskin, Essq. Raskin & Berman Tel: 401-421-1363 Email: mail@raskinberman.com COMMSCOPE HOLDING: Reports Net Income of $784 Million in Q1 FY25 ---------------------------------------------------------------- CommScope Holding Company, Inc. filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net income of $784 million on $1.1 billion of net sales for the three months ended March 31, 2025, compared to a net loss of $333.7 million on $900.9 million of net sales for the three months ended March 31, 2024. As of March 31, 2025, the Company had $7.5 billion in total assets, $8.8 billion in total liabilities, $1.2 billion in Series A convertible preferred stock and total stockholders' deficit of $2.5 billion. "We are off to an encouraging start in 2025 resulting in strong year-over-year growth in revenue and adjusted EBITDA. For the first quarter of 2025, CommScope reported net sales of $1.11 billion, an increase of 23.5% from the prior year and delivered Core non-GAAP adjusted EBITDA of $245 million, a strong improvement of 159.2% year-over-year and fourth consecutive quarter of improvement. First quarter Core adjusted EBITDA as a percentage of revenues was 22.0%, compared to 10.5% in the prior year, a year-over-year improvement of 1,150 basis points. Our CCS segment led the way with a particularly strong performance in data center where we grew year-over-year revenue by 88%. As we continue to navigate the fluid tariff environment, we stay committed to our strategy of focusing on what we can control to drive company performance and profitability. We will use our global manufacturing footprint, broad supplier base and pricing to manage the current tariff environment. We feel we are well positioned for growth throughout the rest of 2025 and are confirming our 2025 Core adjusted EBITDA guideposts of $1.00 to $1.05 billion." said Chuck Treadway, President and Chief Executive Officer. "As previously reported, on January 31, 2025 CommScope completed the sale of the OWN segment and DAS business unit of the NICS segment to Amphenol Corporation. As a result of the sale, net proceeds were used to repay all outstanding amounts under the Company's asset-based revolving credit facility, repay in part the Company's 4.750% Senior Secured Notes due 2029, repay in full the Company's 6.000% Senior Secured Notes due 2026 and pay fees and expenses associated with the transaction. Therefore, our next credit maturity is not due until 2027. We ended the quarter with significant liquidity in cash and availability under our ABL credit facility of approximately $856 million," said Kyle Lorentzen, Chief Financial Officer. As a result of the completion of the previously announced sale of the OWN segment and the DAS business unit of the NICS segment, unless otherwise noted, these financial results relate to CommScope's continuing operations based on the following remaining three operating segments: CCS, NICS (excluding DAS) and ANS. For all periods presented, amounts have been recast to reflect these changes. A full-text copy of the Company's Form 10-Q is available at: https://tinyurl.com/murj8jyc About CommScope Holding Headquartered in Hickory, North Carolina, CommScope Holding Company, Inc. -- https://www.commscope.com -- is a global provider of infrastructure solutions for communication, data center, and entertainment networks. The Company's solutions for wired and wireless networks enable service providers, including cable, telephone, and digital broadcast satellite operators, as well as media programmers, to deliver media, voice, Internet Protocol (IP) data services, and Wi-Fi to their subscribers. This allows enterprises to experience constant wireless and wired connectivity across complex and varied networking environments. * * * S&P Global Ratings raised its Company credit rating on CommScope Holding Co. Inc. to 'CCC+' from 'CCC' and removed all its ratings on the company from CreditWatch, where S&P placed them with positive implications on Dec. 23, 2024, as reported by the TCR on Feb. 14, 2025. S&P said, "The stable outlook reflects our expectation for reduced default risk over the next 12 months due to the company's recent debt paydown and refinancing and improving credit metrics." In March 2025, Moody's Ratings upgraded CommScope Holding Company, Inc.'s ratings including the corporate family rating to Caa1 from Caa2 and the probability of default rating to Caa1-PD from Caa3-PD. CommScope's speculative grade liquidity (SGL) rating was upgraded to SGL-3 from SGL-4. The new backed senior secured term loan and backed senior secured notes issued in December 2024 at CommScope's subsidiary, CommScope, LLC. were assigned a B3 rating and the existing secured notes were confirmed at B3. The existing senior unsecured notes at CommScope, LLC and CommScope Technologies LLC were upgraded to Caa3 from Ca. The B3 rating on the backed senior secured term loan due 2026 was withdrawn. The outlook is stable, previously the ratings were on review for upgrade. These actions conclude the review for upgrade that was initiated on January 8, 2025. The ratings upgrade reflects the refinancing of debt due in 2025 and 2026 with a combination of about $2.1 billion in assets sale proceeds and $4.15 billion in new secured debt as well as Moody's expectations for a significant improvement in operating performance that will lead to a reduction in leverage levels well below 9x in 2025. The ratings are constrained by the existing high pro forma leverage (over 10x as of Q4 2024, including Moody's standard lease adjustments) and the significant amount of debt due in 2027 ($1.6 billion as of Q4 2024). COMPASS GROUP: Moody's Puts 'Ba3' CFR Under Review for Downgrade ---------------------------------------------------------------- Moody's Ratings placed Compass Group Diversified Holdings LLC's (Compass) ratings under review for downgrade, including the Ba3 Corporate Family Rating; Ba3-PD Probability of Default Rating, and the B1 rating on the company's senior unsecured notes. Previously, the outlook was stable. Moody's also downgraded the speculative-grade liquidity rating to SGL-4 from SGL-2. The ratings are under review for downgrade as Moody's assess Compass' current and future financial position and ability to reduce its high leverage following the company's disclosure of non-reliance on its financial statements for fiscal 2024 amid an ongoing internal investigation into its subsidiary, Lugano Holding, Inc. (Lugano). The company also announced that it intends to delay the filing of its first quarter 2025 form 10-Q. In April 2025, Compass' audit committee launched an internal investigation into the financing, accounting and inventory practices of Lugano. While the internal investigation is ongoing, a forensic accounting firm has preliminarily identified irregularities in sales, cost of sales, inventory, and accounts receivable recorded by Lugano. Given the materiality of the preliminary findings, the company's board of directors concluded that the financial statements for 2024 require restatement and should no longer be relied upon. The company anticipates to report one or more material weaknesses in internal control over financial reporting. The investigation is limited to Lugano, and Compass' audit committee does not anticipate it will affect any of the company's other eight operating subsidiaries. Lugano's founder and CEO, Moti Ferder, who owns a significant approximately 40% minority ownership stake in Lugano resigned, without severance, from his position effective 7 May 2025. Compass' non-reliance of the 2024 financial statements announcement is a breach of covenants per the terms of the company's bank credit agreement. The company's breach of financial reporting covenants, if not already an event of default, will constitute an event of default if not otherwise cured within five days following the non-reliance of the 2024 financial statements announcement under the terms of its bank credit agreement. Under the terms of Compass' bond indentures, the company is required to deliver all quarterly and annual financial information within the periods specified in the Exchange Act, but will not be deemed to have failed to comply with this obligation until 90 days after the applicable due date, and an event of default would occur 60 days following written notice of the financial reporting covenant violation from the trustee or holders of at least 25% of the notes. Moody's assumes in the ratings that the company will seek and obtain waivers to these covenants, if necessary. Moody's placed Compass' ratings under review for downgrade because of the company's elevated financial leverage for its current rating and the potential material impact to its financial condition given the disruptions to Lugano's business and operating results from management changes and the accounting investigation. Compass has increased its debt to fund ongoing cash flow deficits driven by Lugano's investments in working capital to support its growth. Because Lugano is Compass' largest operating segment representing roughly 21% of revenue and approximately 38% of adjusted EBITDA (based on the company's calculation) for 2024, disruptions to its operations would materially affect Compass. The company's debt/EBITDA (all ratios are Moody's-adjusted) leverage is high at 4.5x as of fiscal year end 2024 and pro forma for the January 2025 incremental term loan. The ongoing investigation creates uncertainty around the company's actual financial leverage position and its ability to reduce leverage to 4.0x and improve free cash flow generation over the next 12 months. Moody's expected Compass' leverage to sequentially improve in fiscal 2025 driven by a continuation of strong earnings growth from Lugano and a stabilization of reordering patterns at BOA and PrimaLoft. There is uncertainty around the ultimate impact to Lugano's operating performance and earnings growth, and BOA and PrimaLoft may face demand and costs headwinds from the weakening consumer spending outlook and increased tariff costs. Moody's will assess in the review the causes of the accounting irregularities at Lugano, the effect on Lugano's business, reputation and profitability, and Compass' overall liquidity including ability to obtain waivers from debt holders to the financial reporting covenants. Moody's reviews will also focus on the company's plan and timing of remediation of weaknesses of internal controls and completion of the 2024 financials restatement, the impact on the company's current financial condition and near to intermediate term financial performance. Moody's will also assess the operational and reputational impact, and any potential legal or regulatory consequences as a result of the investigation. Moody's downgraded Compass' speculative-grade liquidity rating to SGL-4 from SGL-2 due to the need for waivers to the financial reporting requirements in the credit agreement and potentially the bond indentures, and the uncertainty around the timing of the company's remediation to complete the restatement of its audited financials. The company had roughly $150 million of cash as of December 2024 pro forma for the January 2025 incremental term loan, and the earliest maturity if covenant waivers are received would be the July 2027 revolver expiration and term loan maturities. RATINGS RATIONALE Compass' existing Ba3 CFR reflects its sizable scale with revenue of around $2.2 billion with solid industry and product diversification resulting from its controlling ownership interest in nine distinct operating businesses. Compass has a publicly stated financial policy that targets financial leverage of 3.0x - 3.5x (per the company's calculation), which was at 3.6x as of December 2024 based on the original financial reporting. The company is operating with elevated financial leverage, and Moody's expects that Compass will focus on deleveraging over the next 12-18 months. The high financial leverage reduces the cushion to absorb weaker operating results and limits its capacity to utilize debt to fund growth investments and acquisitions. The company has growing earnings concentration with its Lugano subsidiary. Lugano's high earnings growth requires significant capital investments, which is pressuring free cash flow generation. Compass' policy of distributing most of its cash flow to shareholders via relatively large dividends is also contributing to negative free cash flow. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be downgraded if the company's revenue or operating profit deteriorates or weaker prospects for financial improvement over the next 12 months lead us to expect debt/EBITA to remain above 4.0x. The ratings could also be downgraded if liquidity deteriorates including if the company is unable to obtain covenant waivers, if Lugano's reputation, brand position or profitability is adversely affected by management changes or the accounting investigation, or if the investigation results in revisions to the company's profitability or cash flow. An upgrade is unlikely at this time given the high leverage and potential operating, accounting and liquidity issues stemming from the Lugano investigations. A confirmation would be considered if Compass is able to maintain good liquidity including receipt of all necessary covenant waivers from lenders and bondholders, and the findings of the ongoing investigation do not materially affect the company's current financial condition and its future operating performance. Moody's would also need to view that the company can reduce and maintain debt/EBITDA leverage under 4.0x and generate sustainably positive free cash flow. The principal methodology used in these ratings was Consumer Durables published in September 2021. Compass Diversified Holdings is a publicly traded company (NYSE: CODI) that owns 100% of Compass Group Diversified Holdings LLC, which holds majority ownership interests in nine distinct operating subsidiaries in the Branded Consmer segment which includes 5.11 Tactical, Velocity Outdoor (formerly Crosman), Lugano, Boa, PrimaLoft, and The Honey Pot; and in the Niche Industrial segment which includes Sterno Group, Altor Solutions (formerly Foam Fabricators), and Arnold Magnetics. Revenue for the fiscal year 2024 was about $2.2 billion. COMPASS GROUP: S&P Downgrades ICR to 'B-' on Accounting Issues -------------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating on Compass Group Diversified Holdings LLC (CODI) to 'B-' from 'B+' and placing the ratings on CreditWatch with negative implications. S&P also lowered its issue-level rating on the company's senior secured facilities to 'B+' from 'BB' with a recovery rating of '1', indicating its expectation for high recovery (95%), and on senior unsecured notes to 'B-' from 'B+' with a recovery rating of '4', indicating average recovery expectations (30%) in a simulated default scenario. The CreditWatch placement indicates that there is heightened uncertainty and potential further downside risk to CODI's creditworthiness due to this irregularity. CODI reported that its fiscal 2024 financial statements are unreliable due to an ongoing internal investigation concerning its largest subsidiary, Lugano Holding Inc., where irregularities were discovered. These statements will be restated, and CODI will delay its Q1 2025 Form 10-Q filing. S&P revised CODI's management and governance score to 'negative' from 'neutral' and liquidity score to 'less than adequate' from 'adequate'. Lugano is CODI's largest investment with almost 38% of the EBITDA as of Dec. 31, 2024. CODI recently disclosed accounting irregularities due to an ongoing internal investigation into its subsidiary, Lugano Holding Inc. (CODI owns approximately 60%). The Audit Committee concluded on May 7, 2025, that the company's consolidated financial statements as of Dec. 31, 2024, and other information were not reliable due to materiality of the preliminary Lugano investigation findings regarding the off-balance sheet funding. CODI also announced that it will delay filing its first quarter 2025 results. The Audit Committee and its advisors are actively working to complete the investigation as soon as possible. The company expects material findings and will file restated financial statements for the fiscal year ending Dec. 31, 2024. Although a restatement for prior years may be necessary, the Audit Committee has not yet reached a conclusion. In connection with the ongoing investigation, Lugano's founder and CEO, Moti Ferder, stepped down from all positions and directorships within Lugano, its subsidiaries, and affiliates. Josh Gaynor has been appointed as an interim CEO to assume all of Mr. Ferder's previous responsibilities. CODI is the majority equity holder and sole lender to its portfolio companies. The company's portfolio consists entirely of small, niche, privately held, low-speculative-grade investments ('B' weighted average estimated credit quality). The company has breached certain affirmative covenants in its credit facilities and no longer borrow to manage its working capital needs. CONTINENTAL ACQUISITION: Ares Capital Marks $38M 1L Loan at 25% Off ------------------------------------------------------------------- Ares Capital Corporation has marked its $38,200,000 loan extended to Continental Acquisition Holdings, Inc. to market at $28,700,000 or 75% of the outstanding amount, according to Ares' Form 10-Q for the fiscal year ended March 31, 2025, filed with the U.S. Securities and Exchange Commission. Ares is a participant in a First Lien Senior Secured Loan to Continental Acquisition Holdings, Inc. The loan accrues interest at a rate of zero percent per annum. The loan matures on January 2027. Ares Capital is a specialty finance company that is a closed-end, non-diversified management investment company incorporated in Maryland. Ares Capital has elected to be regulated as a business development company under the Investment Company Act of 1940, as amended. Ares Capital has elected to be treated as a regulated investment company under the Internal Revenue Code of 1986, as amended, and operates in a manner so as to qualify for the tax treatment applicable to RICs. Ares is led by Kipp Deveer as chief executive officer, Scott C. Lem as chief financial officer and treasurer, and Paul Cho as chief accounting officer. The Fund can be reached through: Kipp Deveer Ares Capital Corporation 245 Park Avenue, 44th Floor, New York, NY 10167 Telephone: (212) 750-7300 About Continental Acquisition Holdings, Inc. Continental Acquisition Holdings, Inc. is a distributor of aftermarket batteries to the electric utility vehicle, automotive, commercial, marine and industrial markets in the U.S. CONTINENTAL ACQUISITION: Ares Capital Marks $5M 1L Loan at 25% Off ------------------------------------------------------------------ Ares Capital Corporation has marked its $5,700,000 loan extended to Continental Acquisition Holdings, Inc. to market at $4,300,000 or 75% of the outstanding amount, according to Ares' Form 10-Q for the fiscal year ended March 31, 2025, filed with the U.S. Securities and Exchange Commission. Ares is a participant in a First Lien Senior Secured Loan to Continental Acquisition Holdings, Inc. The loan accrues interest at a rate of zero percent per annum. The loan matures on January 2027. Ares Capital is a specialty finance company that is a closed-end, non-diversified management investment company incorporated in Maryland. Ares Capital has elected to be regulated as a business development company under the Investment Company Act of 1940, as amended. Ares Capital has elected to be treated as a regulated investment company under the Internal Revenue Code of 1986, as amended, and operates in a manner so as to qualify for the tax treatment applicable to RICs. Ares is led by Kipp Deveer as chief executive officer, Scott C. Lem as chief financial officer and treasurer, and Paul Cho as chief accounting officer. The Fund can be reached through: Kipp Deveer Ares Capital Corporation 245 Park Avenue, 44th Floor, New York, NY 10167 Telephone: (212) 750-7300 About Continental Acquisition Holdings, Inc. Continental Acquisition Holdings, Inc. is a distributor of aftermarket batteries to the electric utility vehicle, automotive, commercial, marine and industrial markets in the U.S. CONVEY HEALTH: Ares Capital Marks $1.9 M 1L Secured Loan at 16% Off ------------------------------------------------------------------- Ares Capital Corporation has marked its $1,900,000 loan extended to Convey Health Solutions, Inc. to market at $1,600,000 or 84% of the outstanding amount, according to Ares' Form 10-Q for the fiscal year ended March 31, 2025, filed with the U.S. Securities and Exchange Commission. Ares is a participant in a First Lien Secured Loan to Convey Health Solutions, Inc. The loan accrues interest at a rate of 9.57% (4.25% payment in kind) per annum. The loan matures on July 2029. Ares Capital is a specialty finance company that is a closed-end, non-diversified management investment company incorporated in Maryland. Ares Capital has elected to be regulated as a business development company under the Investment Company Act of 1940, as amended. Ares Capital has elected to be treated as a regulated investment company under the Internal Revenue Code of 1986, as amended, and operates in a manner so as to qualify for the tax treatment applicable to RICs. Ares is led by Kipp Deveer as chief executive officer, Scott C. Lem as chief financial officer and treasurer, and Paul Cho as chief accounting officer. The Fund can be reached through: Kipp Deveer Ares Capital Corporation 245 Park Avenue, 44th Floor New York, NY 10167 Telephone: (212) 750-7300 About Convey Health Solutions, Inc. Convey Health Solutions, Inc. provides healthcare technology solutions. The Company offline enrollment processing, enrollment processing, telephonic licensed enrollment, outbound campaigns, pharmacy and clinical, healthcare analytics, risk adjustment, and administration solutions. Convey Health Solutions serves customers worldwide. COTTON HOUSE: Jennifer Bennington Named Subchapter V Trustee ------------------------------------------------------------ Brian Behr, the U.S. Bankruptcy Administrator for the Eastern District of North Carolina, appointed Jennifer Bennington as Subchapter V trustee for Cotton House Craft Brewers, LLC. Ms. Bennington will be compensated at $350 per hour for his services as Subchapter V trustee. Ms. Bennington declared that she does not have an interest materially adverse to the interest of the company's estate, creditors and equity security holders. The Subchapter V trustee can be reached at: Jennifer K. Bennington Beaman & Bennington, PLLC 304 Nash Street NE, Wilson, NC 27893 Phone: 252.237.9020 Fax 252.243.5174 jbennington@beamanlaw.com About Cotton House Craft Brewers Cotton House Craft Brewers LLC, also known as Triangle Beer Co., is a family-owned brewery in Cary, NC, committed to crafting unique and high-quality beers. With a focus on local ingredients, the Company collaborates with nearby farmers and artisans to deliver fresh, distinctive brews that reflect the community's spirit. In addition to beer, it offers food trucks and host private events. Cotton House Craft Brewers filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. E.D.N.C. Case No. 25-01294) on April 8, 2025. In its petition, the Debtor reported estimated assets between $100,000 and $500,000 and estimated liabilities between $1 million and $10 million. Judge Joseph N. Callaway handles the case. The Debtor is represented by Joseph Z. Frost, Esq., at Buckmiller & Frost, PLLC. CRED INC: 2 Former Execs Plead Guilty to $150MM Wire Fraud ---------------------------------------------------------- Bonnie Eslinger of Law360 reports that on Tuesday, May 13, 2025, two former executives of failed crypto investment platform Cred Inc. pleaded guilty in California federal court to conspiracy to commit wire fraud, admitting they misled customers with an overly optimistic view of the company prior to its collapse, which prosecutors say resulted in up to $150 million in lost customer cryptocurrency. About Cred Inc. Cred Inc. is a cryptocurrency platform that accepts loans of cryptocurrency from non-U.S. persons and pays interest on those loans. Cred -- https://mycred.io/ -- is a global financial services platform serving customers in over 100 countries. Cred is a licensed lender and allows some borrowers to earn a yield on cryptocurrency pledged as collateral. Cred Inc. and its affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 20-12836) on Nov. 7, 2020. Cred was estimated to have assets of $50 million to $100 million and liabilities of $100 million to $500 million as of the bankruptcy filing. Judge John T. Dorsey oversees the cases. The Debtors tapped Paul Hastings LLP as their bankruptcy counsel, Cousins Law LLC as local counsel, and MACCO Restructuring Group, LLC as financial advisor. Donlin, Recano & Company, Inc., is the claims agent. The official committee of unsecured creditors in the Debtors' Chapter 11 cases tapped McDermott Will & Emery LLLP as counsel, and Dundon Advisers LLC as financial advisor. Robert Stark is the examiner appointed in the Debtors' cases. Ashby & Geddes, P.A., and Ankura Consulting Group, LLC, serve as the examiner's legal counsel and financial advisor, respectively. D AND B PHARMACY: Seeks Subchapter V Bankruptcy in California ------------------------------------------------------------- On May 9, 2025, D and B Pharmacy Corporation filed Chapter 11 protection in the U.S. Bankruptcy Court for the Southern District of California. According to court filing, the Debtor reports between $1 million and $10 million in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. About D and B Pharmacy Corporation D and B Pharmacy Corporation, operating as Paul's Pharmacy, provides prescription services, over-the-counter medications, and medical equipment at its location in South Salem, New York. The pharmacy serves the Vista, Lewisboro, and surrounding communities, offering additional services such as FedEx Drop, NYC Lotto, lab testing, and UPS shipping. It also carries gifts and home goods, emphasizing personalized customer care and accepting most major insurance plans. D and B Pharmacy Corporation sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Cal. Case No. 25-22402) on May 9, 2025. In its petition, the Debtor reports estimated assets between $100,000 and $500,000 and estimated liabilities between $1 million and $10 million. Honorable Bankruptcy Judge Kyu Young Paek handles the case. The Debtors are represented byAnne Penachio, Esq. at PENACHIO MALARA LLP. DAYLIGHT BETA: Ares Capital Marks $13.6M 1L Secured Loan at 82% Off ------------------------------------------------------------------- Ares Capital Corporation has marked its $13,600,000 loan extended to Daylight Beta Parent LLC and CFCo, LLC to market at $2,500,000 or 18% of the outstanding amount, according to Ares' Form 10-Q for the fiscal year ended March 31, 2025, filed with the U.S. Securities and Exchange Commission. Ares is a participant in a First Lien Senior Secured Loan to Daylight Beta Parent LLC and CFCo, LLC. The loan accrues interest at a rate zero interest per annum. The loan matures on September 2033. Ares Capital is a specialty finance company that is a closed-end, non-diversified management investment company incorporated in Maryland. Ares Capital has elected to be regulated as a business development company under the Investment Company Act of 1940, as amended. Ares Capital has elected to be treated as a regulated investment company under the Internal Revenue Code of 1986, as amended, and operates in a manner so as to qualify for the tax treatment applicable to RICs. Ares is led by Kipp Deveer as chief executive officer, Scott C. Lem as chief financial officer and treasurer, and Paul Cho as chief accounting officer. The Fund can be reached through: Kipp Deveer Ares Capital Corporation 245 Park Avenue, 44th Floor New York, NY 10167 Telephone: (212) 750-7300 About Daylight Beta Parent LLC and CFCo, LLC Daylight Beta Parent LLC and CFCo, LLC are health insurance sales platform provider in the U.S. DC VENTURES: Gets Interim OK to Use Cash Collateral --------------------------------------------------- DC Ventures, PLLC got the green light from the U.S. Bankruptcy Court for the Eastern District of Tennessee to use cash collateral. The order penned by Judge Nicholas Whittenburg authorized the Debtor's interim use of cash collateral from April 25 until conclusion of the final hearing to pay the expenses set forth in its budget. A final hearing is set for June 12. As protection, Basket Medical, PLLC will receive replacement liens on assets similar to its pre-bankruptcy collateral, with the same validity and priority as its pre-bankruptcy liens. A copy of the court's order and the budget is available at https://shorturl.at/ZG7f0 from PacerMonitor.com. About DC Ventures, PLLC DC Ventures, PLLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Ten. Case No. 25-11004) on April 23, 2025, listing $50,001 to $100,000 in assets and $100,001 to $500,000 in liabilities. Judge Nicholas W Whittenburg oversees the case. W. Thomas Bible, Jr., Esq., at the Law Office of W. Thomas Bible, Jr., is the Debtor's bankruptcy counsel. Basket Medical, PLLC, as secured creditor, is represented by: Shane G. Ramsey, Esq. Nelson Mullins Riley & Scarborough, LLP 1222 Demonbreun Street, Suite 1700 Nashville, TN 37203 Telephone: (615) 664-5355 Facsimile: (615) 664-5399 shane.ramsey@nelsonmullins.com DCERT BUYER: Ares Capital Marks $20.3M 2L Secured Loan at 20% Off ----------------------------------------------------------------- Ares Capital Corporation has marked its $20,300,000 loan extended to Dcert Buyer, Inc., DCert Preferred Holdings, Inc. and Destiny Digital Holdings, L.P. to market at $16,300,000 or 80% of the outstanding amount, according to Ares' Form 10-Q for the fiscal year ended March 31, 2025, filed with the U.S. Securities and Exchange Commission. Ares is a participant in a Second Lien Secured Loan to Dcert Buyer, Inc., DCert Preferred Holdings, Inc. and Destiny Digital Holdings, L.P. The loan accrues interest at a rate of 11.32% SOFR (M)per annum. The loan matures on February 2029. Ares Capital is a specialty finance company that is a closed-end, non-diversified management investment company incorporated in Maryland. Ares Capital has elected to be regulated as a business development company under the Investment Company Act of 1940, as amended. Ares Capital has elected to be treated as a regulated investment company (RIC) under the Internal Revenue Code of 1986, as amended, and operates in a manner so as to qualify for the tax treatment applicable to RICs. Ares is led by Kipp Deveer as chief executive officer, Scott C. Lem as chief financial officer and treasurer, and Paul Cho as chief accounting officer. The Fund can be reached through: Kipp Deveer Ares Capital Corporation 245 Park Avenue, 44th Floor, New York, NY 10167 Telephone: (212) 750-7300 About Dcert Buyer, Inc., DCert Preferred Holdings, Inc. and Destiny Digital Holdings, L.P. Dcert Buyer, Inc., DCert Preferred Holdings, Inc. and Destiny Digital Holdings, L.P. are provider of Internet security tools and solutions in the U.S. DEDICATION & EVERLASTING: Seeks Chapter 11 Bankruptcy in California ------------------------------------------------------------------- On May 9, 2025, Dedication & Everlasting Love To Animals filed Chapter 11 protection in the U.S. Bankruptcy Court for the Central District of California. According to court filing, the Debtor reports $1 million and $10 million in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. About Dedication & Everlasting Love To Animals Dedication & Everlasting Love To Animals (D.E.L.T.A. Rescue) operates a no-kill, care-for-life animal sanctuary in Acton, California. Founded in 1979, the organization rescues abandoned dogs and cats, providing lifelong shelter and medical care across a 115-acre facility. It is privately funded and not open to the public. Dedication & Everlasting Love To Animals sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 25-13881) on May 9, 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 Neil W. Bason handles the case. The Debtors are represented by William R. Hess, Esq. at LAW OFFICES OF WILLIAM R HESS. DEVIL RIVER: Seeks to Hire Martin & Drought as Bankruptcy Counsel ----------------------------------------------------------------- Devils River Holdings, LLC and Devils River Distillery, LLC seek approval from the U.S. Bankruptcy Court for the Western District of Texas to employ Martin & Drought, PC to handle its Chapter 11 case. The firm will be paid at these hourly rates: Michael Colvard, Lead Counsel $600 Attorneys $200 - $600 Paralegal $125 - $150 The firm received a prepetition retainer from Devils River Holdings, LLC in the amount of $25,000. It also received an additional $5,000 for Devils River Distillery. Mr. Colvard disclosed in a court filing that the firm is a "disinterested persons" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Michael Colvard, Esq. Martin & Drought, P.C. 112 East Pecan Street, Suite 1616 San Antonio, TX 78205 Telephone: (210) 220- 1334 Facsimile: (210) 227-7924 Email: mcolvard@mdtlaw.com About Devils River Holdings Devils River Holdings, LLC produces premium small-batch whiskeys under the Devils River Whiskey brand. Based in San Antonio, Texas, the Company sources limestone-filtered water from the Devils River to craft its Bourbon, Rye, and flavored whiskey offerings. Devils River Holdings filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Tex. Case No. 25-50959) on May 1, 2025. In the petition signed by Michael P. Cameron, CEO and president, the Debtor disclosed up to $10 million in both assets and liabilities. The Debtor tapped Martin & Drought, P.C. as counsel. DEVILS RIVER HOLDINGS: Files Emergency Bid to Use Cash Collateral ----------------------------------------------------------------- Devils River Holdings, LC and Devils River Distillery, LLC asked the U.S. Bankruptcy Court for the Western District of Texas, San Antonio Division, for authority to use cash collateral. The Debtors need to use cash collateral, which includes cash, accounts receivable, and inventory subject to liens held by LSD Lending, LLC. This emergency motion is crucial for their continued operation, covering expenses like payroll, rent, and inventory purchases, as outlined in their proposed budget. The Debtors operate a whiskey distillery and retail business since 2018 and filed for Subchapter V Chapter 11 bankruptcy on April 14, 2025, in the Western District of Texas. LSD Lending, identified as an insider lender due to its ownership by former board members, provided a $3.6 million loan secured by substantially all of the Debtors' assets. In return, LSD received warrants and certain governance rights. The Debtors believe LSD does not consent to the use of cash collateral and opposes their post-petition financing request. The Debtors argued that they can provide "adequate protection" to LSD, as mandated by bankruptcy law, through a replacement lien on post-petition operational income and proceeds, subordinate to any court-authorized post-petition loan. They also proposed granting LSD an administrative claim for any decrease in the value of their collateral. LSD Lending is represented by: Scott D. Lawrence, Esq. Meghan D. Young, Esq. Wick Phillips Gould & Martin, LLP 3131 McKinney Avenue, Suite 500 Dallas, TX 75204 Phone: (214) 692-6200 Fax: (214) 692-6255 scott.lawrence@wickphillips.com meghan.young@wickphillips.com About Devils River Holdings Devils River Holdings, LLC produces premium small-batch whiskeys under the Devils River Whiskey brand. Based in San Antonio, Texas, the company sources limestone-filtered water from the Devils River to craft its Bourbon, Rye, and flavored whiskey offerings. Devils River Holdings filed Chapter 11 petition (Bankr. W.D. Texas Case No. 25-50959) on May 1, 2025, listing up to $10 million in both assets and liabilities. Michael P. Cameron, chief executive officer and president, signed the petition. Michael G. Colvard, Esq., at Martin & Drought, P.C., represents the Debtor as legal counsel. DIOCESE OF SAN DIEGO: Jeff Anderson Advises Sexual Abuse Claimant ----------------------------------------------------------------- The law firm of Jeff Anderson & Associates, P.A., filed a verified statement pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure to disclose that in the Chapter 11 case of The Roman Catholic Bishop of San Diego, the firm represents Sexual Abuse Claimant. Jeff Anderson & Associates individually represents each Sexual Abuse Claimant. Due to confidentiality, each Claimant listed has been identified by their Sexual Abuse Proof of Claim Form number. The names and addresses of the confidential Claimants are available to permitted parties who have executed a confidentiality agreement and have access to the Sexual Abuse Claim Forms. Pursuant to individual fee agreements, Jeff Anderson & Associates was individually retained by each Claimant to pursue claims for damages against The Roman Catholic Diocese of San Diego, California as a result of sexual abuse. This includes representing and acting on behalf of each Claimant in the bankruptcy case. Each Claimant maintains an individual economic interest against the Debtor, The Roman Catholic Diocese of San Diego, California, that has been disclosed in the Confidential Sexual Abuse Claim Supplement or will be disclosed in the future. Attorneys for Certain Abuse Survivor Claimants: JEFF ANDERSON & ASSOCIATES, P.A. Michael Reck, Esq. Stacey Benson, Esq. 12011 San Vicente Blvd, Ste 700 Los Angeles, CA 90049 Telephone: 310-357-2425 Email: mreck@andersonadvocates.com stacey@andersonadvocates.com About The Roman Catholic Bishop of San Diego The Roman Catholic Bishop of San Diego sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.P.R. Case No. 24-02202) on June 17, 2024. In the petition signed by Rodrigo Valdivia, vice moderator of the Curia, the Debtor disclosed up to $500 million in both assets and liabilities. Judge Christopher B. Latham oversees the case. The Debtor tapped Gordon Rees Scully Mansukhani, LLP as counsel and GlassRatner Advisory & Capital Group, LLC, doing business as B. Riley Advisory Services, as financial advisor. Donlin, Recano & Company, Inc., as administrative advisor. DOUBLE PLAY: Gets Interim OK to Use Cash Collateral Until May 21 ---------------------------------------------------------------- Double Play Oil & Gas, Inc. got the green light from the U.S. Bankruptcy Court for the Southern District of Texas, Corpus Christi Division, to use cash collateral. The order penned by Judge Marvin Isgur authorized the Debtor's interim use of cash collateral until the final hearing on May 21 to pay the expenses set forth in its budget. Creditors with an interest in the cash collateral were granted replacement liens to the same extent and with the same priority and validity as their pre-bankruptcy liens. The Debtor, a small oil and gas operator with properties across several Texas counties, initiated bankruptcy due to foreclosure actions by Freedom Bank. Various creditors, including Freedom Bank and the U.S. Small Business Administration, hold secured interests in the Debtor's assets, with several liens recorded. The Debtor said it cannot meet all its obligations without using cash collateral, and it plans to prioritize critical operational costs such as electricity, fuel, labor, and insurance to maintain oil and gas production. About Double Play Oil & Gas, Inc. Double Play Oil & Gas, Inc. is an oil and gas operator in Portland, Texas. Double Play Oil & Gas filed Chapter 11 petition (Bankr. S.D. Texas Case No. 25-20130) on May 5, 2025, listing up to $50,000 in assets and up to $10 million in liabilities. Glenn Burdine, director and president of Double Play Oil & Gas, signed the petition. Judge Marvin Isgur oversees the case. Stephen W. Sather, Esq., at Barron & Newburger, P.C., represents the Debtor as legal counsel. DVC3 LLC: Gets Extension to Access Cash Collateral -------------------------------------------------- DVC3, LLC received fourth interim approval from the U.S. Bankruptcy Court for the Middle District of Florida to use the cash collateral of the U.S. Small Business Administration. SBA's cash collateral consists of cash and accounts receivable generated by the operation of DVC3's business. The court authorized DVC3 to use the lender's cash collateral for operating expenses, excluding pre-bankruptcy expenses, officer salaries or professional fees, which require court approval. SBA was granted a replacement lien on property owned by the company's estate to the same extent and with the same nature and priority as its pre-bankruptcy lien. This property includes all cash accounts, accounts receivable and other property acquired by the estate or by the company on or after the petition date. As additional protection, DVC3 was ordered to continue its monthly payments of $1,500 to SBA and keep SBA's collateral insured. DVC3's authority to use cash collateral will terminate immediately upon further order of the court; the dismissal or conversion of its Chapter 11 case to one under Chapter 7; the entry of an order that alters the validity or priority of the replacement lien; cessation of the company's operations; and the lifting of the automatic stay that allows any entity to proceed against assets that constitute cash collateral. The final hearing will be held on July 22. About DVC3 LLC DVC3, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-03897) on December 23, 2024. In the petition signed by Rebecca L. Vetter, manager, the Debtor disclosed up to $500,000 in assets and up to $10 million in liabilities. Judge Jacob A. Brown oversees the case. The Debtor is represented by: Bryan K. Mickler, Esq. Mickler & Mickler Tel: 904-725-0822 Email: court@planlaw.com DYNAMIC AEROSTRUCTURES: Hires Carroll as Restructuring Advisor -------------------------------------------------------------- Dynamic Aerostructures, LLC and its affiliates seek approval from the U.S. Bankruptcy Court for the District of Delaware to employ Carroll Services LLC as restructuring advisor. Carroll Services will provide James Carroll as chief restructuring officer (CRO) and certain additional personnel to the Debtors. The CRO and additional personnel will render these services: (a) take any and all actions that are necessary, advisable or appropriate to assist the Debtors in administering these Chapter 11 cases from and after the Effective Date and winding down their affairs, liquidating their remaining assets, and settling, resolving, and paying from such assets, any remaining liabilities; (b) review and evaluate the terms and conditions, and determining the advisability, of any proposed transaction involving the liquidation of the Debtors' assets, the settlement, payment, and discharge of their liabilities, and regularly providing updates to their board of managers regarding the CRO's activities and the status of their liquidation; (c) in consultation with the Debtors, take all such other actions as may be necessary or appropriate in the judgment of the CRO to carry out his duties as set forth in the Engagement Agreement; and (d) prepare, execute, acknowledge, file, deliver and record all such further documents and instruments by or on behalf of the Debtors, and in their names, or otherwise, as in the judgment of the CRO shall be necessary, appropriate, or advisable to fully carry out the intent of and to accomplish the foregoing. The firm will be compensated at a rate of $20,000 per month plus $525 per hour for time in excess of 40 hours per month spent by Mr. Carroll in providing the services. In addition, the firm will seek reimbursement for expenses incurred. Mr. Carroll 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: James Carroll Carroll Services LLC Unit 2403 19680 Marino Lake Cir. Miromar Lakes, FL 33913 Telephone: (617) 899-9007 About Dynamic Aerostructures Dynamic Aerostructures, LLC are a manufacturer and supplier of critical structural components and assemblies for the aerospace and defense industry. They specialize in complex, large-format structural airframe and wing components, large aluminum structures, and complex assemblies for key aerospace and defense customers such as Lockheed Martin, Northrop Grumman, and Boeing, among others. They have one of the largest independent aerospace and defense manufacturing sites in North America, operating out of 226,000 square feet across two facilities in Southern California. Dynamic Aerostructures and its affiliates filed Chapter 11 petitions (Bankr. D. Del. Case No. 25-10292) on February 25, 2025. At the time of the filing, listed between $10 million and $50 million in assets and between $50 million and $100 million in liabilities. Judge Laurie Selber Silverstein oversees the cases. The Debtors tapped Chipman Brown Cicero & Cole, LLP and Ropes & Gray, LLP as bankruptcy counsels; Berkeley Research, LLC as financial advisor; Configure Partners, LLC as investment banker; and Carroll Services LLC as restructuring advisor. Kurtzman Carson Consultants, LLC is the notice, claims, balloting and solicitation agent. EGZIT CORPORATION: Court Extends Cash Collateral Access to June 6 ----------------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Illinois extended Egzit Corporation's authority to use cash collateral from May 10 to June 6. The eighth interim order signed by Judge Deborah Thorne authorized the company to use cash collateral in accordance with its budget, which outlines the company's projected monthly operational costs of $168,500. The next hearing is set for June 4. About Egzit Corporation Egzit Corporation is a provider of general freight trucking services in Darien, Ill. Egzit Corporation filed Chapter 11 petition (Bankr. N.D. Ill. Case No. 24-13990) on Sept. 20, 2024, with $1 million to $10 million in both assets and liabilities. Neema Varghese of NV Consulting Services serves as Subchapter V trustee. Judge Deborah L. Thorne oversees the case. The Debtor is represented by: Peter C. Nabhani, Esq. Law Office Of Peter C. Nabhani Tel: 312-219-9149 Email: pcnabhani@gmail.com ENNIS I-45: Court Extends Cash Collateral Access to May 30 ---------------------------------------------------------- Ennis I-45 11 ACRE, LLC received another extension from the U.S. Bankruptcy Court for the Northern District of Texas to use cash collateral. The order authorized the company to use up to $33,111 in cash collateral through May 30 to pay the expenses set forth in its 30-day budget. It also allowed the company to use cash collateral to fund the payment of $356 for the Cirro claim and $3,317.23 for the claims of four key vendors. Lienholders Real Estate Holdings, LLC and Bay Point Capital Partners II, LP will receive replacement liens as protection for the company's use of their cash collateral, and a super-priority administrative expense claim in case such liens are not sufficient to protect their interests. A third interim hearing is scheduled for May 27. About Ennis I-45 Ennis I-45 11 Acre, LLC (doing business as Ennis Luxury RV Resort) is an upscale RV park located just outside of Dallas, Texas, in Ennis. Ennis I-45 sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Tex. Case No. 25-31219) on April 1, 2025. In its petition, the Debtor reported estimated assets of $1 million to $10 million and estimated liabilities of $10 million to $50 million. The petition was signed by John McGaugh as manager. The Debtor is represented by: Kyung S. Lee Shannon And Lee LLP Tel: 713-301-4751 Email: klee@shannonleellp.com ENPRO INC: S&P Rates New $450MM Senior Unsecured Notes 'BB-' ------------------------------------------------------------ S&P Global Ratings assigned its 'BB-' issue-level rating and '5' recovery rating to Enpro Inc.'s proposed $450 million senior unsecured notes due May 2033. The '5' recovery rating indicates its expectation of modest (10%-30%; rounded estimate: 20%) recovery for noteholders in the event of a payment default. The company plans to use the proceeds from the notes issue to fully redeem its existing $350 million senior unsecured notes, partially paydown the outstanding balance on its $800 million revolving credit facility and pay associated fees and expenses. S&P's long-term issuer credit rating on Enpro remains 'BB'. Issue Ratings--Recovery Analysis Key analytical factors -- S&P's simulated default scenario assumes a payment default occurring in 2030 amid a sustained economic downturn that reduces the demand for the company's sealing and semiconductor products and leads to a significant deterioration in its operating performance and cash flow generation. -- S&P applied a 5.5x multiple to an estimated distressed emergence EBITDA of $143 million to estimate a gross recovery value of about $788 million. This multiple reflects Enpro's good market positions and solid engineering capabilities and is in line with the multiples we use for capital goods peers with a similar business risk profile assessment. -- S&P's recovery analysis indicates that in a hypothetical bankruptcy scenario, after the company satisfied any unpaid priority administrative expenses and other senior claims, the residual value would be sufficient to provide holders of the senior unsecured notes with modest recovery prospects in the 10%-30% range (rounded estimate: 20%). Simulated default assumptions -- Simulated year of default: 2030 -- EBITDA multiple: 5.5x -- EBITDA at emergence: $143 million -- Jurisdiction: U.S. Simplified waterfall -- Net enterprise value (after 5% administrative costs): $748 million -- Valuation split (obligors/nonobligors): 55%/45% -- Collateral value available to senior secured claims: $630 million -- Senior secured debt claims: $705 million -- Total value available to unsecured claims: $117 million -- Senior unsecured debt and pari passu secured claims: $539 million --Recovery expectations: 10%-30% (rounded estimate: 20%) Note: Debt amounts include six months of accrued interest that S&P assumes the company will owe on default. S&P generally assume usage of 85% for cash flow revolving facilities at default. EXCELTECH ONE: Seeks Approval to Hire James G. Murphy as Appraiser ------------------------------------------------------------------ Exceltech One, Inc. seeks approval from the U.S. Bankruptcy Court for the District of Oregon to employ James G. Murphy Co. as appraiser. The firm will provide an appraisal of the Debtor's equipment and other assets at liquidation value and fair market value and provide a report and testify regarding the same, if necessary. The firm will be paid at these compensation: (a) $2,500 to $3,000 for the appraisal of the Debtor's assets; and (b) $1,000 per day for any additional work or testimony. Colin Murphy, an appraiser at James G. Murphy Co., 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: Colin Murphy James G. Murphy Co. 3803 136th St. NE Marysville, WA 98271 About Exceltech One Exceltech One Inc. is an Electronics Manufacturing Services (EMS) company that specializes in high-tech industries such as avionics, medical, industrial, transportation, commercial, and energy sectors. The Company offers services including PCBA & electro-mechanical assembly, prototype development, system integration, and testing. With ISO 9001:2015 certification and ITAR registration, ExcelTech focuses on delivering quality solutions with a commitment to customer satisfaction. Exceltech One Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Ore. Case No. 25-30765) on March 11, 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 Peter C. Mckittrick handles the case. The Debtor is represented by Garrett S. Eggen, Esq., at Douglas R. Ricks, Esq. FAITH ELECTRIC: U.S. Trustee Unable to Appoint Committee -------------------------------------------------------- The U.S. Trustee for Region 20 disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of Faith Electric, Inc. About Faith Electric Inc. Faith Electric, Inc. is an Oklahoma City-based company, which specializes in electrical contracting services. It offers design, installation, and repair for residential, commercial, and industrial clients. In 2019, the company rebranded as Generator Supercenter of Oklahoma, focusing primarily on Generac generator sales, installation, and maintenance. Faith Electric filed Chapter 11 petition (Bankr. W.D. Okla. Case No. 25-10921) on March 31, 2025, listing up to $10 million in both assets and liabilities. Austin Partida, chief executive officer of Faith Electric, signed the petition. Judge Sarah A. Hall oversees the case. Amanda R. Blackwood, Esq., at Blackwood Law Firm, PLLC, is the Debtor's bankruptcy counsel. Wells Fargo Commercial Distribution Finance, as secured creditor, is represented by: Ross A. Plourde, Esq. McAfee & Taft, A Professional Corporation 8th Floor, Two Leadership Square 211 North Robinson Oklahoma City, OK 73102-7103 Telephone: (405) 235-9621 Facsimile: (405) 235-0439 ross.plourde@mcafeetaft.com FIBERCO GENERAL: Gets Final OK to Use Cash Collateral ----------------------------------------------------- The U.S. Bankruptcy Court for the Central District of California, Riverside Division issued a final order allowing Fiberco General Engineering Contractors, Inc. to use cash collateral. The final order authorized the company to use cash collateral to pay the expenses set forth in its budget, with a 10% variance allowed. The order also authorized the company to open a new debtor-in-possession account to hold $3,239.46 in adequate protection payments for secured creditors, subject to further court approval. Secured creditors are deemed adequately protected. About Fiberco General Engineering Contractors Inc. Fiberco General Engineering Contractors Inc. established in 1995, is a general engineering contractor based in Riverside, Calif. The company specializes in utility system construction and heavy and civil engineering projects. Fiberco General Engineering Contractors Inc. sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 25-10912) on February 18, 2025. In its petition, the Debtor reported total assets of $2,451,262 and total liabilities of $2,989,654. Judge Scott H. Yun handles the case. The Debtor is represented by: Michael R. Totaro, Esq. Totaro & Shanahan, LLP Tel: 888-425-2889 Email: ocbkatty@aol.com FINGER LAKE: Appointment of Chapter 11 Trustee Sought ----------------------------------------------------- William Harrington, the U.S. Trustee for Region 2, asked the U.S. Bankruptcy Court for the Western District of New York to appoint a Chapter 11 trustee for Finger Lake, LLC. In a court filing, the Justice Department's bankruptcy watchdog raised the need to appoint an independent trustee to manage the company's Chapter 11 case, saying the company is incompetent to successfully reorganize its business and has breached its fiduciary duties. According to the U.S. trustee, Finger Lake, through its manager, Tom Shen has set up a scheme whereby its funds are deposited into a bank account not in its name but a corporation, Allegiance, which is also managed by Mr. Shen, and then virtually all those funds are transferred to a limited liability company, Miracle, in which Mr. Shen is a member. Prior to the petition date, Mr. Shen authorized transfers totaling $340,000 to Miracle over a four-month period. Moreover, Finger Lake has neither disclosed the Allegiance bank account on its schedules nor the Miracle bank account from which transfers are made. The company's omissions on its schedules and its failure to observe corporate formalities evidence neglect and misconduct of the company, through its manager, Mr. Shen. Furthermore, funds in excess of $61,000 have been transferred from Allegiance to Mr. Shen and his wife who holds a 20% membership interest in Finger Lake, notwithstanding the fact that Mr. Shen reported on Finger Lake's schedules and testified at the 341 meeting that there have been no pre-bankruptcy transfers to insiders. The self-dealings by Mr. Shen justify the appointment of a Chapter 11 trustee, according to the U.S. trustee. About Finger Lake Finger Lake, LLC is an accommodation and food services business operating in Horseheads, N.Y. Finger Lake filed Chapter 11 petition (Bankr. W.D.N.Y. Case No. 25-20007) on January 4, 2025, listing between $50,000 and $100,000 in both assets and liabilities. Kevin Tung, Esq., at Kevin Kerveng Tung, P.C. represents the Debtor as legal counsel. FINS UP: Section 341(a) Meeting of Creditors on June 10 ------------------------------------------------------- On May 9, 2025, Fins Up P.C. filed Chapter 11 protection in the U.S. Bankruptcy Court for the District of Arizona. According to court filing, the Debtor reports between $1 million and $10 million in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. A meeting of creditors under Section 341(a) to be held on June 10, 2025 at 11:15 AM as a Telephonic Hearing. About Fins Up P.C. Fins Up P.C., doing business as Desert Vista Medical Associates is a multi-specialty medical practice based in Scottsdale, Arizona. The clinic offers outpatient services across various specialties including internal medicine, family medicine, emergency medicine, and diagnostic radiology. Fins Up P.C. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Ariz. Case No. 25-04235) on May 9, 2025. In its petition, the Debtor reports estimated assets between $50,000 and $100,000 and estimated liabilities between $1 million and $10 million. The Debtors are represented by Grant L. Cartwright, Esq. at MAY POTENZA BARAN & GILLESPIE PC. FIRST CLASS: Court Amends Order of Five Trailer Sale ---------------------------------------------------- The U.S. Bankruptcy Court for the Middle District of Florida, Tampa Division, has amended its approval of First Class Moving Systems, Inc. and its affiliates, Capital Asset Finance Inc., First Class Moving Systems of North Jersey Inc., First Class Moving of South Florida Inc., First Class Commercial Services of Orlando Inc., and FC Equipment Leasing Inc., to sell five trailers, free and clear of liens, interests, and encumbrances. The Court has authorized the Debtor to sell five trailers for the purchase prices listed below: -- 2023 Kentucky Model FVCC-D Tandem Axle 53’ 1KKVE5322PL253627 to Siracusa Moving & Storage for $85,000 -- 2023 Kentucky Model FVCC-D Drop Frame Semi Trailer 1KKVE5326PL253629 to Piepho Moving Storage, Inc. for $80,000 -- 2023 Kentucky Model FVCC-D Drop Frame Semi Trailer 1KKVE5326PL253628 Siracusa to Moving & Storage for $85,000 -- 2023 Kentucky Model FVCC-D Tandem Axle 53’ 1KKVE5326PL254349 to Siracusa Moving & Storage for $76,000 -- 2023 Kentucky Model FVCC-D Drop Frame Semi Trailer 1KKVE5321PL254350 to Piepho Moving & Storage, Inc. for $80,000 The Debtor is also authorized to perform under the terms and conditions of the Order. About First Class Moving Systems, Inc. First Class Moving Systems Inc. is a professional moving company offering residential and commercial moving services, as well as packing, logistics, and storage solutions. The Company has locations in Tampa, Miami/Fort Lauderdale, Gulfport, MS, Orlando, FL, and Bound Brook, NJ. First Class Moving Systems Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Lead Case No. 25-02243) on April 11, 2025. In its petition, the Debtor reports estimated assets and liabilities between $1 million and $10 million each. Honorable Bankruptcy Judge Roberta A. Colton handles the case. The Debtor is represented by Scott A. Stichter, Esq. and Amy Denton Mayer, Esq. at STICHTER RIEDEL BLAIN & POSTLER, P.A. FLORIDA FOOD: Ares Capital Marks $71.8M 2L Secured Loan at 15% Off ------------------------------------------------------------------ Ares Capital Corporation has marked its $71,800,000 loan extended to Florida Food Products, LLC to market at $61,000,000 or 85% of the outstanding amount, according to Ares' Form 10-Q for the fiscal year ended March 31, 2025, filed with the U.S. Securities and Exchange Commission. Ares is a participant in a Second Lien Senior Secured Loan to Florida Food Products, LLC. The loan accrues interest at a rate of 9.56% per annum. The loan matures on October 2028. Ares Capital is a specialty finance company that is a closed-end, non-diversified management investment company incorporated in Maryland. Ares Capital has elected to be regulated as a business development company under the Investment Company Act of 1940, as amended. Ares Capital has elected to be treated as a regulated investment company under the Internal Revenue Code of 1986, as amended, and operates in a manner so as to qualify for the tax treatment applicable to RICs. Ares is led by Kipp Deveer as chief executive officer, Scott C. Lem as chief financial officer and treasurer, and Paul Cho as chief accounting officer. The Fund can be reached through: Kipp Deveer Ares Capital Corporation 245 Park Avenue, 44th Floor, New York, NY 10167 Telephone: (212) 750-7300 About Florida Food Products, LLC Headquartered in Lake Mary, Florida, Florida Food Products, LLC is a producer of vegetable and fruit based food and beverage ingredients. Florida Food Products, LLC generated revenue of approximately $258 million for the LTM period ended September 30, 2024. The company was acquired by Ardian and MidOcean Partners in October 2021. FLORIDA MONSTER: Court OKs Restaurant Business Sale to H&H Food --------------------------------------------------------------- The U.S. Bankruptcy Court for the Middle District of Florida, Orlando Division, has granted Florida Monster Chef LLC, to sell substantially all of its assets, free and clear of liens, interests, and encumbrances. The Debtor owns and operates a fine dining restaurant located on Orlando's famous "Restaurant Row". The Debtor operates with the name "Vines Gille & Wine Bar" from 7533 Sand Lake Road, Orlando, Florida 32819. The Debtor leases the premises for the Restaurant from Core Fountains, LLC and MDC Fountains, LLC under a long term lease. The Debtor has been in operation since 2017. The Court has authorized the Debtor to sell substantially all of its assets to H&H Food Service, LLC for a purchase price of $275,000.00. The Debtor is authorized to assign the lease for the restaurant located at 7533 Sand Lake Road, Orlando, Florida 32819 to the Purchaser, which Purchaser will assume, ensuring continued operation of the business at the current location under the Debtor's "Vines" brand. The Purchaser shall also pay the cure costs of $116,000.00 (to be sourced from the Purchase Price and, outside of closing, a security deposit in the amount of $25,000.00 to the Lessor, Core Fountains, LLC (Lessor). Payment for the May Rent shall be sourced $14,000.00 from the Debtor in cash and $25,000.00 from the Seller's security deposit held by Lessor. Therefore, the Lessor is authorized, at closing, to set-off the security deposit it has from the Debtor to be applied to the past due May Rent. Furthermore, Ms. Laura Brumm, who has a pending personal injury claim against the Lessor and the Debtor shall receive, in full satisfaction of her claim against Lessor and the Debtor including entitlement to attorneys' fees and costs associated with any claim against Lessor the following: $10,000.00 from the closing and stay relief to pursue the Debtor's applicable insurance policy for coverage but waives any claim against the estate. In return, Ms. Brumm upon receipt of the $10,000.00 payment shall dismiss Lessor from the lawsuit with prejudice with each party to bear their own fees and costs. The remaining net sale proceeds from the sale shall be distributed as follows at closing: $95,000.00 to Kapitus; $15,000.00 to Leaf Financial; and $39,000.00 to the Debtor, c/o Latham, Luna, Eden & Beaudine, LLP Trust Account. Upon receipt of the payments, Kapitus and Leaf shall release their liens associated with the sale of the Assets. However, Kapitus retains its lien on any other of the Debtor's non-sale Assets. Additionally, the Debtor waives any and all claims against Kapitus in exchange for its support with respect to the Sale Motion. The Court held that the Assets shall be purchased "as is" and free and clear of, liens, claims, and interest, security interests of any kind, and any successor liability claim that could be asserted by any entity or person. About Florida Monster Chef LLC Florida Monster Chef LLC owns and operates Vines Grille & Wine Bar restaurant in Florida. Florida Monster Chef filed a Chapter 11 petition (Bankr. M.D. Fla. Case No. 24-06830) on Dec. 17, 2024, listing between $500,000 and $1 million in both assets and liabilities. Judge Tiffany P. Geyer presides over the case. The Debtor is represented by Justin M. Luna, Esq., at Latham, Luna, Eden & Beaudine, LLP. FRANCO HAULING: Gets OK to Use Cash Collateral Until June 20 ------------------------------------------------------------ Franco Hauling, LLC received another extension from the U.S. Bankruptcy Court for the Northern District of Illinois to use cash collateral. The third order extended the company's authority to use cash collateral from May 10 to June 20 to pay expenses in accordance with its budget and the terns of the initial order dated March 12. The budget projects total monthly operational expenses of $29,897.74. The next hearing is scheduled for June 18. About Franco Hauling LLC Franco Hauling, LLC is a truck hauling Company that haul materials and debris from work sites to designates locations. Franco is a veteran owned female controlled company. Franco was formerly a Union Contractor, but the contract was terminated by the Suburban Teamsters. Franco is currently operating a non-union company. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ill. Case No. 25-03520) on March 7, 2025. In the petition signed by July Franco, manager, the Debtor disclosed up to $100,000 in assets and up to $1million in liabilities. Judge Janet S. Baer oversees the case. O. Allan Fridman, Esq., at Law Office of Allan Fridman, represents the Debtor as legal counsel. GEORGIA VASCULAR: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: Georgia Vascular Specialists, P.C. 1718 Peachtree St. NE Suite 360 Atlanta GA 30309 Business Description: Georgia Vascular Specialists PC provides vascular medicine and surgical services, including minimally invasive and traditional procedures for arterial, venous, and lymphatic conditions. The practice operates an accredited vascular ultrasound lab, ambulatory wound care services, and vein treatments, and offers inpatient care at Piedmont Hospital and Atlanta Medical Center. Founded in 1989, the company is based in Georgia. Chapter 11 Petition Date: May 13, 2025 Court: United States Bankruptcy Court Northern District of Georgia Case No.: 25-55352 Debtor's Counsel: Benjamin Keck, Esq. KECK LEGAL, LLC 2801 Buford Highway NE Suite 115 Atlanta GA 30329 Tel: 470-826-6020 E-mail: bkeck@kecklegal.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by James M Poindexter Jr., as 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/TR3IQ7I/Georgia_Vascular_Specialists_PC__ganbke-25-55352__0001.0.pdf?mcid=tGE4TAMA GRAND CANYON: Ogdon Class Suit Trial Date Not Yet Set ----------------------------------------------------- Grand Canyon Education Inc. disclosed in its Form 10-Q Report for the quarterly period ending March 31, 2025, filed with the Securities and Exchange Commission on May 6, 2025, that no trial date set for Valerio class suit not yet set in the Arizona Superior Court. Valerio, et al. v. Grand Canyon Education, Inc., et al. This suit was filed on December 24, 2024, in Maricopa County, Arizona Superior Court on behalf of nearly 300 plaintiffs. The plaintiffs assert various claims, including claims for violations of state law consumer protection statutes. The Company's response to the complaint is due on May 12, 2025. There is currently no trial date scheduled in this matter. Grand Canyon Education, Inc., is a publicly traded education services company dedicated to serving colleges and universities. GRANITE ASSET: Seeks to Hire Genova Burns as Bankruptcy Counsel --------------------------------------------------------------- Granite Asset Group, LLC seeks approval from the U.S. Bankruptcy Court for the District of New Jersey to employ Genova Burns LLC to handle its Chapter 11 case. The firm will be paid at these hourly rates: Scott Rever, Attorney $600 Partners $500 - $950 Counsel $450 - $650 Of Counsel $500 - $700 Associates (by years of experience) 1 – 3 $325 4 – 8 $375 9+ $425 Paralegals $275 The firm received a retainer in the amount of $10,000 from the Debtor. Mr. Rever 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: Scott S. Rever, Esq. Genova Burns LLC 110 Allen Road, Suite 304 Basking Ridge, NJ 07920 Telephone: (973) 467-2700 Email: srever@genovaburns.com About Granite Asset Group Granite Asset Group owns real properties located at 110 Woodfern Rd., Units D1A, D1B & D4 Branchburg Township, NJ valued at $1.1 million and 110 Woodfern Rd., Unit A, Branchburg Township, NJ having an appraised value of $815,000. Granite Asset Group, LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Case No. 24-18209) on August 19, 2024, listing $1,915,000 in assets and $777,557 in liabilities. The petition was signed by Samuel Ornstein as owner. Scott S. Rever, Esq., at Genova Burns LLC represents the Debtor as counsel. HALL OF FAME: Increases Loan Facility With CHCL to $8 Million ------------------------------------------------------------- Hall of Fame Resort & Entertainment Company disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that the Company and its subsidiaries HOF Village Newco, LLC, HOF Village Retail I, LLC, and HOF Village Retail II, LLC (each a Delaware limited liability company), entered into a Fifth Amendment to Note and Security Agreement with CH Capital Lending, LLC, a Delaware limited liability company. CHCL is an affiliate of Stuart Lichter, a director of the Company. The Fifth Amendment modifies the definition of "Facility Amount" in Section 1 of the original note and security agreement (as amended prior to the Fifth Amendment) to increase the facility amount from $6,500,000 to $8,000,000 allowing the Borrowers to request an additional $1,500,000 for general corporate purposes, subject to certain restrictions. About Hall of Fame Resort Hall of Fame Resort & Entertainment Co. is a resort and entertainment company leveraging the power and popularity of professional football and its legendary players in partnership with the National Football Museum, Inc., doing business as the Pro Football Hall of Fame. Headquartered in Canton, Ohio, the Company owns the DoubleTree by Hilton located in downtown Canton and the Hall of Fame Village, which is a multi-use sports, entertainment, and media destination centered around the PFHOF's campus. Cleveland, Ohio-based Grant Thornton LLP, the Company's auditor since 2023, issued a "going concern" qualification in its report dated March 26, 2025, attached to the Company's Annual Report on Form 10-K for the year ended Dec. 31, 2024, citing that the Company has sustained recurring losses through December 31, 2024 and utilized cash from operations of $10.9 million during the year ended December 31, 2024. The Company has $109.5 million of debt due through December 31, 2025, and will need to raise additional financing to accomplish its development plans and fund its working capital. These conditions, along with other matters, raise substantial doubt about the Company's ability to continue as a going concern. As of Dec. 31, 2024, the Company had $366.7 million in total assets, $294.5 million in total liabilities, and a total equity of $72.2 million. The Company's accumulated deficit was $273.6 million as of December 31, 2024. HARVEST SHERWOOD: Gets Interim OK for DIP Loan From JP Morgan ------------------------------------------------------------- Harvest Sherwood Food Distributors, Inc. and affiliates received interim approval from the U.S. Bankruptcy Court for the Northern District of Texas, Dallas Division, for authority to use cash collateral and obtain post-petition financing. Harvest Sherwood, a major independent wholesale food distributor with approximately $4 billion in annual revenue, and its affiliated debtors initiated Chapter 11 proceedings to execute a strategic winddown process aimed at benefiting all stakeholders. Months prior to filing, the Debtors collaborated with their ABL Lenders to explore strategic alternatives and engaged in negotiations regarding their prepetition debt. Simultaneously, they pursued a potential sale of the business. However, due to challenges outlined in the First Day Declaration, the sale process proved unsuccessful, leading to the commencement of the winddown. To facilitate this process, the Debtors negotiated a post-petition financing facility with their ABL Lenders, agented by JPMorgan Chase Bank, N.A. This DIP facility provides up to $105 million, consisting of $25.896 million in new money DIP loans and the roll-up of $79.2 million of existing prepetition obligations. An initial $5 million of the new money will be available to the Debtors following the court's interim approval of the post-petition financing, with the remaining balance accessible upon final approval, contingent on the terms of the DIP Documents and the Approved Budget. The Debtors also received interim approval to use their cash collateral and other prepetition collateral. In exchange for the DIP financing, the Debtors will grant the DIP Agent, acting for the DIP Lenders, superpriority administrative expense claims and senior secured liens on their assets, including priming liens over existing liens. In addition, an adequate protection will be provided to Prepetition Secured Parties for the diminution in value of their collateral due to the DIP financing and the use of cash collateral. This protection includes additional replacement liens and a superpriority administrative claim, subordinate to the DIP obligations and a "Carve Out" for certain administrative expenses. The DIP facility is governed by a detailed credit agreement that includes budgets (both short-term and long-term), variance covenants, interest rates (tied to SOFR), various fees and expenses, and a maturity date of April 30, 2027. The agreement also outlines customary affirmative and negative covenants and events of default. The Debtors are required to comply with these milestones: a) The Petition Date must be no later than 11:59 p.m., Dallas, Texas time, on May 5, 2025; b) The Interim Order must be entered no later than the fifth calendar day following the Petition Date; c) The Loan Parties must file with the Court by not later than the fifth Business Day following a written request by the Administrative Agent, on behalf of the Required Lenders (email being sufficient) (i) a motion for an order from the Bankruptcy Court enforcing the automatic stay, (ii) an adversary proceeding, complaint, or other pleading (as may be mutually agreed to by the Loan Parties and the Required Lenders) to remove to the Bankruptcy Court any pending litigation in which the Loan Parties are involved, or (iii) an adversary proceeding, complaint, or other pleading (as may be mutually agreed to by the Loan Parties and the Required Lenders) in the Bankruptcy Court for the purposes of collecting amounts owed to any of the Loan Parties or preventing any interference with property of the estates of the Loan Parties, in each case with respect to any third-party identified in such written request; provided that the Loan Parties must not have to comply with such request if inconsistent with the Loan Parties' fiduciary duties or applicable law; and d) The Final Order must be entered no later than the 30th calendar day following the Petition Date. The final hearing is scheduled for June 3. About Harvest Sherwood Food Distributors Harvest Sherwood Food Distributors, Inc. is an independent wholesale food distributor. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Tex. Case No. 25-80109-11) on May 5, 2025. In the petition signed by Eric Kaup, chief restructuring officer, the Debtor disclosed up to $10 billion in assets and up to $1 billion in liabilities. Thomas R. Califano, Esq., at Sidley Austin LLP, represents the Debtor as legal counsel. JPMorgan Chase Bank, N.A., as Prepetition Agent and DIP Agent, is represented by: Timothy A. Davidson II, Esq. Ashley L. Harper, Esq. Philip M. Guffy, Esq. Hunton Andrews Kurth LLP 600 Travis Street, Suite 4200 Houston, TX 77002 Telephone: (713) 220-4200 taddavidson@hunton.com ashleyharper@hunton.com pguffy@hunton.com -- and -- James Ktsanes, Esq. Latham & Watkins LLP 330 North Wabash Avenue, Suite 2800 Chicago, IL 60611 Telephone: (312) 876-7700 james.ktsanes@lw.com -- and -- Randall Carl Weber-Levine, Esq. Latham & Watkins LLP 1271 Avenue of the Americas New York, NY 10020 Telephone: (212) 906-1200 randall.weber-levine@lw.com HARVEST SHERWOOD: May 16 Deadline Set for Panel Questions --------------------------------------------------------- The United States Trustee is soliciting members for committee of unsecured creditors in the bankruptcy cases of Harvest Sherwood Food Distributors Inc., et al. If a party wishes to be considered for membership on any official committee that is appointed, it must complete a questionnaire available at https://tinyurl.com/yj5e6hek and return it to the Office of the U.S. Trustee no later than 4:00 p.m. Central Standard Time on Friday, May 16, 2025 by email to elizabeth.a.young@usdoj.gov , ATTN: Elizabeth A. Young. If the U.S. Trustee receives sufficient creditor interest in the solicitation, it may schedule a meeting or telephone conference for the purpose of forming a committee. About Harvest Sherwood Food Distributors Inc. Harvest Sherwood Food Distributors Inc. is a U.S.-based national food distribution company formed through the merger of Sherwood Food Distributors and Harvest Food Distributors. It operates 14 distribution centers and delivers over 32 million pounds of food weekly to customers including retailers, cruise lines, and food service providers. In early 2025, the Company initiated the wind-down of its operations and is pursuing asset sales through Chapter 11 proceedings to facilitate an orderly wind down of its estates. Harvest Sherwood Food Distributors Inc. and affiliates sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Tex. Case No. 25-80109) on May 5, 2025. In its petition, the Debtors reported estimated assets between $1 billion and $10 billion and estimated liabilities between $500 million and $1 billion. The Honorable Bankruptcy Judge Stacey G. Jerniga handles the cases. The Debtors are represented by Thomas R. Califano, Esq., Chelsea McManus, Esq., Stephen Hessler, Esq., Anthony R. Grossi, Esq., Jason L. Hufendick, Esq., Ryan Fink, Esq., and Daniela Rakowski, Esq. of Sidley Austin LLP. Meru LLC is the Debtors' financial advisor. Hilco Commercial Industrial LLC and Hilco Receivables LLC are the Debtors' restructuring advisors. Epiq Corporate Restructuring LLC is noticing and claims agent to the Debtors. HARVEST SHERWOOD: Pachulski Advises Unsecured Creditor Ad Hoc Group ------------------------------------------------------------------- In the Chapter 11 cases of Harvest Sherwood Food Distributors Inc. and affiliates, the Unsecured Creditor Ad Hoc Group filed a verified statement pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure. On or around March 19, 2025, the Unsecured Creditor Ad Hoc Group engaged Pachulski Stang Ziehl & Jones LLP ("PSZJ") to represent it in connection with the Debtors' restructuring. The claims held by the members of the Unsecured Creditor Ad Hoc Group (the "Members") include, but are not limited to, trade and contract claims against certain of the Debtors. PSZJ represents the Unsecured Creditor Ad Hoc Group, but does not represent any Member in their individual capacity. Upon information and belief formed after due inquiry, PSZJ does not hold any disclosable economic interests (as that term is defined in Bankruptcy Rule 2019(a)(1)) in relation to the Debtors. The Unsecured Creditor Ad Hoc Group Members' address and the nature and amount of disclosable economic interests held in relation to the Debtors are: 1. Alex's Deli, Inc. 4951 W. Diversey Avenue Chicago, IL 60639 * Sherwood Food Distributors, LLC: $448,737.97 2. American Foods Group, LLC 500 S. Washington Street Green Bay, WI 54301 * Sherwood Food Distributors, LLC: $1,528,839.32 * Harvest Meat Company, Inc.: $358,828.33 3. Atlantic Veal & Lamb LLC 275 Morgan Avenue Brooklyn, NY 11211 * Sherwood Food Distributors, LLC: $17,053.61 * Western Boxed Meats Distributors, Inc.: $26,534.86 4. Bay Prime Seafood Company 4521 Campus Drive, Suite 198 Irvine, CA 92612 * Sherwood Food Distributors, LLC: $102,684.44 5. Beaver Street Fisheries, LLC 1741 W. Beaver Street Jacksonville, FL 32209 * Harvest Meat Company, Inc.: $29,689.00 * Sherwood Food Distributors, LLC: $599,876.97 6. Bellisio Foods, Inc. P.O. Box 16630 Duluth, MN 55816 * Sherwood Food Distributors, LLC: $124,359.68 7. Clemens Food Group, LLC 2700 Clemens Road, P.O. Box 800 Hatfield, PA 19440 * Harvest Meat Company, Inc.: $387,804.31 * Harvest Sherwood Food Distributors, Inc.: $43,703.55 * Sherwood Food Distributors, LLC: $234,949.30 8. Cofoods, Inc. 11852 Dublin Boulevard Dublin, CA 94568 * Harvest Meat Company, Inc.: $121,000.00 9. Eastern Seafood Distributors, LLC 9957 Moorings Drive, Suite 104 Jacksonville, FL 32257 * Sherwood Food Distributors, LLC: $915,940.50 10. Foster Poultry Farms, LLC P.O. Box 198 Livingston, CA 95334 * Harvest Meat Company, Inc.: $104,489.44 * Sherwood Food Distributors, LLC: $100,157.28 * Western Boxed Meats Distributors, Inc.: $246,739.49 11. George's Inc. P.O. Box 2030 Springdale, AR 72765-2030 * Sherwood Food Distributors, LLC: $268,716.12 12. Gorton's Inc. 128 Rogers Street Gloucester, MA 01930 * Sherwood Food Distributors, LLC: $66,773.97 13. Greater Omaha Packing Co., Inc. P.O. Box 7566 Omaha, NE 68107 * Harvest Meat Company, Inc.: $685,586.00 * Sherwood Food Distributors, LLC: $905,060.36 14. Hilo Fish Co., Inc. 124 Makaala Street Hilo, HI 96720 * Harvest Meat Company, Inc.: $313,499.92 15. Johnsonville, LLC W6928 Johnsonville Way P.O. Box 906 Sheboygan Falls, WI 53085-0906 * Western Boxed Meats Distributors, Inc.: $13,383.28 * Sherwood Food Distributors, LLC: $160,424.82 16. Kellanova 412 N. Wells Street Chicago, IL 60654 * Harvest Sherwood Food Distributors, Inc.: $204,572.39 17. Kelly's Foods, Inc. 650 Carter Road Winter Garden, FL 34787 * Sherwood Food Distributors, LLC: $33,861.44 18. Marcho Farms, Inc. 519 Allentown Road Souderton, PA 18964 * Sherwood Food Distributors, LLC: $35,896.16 19. Meyer Foods Group LLC 1990 Rocky Mountain Avenue Loveland, CO 80538 * Harvest Meat Company, Inc.: $44,567.35 * Western Boxed Meats Distributors, Inc.: $109,647.50 20. Mrs. Ressler's Food Products Co., Inc. 5501 Tabor Avenue Philadelphia, PA 19120 * Sherwood Food Distributors, LLC: $92,246.46 * Harvest Meat Company, Inc.: $61,123.30 * Western Boxed Meat Distributors, Inc.: $10,036.26 21. Ocean Rich Foods, LLC 500 N. Broadway, Suite 139 Jericho, NY 11753 * Sherwood Food Distributors, LLC: $87,785.00 22. Provimi Foods, Inc. 519 Allentown Road Souderton, PA 18964 * Sherwood Food Distributors, LLC: $8,893.80 23. Ryder Truck Rental, Inc. 6000 Windward Parkway Alpharetta, GA 30005 * TBD 24. San Diego Seafood, Inc. 5202 Lovelock Street San Diego, CA 92110 * Harvest Meat Company, Inc.: $30,334.19 25. Scavuzzo's Inc. 6550 Kansas Avenue Kansas City, KS 66111 * Harvest Meat Company, Inc.: $56,000.00 26. Terra Austral South America LLC 8600 NW South River Drive, Suite 240 Medley, FL 33166 * Harvest Sherwood Food Distributors, Inc.: $239,586.18 27. Viz Cattle Corporation 17890 Castleton Street, Suite 350 City of Industry, CA 91748 * Harvest Meat Company, Inc.: $1,510,373.16 * Harvest Sherwood Food Distributors, Inc.: $670,098.04 Counsel to Ad Hoc Group of Unsecured Creditors: Jeffrey N. Pomerantz, Esq. Steven W. Golden, Esq. TC Energy Center 700 Louisiana St., Suite 4500 Houston, Texas 77002-2744 Telephone: 713-691-9385 Facsimile: 713-691-9407 Email: jpomerantz@pszjlaw.com sgolden@pszjlaw.com About Harvest Sherwood Food Distributors Harvest Sherwood Food Distributors Inc. is a U.S.-based national food distribution company formed through the merger of Sherwood Food Distributors and Harvest Food Distributors. It operates 14 distribution centers and delivers over 32 million pounds of food weekly to customers including retailers, cruise lines, and food service providers. In early 2025, the Company initiated the wind-down of its operations and is pursuing asset sales through Chapter 11 proceedings to facilitate an orderly wind down of its estates. Harvest Sherwood Food Distributors Inc. and affiliates sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Tex. Case No. 25-80109) on May 5, 2025. In its petition, the Debtor estimated assets between $1 billion and $10 billion and estimated liabilities between $500 million and $1 billion. Bankruptcy Judge Stacey G. Jerniga handles the case. SIDLEY AUSTIN LLP serves as the Debtors' counsel, and MERU LLC is the financial advisor. HILCO COMMERCIAL INDUSTRIAL LLC and HILCO RECEIVABLES LLC are the Debtors' restructuring advisors. EPIQ CORPORATE RESTRUCTURING LLC is the Debtors' claims and noticing agent. HARVEST SHERWOOD: Pachulski Advises Unsecured Creditor Ad Hoc Group ------------------------------------------------------------------- In the Chapter 11 cases of Harvest Sherwood Food Distributors Inc. and affiliates, the Unsecured Creditor Ad Hoc Group filed a verified statement pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure. On or around March 19, 2025, the Unsecured Creditor Ad Hoc Group engaged Pachulski Stang Ziehl & Jones LLP ("PSZJ") to represent it in connection with the Debtors' restructuring. The claims held by the members of the Unsecured Creditor Ad Hoc Group (the "Members") include, but are not limited to, trade and contract claims against certain of the Debtors. PSZJ represents the Unsecured Creditor Ad Hoc Group, but does not represent any Member in their individual capacity. Upon information and belief formed after due inquiry, PSZJ does not hold any disclosable economic interests (as that term is defined in Bankruptcy Rule 2019(a)(1)) in relation to the Debtors. The Unsecured Creditor Ad Hoc Group Members' address and the nature and amount of disclosable economic interests held in relation to the Debtors are: 1. Alex's Deli, Inc. 4951 W. Diversey Avenue Chicago, IL 60639 * Sherwood Food Distributors, LLC: $448,737.97 2. American Foods Group, LLC 500 S. Washington Street Green Bay, WI 54301 * Sherwood Food Distributors, LLC: $1,528,839.32 * Harvest Meat Company, Inc.: $358,828.33 3. Atlantic Veal & Lamb LLC 275 Morgan Avenue Brooklyn, NY 11211 * Sherwood Food Distributors, LLC: $17,053.61 * Western Boxed Meats Distributors, Inc.: $26,534.86 4. Bay Prime Seafood Company 4521 Campus Drive, Suite 198 Irvine, CA 92612 * Sherwood Food Distributors, LLC: $102,684.44 5. Beaver Street Fisheries, LLC 1741 W. Beaver Street Jacksonville, FL 32209 * Harvest Meat Company, Inc.: $29,689.00 * Sherwood Food Distributors, LLC: $599,876.97 6. Bellisio Foods, Inc. P.O. Box 16630 Duluth, MN 55816 * Sherwood Food Distributors, LLC: $124,359.68 7. Clemens Food Group, LLC 2700 Clemens Road, P.O. Box 800 Hatfield, PA 19440 * Harvest Meat Company, Inc.: $387,804.31 * Harvest Sherwood Food Distributors, Inc.: $43,703.55 * Sherwood Food Distributors, LLC: $234,949.30 8. Cofoods, Inc. 11852 Dublin Boulevard Dublin, CA 94568 * Harvest Meat Company, Inc.: $121,000.00 9. Eastern Seafood Distributors, LLC 9957 Moorings Drive, Suite 104 Jacksonville, FL 32257 * Sherwood Food Distributors, LLC: $915,940.50 10. Foster Poultry Farms, LLC P.O. Box 198 Livingston, CA 95334 * Harvest Meat Company, Inc.: $104,489.44 * Sherwood Food Distributors, LLC: $100,157.28 * Western Boxed Meats Distributors, Inc.: $246,739.49 11. George's Inc. P.O. Box 2030 Springdale, AR 72765-2030 * Sherwood Food Distributors, LLC: $268,716.12 12. Gorton's Inc. 128 Rogers Street Gloucester, MA 01930 * Sherwood Food Distributors, LLC: $66,773.97 13. Greater Omaha Packing Co., Inc. P.O. Box 7566 Omaha, NE 68107 * Harvest Meat Company, Inc.: $685,586.00 * Sherwood Food Distributors, LLC: $905,060.36 14. Hilo Fish Co., Inc. 124 Makaala Street Hilo, HI 96720 * Harvest Meat Company, Inc.: $313,499.92 15. Johnsonville, LLC W6928 Johnsonville Way P.O. Box 906 Sheboygan Falls, WI 53085-0906 * Western Boxed Meats Distributors, Inc.: $13,383.28 * Sherwood Food Distributors, LLC: $160,424.82 16. Kellanova 412 N. Wells Street Chicago, IL 60654 * Harvest Sherwood Food Distributors, Inc.: $204,572.39 17. Kelly's Foods, Inc. 650 Carter Road Winter Garden, FL 34787 * Sherwood Food Distributors, LLC: $33,861.44 18. Marcho Farms, Inc. 519 Allentown Road Souderton, PA 18964 * Sherwood Food Distributors, LLC: $35,896.16 19. Meyer Foods Group LLC 1990 Rocky Mountain Avenue Loveland, CO 80538 * Harvest Meat Company, Inc.: $44,567.35 * Western Boxed Meats Distributors, Inc.: $109,647.50 20. Mrs. Ressler's Food Products Co., Inc. 5501 Tabor Avenue Philadelphia, PA 19120 * Sherwood Food Distributors, LLC: $92,246.46 * Harvest Meat Company, Inc.: $61,123.30 * Western Boxed Meat Distributors, Inc.: $10,036.26 21. Ocean Rich Foods, LLC 500 N. Broadway, Suite 139 Jericho, NY 11753 * Sherwood Food Distributors, LLC: $87,785.00 22. Provimi Foods, Inc. 519 Allentown Road Souderton, PA 18964 * Sherwood Food Distributors, LLC: $8,893.80 23. Ryder Truck Rental, Inc. 6000 Windward Parkway Alpharetta, GA 30005 * TBD 24. San Diego Seafood, Inc. 5202 Lovelock Street San Diego, CA 92110 * Harvest Meat Company, Inc.: $30,334.19 25. Scavuzzo's Inc. 6550 Kansas Avenue Kansas City, KS 66111 * Harvest Meat Company, Inc.: $56,000.00 26. Terra Austral South America LLC 8600 NW South River Drive, Suite 240 Medley, FL 33166 * Harvest Sherwood Food Distributors, Inc.: $239,586.18 27. Viz Cattle Corporation 17890 Castleton Street, Suite 350 City of Industry, CA 91748 * Harvest Meat Company, Inc.: $1,510,373.16 * Harvest Sherwood Food Distributors, Inc.: $670,098.04 Counsel to Ad Hoc Group of Unsecured Creditors: Jeffrey N. Pomerantz, Esq. Steven W. Golden, Esq. TC Energy Center 700 Louisiana St., Suite 4500 Houston, Texas 77002-2744 Telephone: 713-691-9385 Facsimile: 713-691-9407 Email: jpomerantz@pszjlaw.com sgolden@pszjlaw.com About Harvest Sherwood Food Distributors Harvest Sherwood Food Distributors Inc. is a U.S.-based national food distribution company formed through the merger of Sherwood Food Distributors and Harvest Food Distributors. It operates 14 distribution centers and delivers over 32 million pounds of food weekly to customers including retailers, cruise lines, and food service providers. In early 2025, the Company initiated the wind-down of its operations and is pursuing asset sales through Chapter 11 proceedings to facilitate an orderly wind down of its estates. Harvest Sherwood Food Distributors Inc. and affiliates sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Tex. Case No. 25-80109) on May 5, 2025. In its petition, the Debtor estimated assets between $1 billion and $10 billion and estimated liabilities between $500 million and $1 billion. Bankruptcy Judge Stacey G. Jerniga handles the case. SIDLEY AUSTIN LLP serves as the Debtors' counsel, and MERU LLC is the financial advisor. HILCO COMMERCIAL INDUSTRIAL LLC and HILCO RECEIVABLES LLC are the Debtors' restructuring advisors. EPIQ CORPORATE RESTRUCTURING LLC is the Debtors' claims and noticing agent. HARVEST SHERWOOD: Seeks to Hire Epiq as Claims and Noticing Agent ----------------------------------------------------------------- Harvest Sherwood Food Distributors, Inc. and its affiliates seek approval from the U.S. Bankruptcy Court for the Northern District of Texas to employ Epiq Corporate Restructuring, LLC as claims, noticing, and solicitation agent. Epiq will oversee the distribution of notices and will assist in the maintenance, processing, and docketing of proofs of claim filed in the Chapter 11 cases of the Debtors. The firm will be paid at these hourly rates: Executive Vice President, Solicitation $190 Solicitation Consultant $190 Project Managers/Consultants/ Directors $170 - $190 Case Managers $85 - $165 IT/Programming $60 - $80 In addition, Epiq will seek reimbursement for expenses incurred. The Debtors provided Epiq a retainer in the amount of $25,000. Kathryn Tran, a consulting director at Epiq, 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: Kathryn Tran Epiq Corporate Restructuring, LLC 777 Third Avenue, Twelfth Floor New York, NY 10017 Telephone: (646) 282-2532 About Harvest Sherwood Food Distributors Harvest Sherwood Food Distributors, Inc. and its affiliates sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Tex. Case No. 25-80109) on May 5, 2025, listing up to $10 billion in assets and up to $1 billion in liabilities. The Debtors tapped Sidley Austin LLP as counsel and Epiq Corporate Restructuring, LLC as claims, noticing, and solicitation agent. HDTSOKANOS LLC: Seeks Court Approval to Tap Vestcorp as Accountant ------------------------------------------------------------------ Hdtsokanos, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to employ Vestcorp LLC as accountant. Irv Schwarzbaum, a certified public accountant at Vestcorp, 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: Irv Schwazbaum, CPA Vestcorp LLC 623 Eagle Rock Ave., Ste. 364 West Orange, NJ 07052 Telephone: (973) 787-0132 Email: ischwarzbaum@vestcorp.net About Hdtsokanos LLC Hdtsokanos LLC possesses a building at 24-35 27th Street, Astoria, NY 11102, with an estimated worth of $2.45 million. Hdtsokanos LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.Y. Case No. 25-40606) on February 6, 2025. In its petition, the Debtor reports total assets of $2,485,638 and total liabilities of $1,634,678. Honorable Bankruptcy Judge Elizabeth S. Stong handles the case. The Debtor tapped Btzalel Hirschhorn, Esq., at Shiryak, Bowman, Anderson, Gill & Kadochnikov, LLP as counsel and Vestcorp LLC as accountant. HELIUS MEDICAL: Reports Net Loss of $3.8 Million in Q1 FY25 ----------------------------------------------------------- Helius Medical Technologies, Inc. filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $3.8 million on $49,000 of total revenues for the three months ended March 31, 2025, compared to a net loss of $2.5 million on $135,000 of total revenues for the three months ended March 31, 2024. As of March 31, 2025, the Company had $3.5 million in total assets, $2.2 million in total liabilities, and total stockholders' equity of $1.3 million. A full-text copy of the Company's Form 10-Q is available at: https://tinyurl.com/37v7wusw About Helius Medical Headquartered in Newtown, Pennsylvania, Helius Medical Technologies, Inc. (www.heliusmedical.com) is a neurotechnology company dedicated to neurological wellness. The Company's mission is to develop, license, or acquire non-implantable technologies aimed at reducing the symptoms of neurological disease or trauma. Its flagship product, the Portable Neuromodulation Stimulator (PoNS), is an innovative, non-implantable medical device consisting of a controller and a mouthpiece that delivers mild electrical stimulation to the surface of the tongue, offering treatment for gait deficits and chronic balance deficits. In its report dated March 25, 2025, the Company's auditor since 2022, Baker Tilly US, LLP, issued a "going concern" qualification, attached to the Company's Annual Report on Form 10-K for the year ended Dec. 31, 2024. citing that the Company has recurring losses from operations and an accumulated deficit, expects to incur losses for the foreseeable future, and requires additional working capital. These factors raise substantial doubt about their ability to continue as a going concern. HERSCHEND ENTERTAINMENT: Moody's Alters Outlook on Ba3 CFR to Neg. ------------------------------------------------------------------ Moody's Ratings confirmed Herschend Entertainment Company, LLC's ("Herschend") current ratings, including its Ba3 Corporate Family Rating, Ba3-PD Probability of Default Rating and Ba3 senior secured term loan B rating with a negative outlook. Previously, the ratings were on review for downgrade. This concludes the review for downgrade initiated on March 26, 2025, when the company announced its proposed acquisition of Palace Entertainment's US (Palace) assets from Piolin II S.a.r.l ("Parques Reunidos", B3 Stable). Moody's also assigned a Ba3 rating to the proposed senior secured first lien bank credit facilities, consisting of a 7-year term loan B and 5-year revolving credit facility. Herschend plans to use the proceeds from the new term loan to finance the Palace acquisition, refinance Herschend's existing senior secured term loan B (approximately $458 million outstanding at close) and pay transaction fees and expenses. The confirmation of the ratings reflects Moody's views that the combined company's improved geographic diversification, reduced earnings concentration and greater scale will strengthen its credit profile and Moody's expectations that Herschend will delever to under 4x Moody's adjusted Debt/EBITDA over the next two years. The negative outlook reflects the risks Herschend will face over the next 12-18 months integrating Palace's assets, managing high CapEx needs that are expected to exceed operating cash flow this year, and achieving its long-term financial leverage target of under 3x (company definition). Governance considerations are a key driver of this rating action as the company's decision to fund the acquisition largely with debt results in a material increase in interest expense and debt burden. RATINGS RATIONALE The Ba3 CFR reflects Herschend's high leverage proforma for the Palace acquisition and seasonal operations that are exposed to exogenous events, including weather, geopolitics and accidents. Herschend competes for discretionary consumer spending with an increasingly wide variety of other leisure and entertainment activities though there is a noticeable trend among younger generations preferring experiences over material goods, which bodes well for theme park spending. Counterbalancing these credit risks is Herschend's diversified portfolio of entertainment properties with high barriers to entry and the improved geographic diversification and scale proforma for Palace acquisition that mitigate the impact of seasonality and volatility due to weather and regional economic downturns. The credit profile also benefits from significant amounts of owned land and properties which provide Herschend the opportunity for future expansion or sources of liquidity if needed. The company's current Moody's adjusted leverage is modest at 2.6x on a gross basis and 1.1x on net basis (as of LTM Q3 2024). Proforma for Palace acquisition, Moody's expects leverage to increase to 4.5x at the end of 2025. Integral to Moody's views is the expectation that Moody's adjusted leverage will decline to 3.8x (or around 3.2x on net basis) by the end of 2027 and the combined company's financial policy going forward will remain conservative. Moody's expects that revenue and EBITDA will continue to improve driven by consumer demand, investments in new attractions and the expansion of resort properties. Herschend has a history of making opportunistic and strategic acquisitions of location-based entertainment assets and successful integration in its existing portfolio. The proposed acquisition of Palace Entertainment's US operations will increase the company's scale, reduce revenue concentration by asset and expand Herschend's regional footprint into the Northeast and upper Midwest. This will include a diverse portfolio of over 20 entertainment venues including amusement parks, water parks, family entertainment centers, campgrounds, and hotels across 10 US states. Herschend has good liquidity, supported by $193 million of cash on the balance sheet proforma for the transaction and lack of debt maturities until 2028 when the $26 million senior unsecured notes come due. In connection with the proposed refinancing, Herschend is upsizing its revolver size to $100 million from $25 million, which Moody's expects to be undrawn. Moody's expects free cash flow to be negative this year and closer to break-even in 2026 because of growth capex and increased interest expense related to a higher debt burden. The planned growth capex is related to the completion of two hotels currently under construction and capex needed to bring the newly acquired Palace locations to the company's current standards. Following the expected completion of the hotels in 2026, Moody's expects Herschend's capex levels to normalize at approximately 9% of revenues, resulting in free cash flow generation in excess of $100 million annually beginning in 2027. The term loan is expected to be covenant lite. The proposed revolver will have a springing maximum first lien net leverage covenant of 5.5x tested when 35% of the revolver commitments are drawn. The proposed senior secured first lien term loan B is rated Ba3 in line with the CFR, as the secured debt represents the vast majority of outstanding debt, except for a modest amount of unsecured notes (unrated). The debt is issued by three different co-borrowers with Herschend Entertainment Company, LLC as the lead borrower, in conjunction with Herschend Adventure Holdings, LLC, and Harlem Globetrotters International, Inc. The parent company is not a guarantor to the credit agreement. The co-borrowers are supported by the majority of operating assets and are cross-guaranteed amongst the issuing entities. Marketing terms for the new credit facilities (final terms may differ materially) include the following: Incremental pari passu debt capacity up to the greater of $270 million and 100% of EBITDA plus (only in the case of an Incremental revolving facility) $45 million, plus unlimited amounts subject to 3.6x first lien net leverage ratio, with no inside maturity sublimit. A "blocker" provision restricts the transfer of any material intellectual property to unrestricted subsidiaries. The credit agreement provides some limitations on up-tiering transactions, requiring affected lender consent for amendments that subordinate the lender's right to payment or to liens. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS A ratings upgrade could occur if Moody's expects leverage to be sustained at 3x or less (Moody's adjusted) with a strong commitment from management to maintain such leverage levels. A strong liquidity position will also be required for an upgrade, including free cash flow as a percentage of debt in the high teens range or higher. A ratings downgrade could occur if Herschend fails to de-lever towards the low 4x range by the end of 2026 and below that level by the end of 2027 or liquidity deteriorates. A sizable decrease in cash or sustained negative free cash flow following the completion of two hotels currently under construction would also lead to negative ratings pressure. Headquartered in Peachtree Corners, Georgia, Herschend Entertainment Company, LLC operates a portfolio of consumer entertainment attraction including amusement parks, waterparks, aquariums, adventure tours (including Pink Jeep), dinner shows, lodging, and the Harlem Globetrotters. Herschend is a privately owned company by members of the Herschend family. Proforma for the transaction, Moody's estimates Herschend's 2024 revenue to be around $1.2 billion. The principal methodology used in these ratings was Business and Consumer Services published in November 2021. HIAWATHA MANOR: Seeks Chapter 11 Bankruptcy in Tennessee -------------------------------------------------------- On May 6, 2025, Hiawatha Manor Association Inc. filed Chapter 11 protection in the U.S. Bankruptcy Court for the Middle District of Tennessee. According to court filing, the Debtor reports between $1 million and $10 million in debt owed to 1 and 49 creditors. The petition states funds will not be available to unsecured creditors. About Hiawatha Manor Association Inc. Hiawatha Manor Association Inc. oversees the management of the timeshare condominiums known as Hiawatha Manor and Hiawatha Manor I. Hiawatha Manor Association Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Tenn. Case No. 25-01916) on May 6, 2025. In its petition, the Debtor reports estimated assets and liabilities between $1 million and $10 million each. Honorable Bankruptcy Judge Randal S. Mashburn handles the case. The Debtors are represented by Blake D. Roth, Esq. at HOLLAND & KNIGHT LLP. HIGH POINT ACADEMY: Moody's Confirms 'Ba3' Revenue Bond Rating -------------------------------------------------------------- Moody's Ratings has confirmed High Point Academy, SC's revenue bond rating of Ba3 and revised the outlook to negative. The school had $25.3 million of outstanding debt as of fiscal year end 2024. This rating action concludes the review for downgrade initiated on February 13, 2025 as Moody's assessed the school's financial performance and management in light of the release of its fiscal 2024 audited financial statements. The original financial statements indicated a breach of a debt service coverage covenant which would have constituted an event of default under the school's debt documents. The school recently released restated fiscal 2024 audited financial statements that now reflect debt service coverage that meets the bond covenents. The school's management has also demonstrated that it is taking measures to improve financial oversight and governance. RATINGS RATIONALE The Ba3 rating reflects the school's competitive environment, which has resulted in weak demand and declining enrollment trends. Enrollment has declined in each year since 2022, which has resulted in stagnating revenue growth. The school's academic performance remains strong and was rated "excellent" by the state for the 2023-24 academic year. The school reports that the number of registered students for fall 2026 are better than they were at this time last year. The school's declining cash flow margin has resulted in narrowing debt service coverage through fiscal 2024 and some reduction in liquidity, although it remains at satisfactory levels. Lower-than-anticipated enrollment for fiscal 2025 has prompted the school to reduce operating expenses mid-year. Quarterly reporting indicates a positive trend in operating results and the school expects to maintain annual debt service coverage above the budgeted 1.1x for fiscal 2025.The school remains modestly leveraged with no plans for expansion or additional borrowing. Governance remains a key consideration. After the release of the original fiscal 2024 audited financial statements the board hired an outside consultant, who discovered the financial statements included several accounting errors. In early May 2025, the board received a restated audit that brought the school into compliance with its bond covenants. The board has implemented several improvements to prevent future errors, including significant changes to the financial management team. Additionally, the board has completed the transition to new accounting software and a new payroll provider, aligning with industry standards. The board has also enhanced and expanded its internal training and policies for monitoring the school's financial performance. RATING OUTLOOK The negative outlook reflects that the operating environment will remain competitive, increasing the likelihood that the trend of weak demand and enrollment stagnation will continue, resulting in weakened operating margins and annual debt service coverage. FACTORS THAT COULD LEAD TO AN UPGRADE OF THE RATING -- Consistent ability to meet enrollment targets --Stable debt service coverage of over 1.2x -- Sustained liquidity of over 125 days cash on hand FACTORS THAT COULD LEAD TO A DOWNGRADE OF THE RATING -- Continued weakening of demand resulting in enrollment declines -- Debt service coverage consistently below 1.1x and liquidity below 90 days cash on hand -- Increase in debt levels without commensurate increase in resources -- Evidence of reversion to weaker financial controls and oversight PROFILE High Point Academy is a K-12 stand-alone school located in Spartanburg, SC. enrolling 1,204 students as of fiscal 2024. The school is authorized by the State Charter School District of South Carolina and its charter expires June 30, 2034. METHODOLOGY The principal methodology used in this rating was US Charter Schools published in April 2024. HOOTERS OF AMERICA: Can Tap Last $30MM of $40MM Ch. 11 DIP Loan --------------------------------------------------------------- Clara Geoghegan of Law360 reports that Hooters has received court approval to access the final $30 million of its $40 million Chapter 11 debtor-in-possession loan after agreeing to escrow contested royalty payments, easing a creditor's objection during a May 13, 2025, hearing in a Texas bankruptcy court. About Hooters of America Hooters of America, LLC is the owner and operator of a restaurant chain with hundreds of locations in the United States. Founded in 1983, Hooters of America and its affiliates own and operate Hooters, a renowned brand in the casual dining and sports entertainment industries. Their global portfolio includes 151 company-owned and operated locations and 154 franchised locations across 17 countries. Known for their world-famous chicken wings, beverages, live sports and legendary hospitality, the Debtors also partner with a major food products licensor to offer Hooters-branded frozen meals at 1,250 grocery store locations. Hooters of America and its affiliates filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Lead Case No. 25-80078) on March 31, 2025. Judge Scott W. Everett oversees the cases. The Debtors tapped Foley & Lardner, LLP and Ropes & Gray LLP as co-counsel; Solic Capital, LLC as investment banker; and Accordion Partners, LLC as financial advisor. Kroll Restructuring Administration, LLC is the Debtors' notice, claims, solicitation and balloting agent. HYPERTECH INC: Hires Newpoint Advisors as Restructuring Advisor --------------------------------------------------------------- Hypertech, Inc. and its affiliates seek approval from the U.S. Bankruptcy Court for the Middle District of Tennessee to employ Newpoint Advisors Corporation as restructuring advisor. Newpoint Advisors will provide Kenneth Yager as chief restructuring officer (CRO) and certain additional personnel to the Debtors. The CRO and additional personnel will render these services: (a) manage all aspects of the Debtors' business activities and operations, with an emphasis on budgeting, cash management and finance. Mr. Yager shall have sole authority and final approval of all cash/banking transactions. Disbursements, transfers and any other cash undertaking shall require prior written authorization from Mr. Yager; (b) negotiate and communicate with the Debtors' secured lenders; (c) hire and terminate employees of the Debtors; (d) explore and implement liquidity options including cost cutting, client relationships (i.e., margins, and collection issues), etc.; (e) review and approve purchases; (f) prepare and hold the Debtors to the budgets prepared and submitted by Mr. Yager; (g) approve or not approve transactions with affiliated entities (either direct or indirect, majority or minority owned, controlled or related to the Debtors and the guarantors); and (h) cause the Debtors to take any other action which Mr. Yager, in good faith, determines to be necessary, prudent or appropriate under the circumstances. Mr. Yager's powers include the power to terminate shareholders or members and other insiders as employees, officers or otherwise. The firm will be paid at these hourly rates: Senior Managing Director $425 Managing Director $405 Director $375 Senior Associate $325 Associate $295 Accounting/Bookkeeping $225 - $275 Administration/Field runner $175 The firm received a retainer of $50,000, which is to be paid from personal funds of the Debtors' principal, Jay Ramsey. Mr. Yager disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Kenneth Yager Newpoint Advisors Corporation River Road, Suite 800 Rosemont, IL 60018 Telephone: (800) 306-1250 Facsimile: (702) 543-3881 About Hypertech Inc. Hypertech Inc. is a U.S.-based automotive technology company that develops high-performance engine tuning products for vehicles with computer-controlled systems. Unlike traditional aftermarket firms that focus on mechanical upgrades, Hypertech specializes in software-based enhancements by recalibrating a vehicle's electronic control units (ECUs) for improved power, fuel efficiency, and drivability. The Company's team includes engineers and performance enthusiasts who apply advanced knowledge of electrical engineering and computer science to create products like Power Chips and the Power Programmer. Hypertech, Inc. and its affiliates, High Point, LLC, and SF Technologies Inc., sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Tenn. M.D. Tenn. Lead Case No. 25-01562) on April 11, 2025. In its petition, Hypertech reported between $1 million and $10 million in both assets and liabilities. Judge Charles M. Walker handles the cases. The Debtors tapped Robert J. Gonzales, Esq., at EmergeLaw, PLC as counsel and Newpoint Advisors Corporation as restructuring advisor. IFR FOUNDATION: Unsecureds to Get Share of Income for 36 Months --------------------------------------------------------------- IFR Foundation Repair Inc. filed with the U.S. Bankruptcy Court for the Northern District of Texas a Subchapter V Plan of Reorganization dated April 10, 2025. The Debtor is a Texas-based construction company specializing in foundation repair and concrete stabilization. As of the petition date of January 10, 2025, Debtor had 8 W-2 employees and 30 contract workers. Debtor continues to operate and generate approximately $215,786.20 in monthly revenue. Causes for filing included the Methner Judgment, tax debts, equipment obligations, and legacy secured claims. Debtor seeks to reorganize operations, restructure secured and priority debt, and continue providing services in the DFW area. Class 4 consists of General Unsecured Creditors. Pro-rata distribution from disposable income over 36 months; estimated recovery: (minimum $17,500 per year aggregate). Class 5 consists of Equity Interests. All equity remains with existing owner Jeff Marshall. Retains interest; subordinated to all creditor classes. Class 6 consists of the claim asserted by Michael Methner, which is the subject of Adversary Proceeding No. 25-04033. The Debtor agrees to pay this claim in full in the estimated amount of $170,000.00, notwithstanding the pending adversary proceeding. Paid in full from post-confirmation income and not subject to discharge. Methner will receive $2,833.33 per month post confirmation until the claim of $170,000 is paid in full. The Debtor to fund payments from business income. A full-text copy of the Plan of Reorganization dated April 10, 2025 is available at https://urlcurt.com/u?l=6H4o3H from PacerMonitor.com at no charge. About IFR Foundation Repair Inc. IFR Foundation Repair Inc. engages in the business of concrete slab stabilization, pier and beam repair and adjustment, drainage correction, and retaining wall repair in the DFW area. It was founded in 2007 and has been continually operated by its president and chief executive officer Jeff Marshall. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Tex. Case No. 25-40111) on Jan. 10, 2025. In the petition signed by Marshall, the Debtor disclosed up to $500,000 in both assets and liabilities. Judge Edward L. Morris oversees the case. The Debtor is represented by: Warren V. Norred, Esq. Norred Law PLLC Tel: 817-704-3984 Email: warren@norredlaw.com IMPLUS FOOTCARE: Ares Capital Marks $1.3M 1L Loan at 38% Off ------------------------------------------------------------ Ares Capital Corporation has marked its $1,300,000 loan extended to Implus Footcare, LLC to market at $800,000 or 62% of the outstanding amount, according to Ares' Form 10-Q for the fiscal year ended March 31, 2025, filed with the U.S. Securities and Exchange Commission. Ares is a participant in a First Lien Senior Secured Loan to Implus Footcare, LLC. The loan accrues interest at a rate of zero percent per annum. The loan matures on July 2025. Ares Capital is a specialty finance company that is a closed-end, non-diversified management investment company incorporated in Maryland. Ares Capital has elected to be regulated as a business development company under the Investment Company Act of 1940, as amended. Ares Capital has elected to be treated as a regulated investment company under the Internal Revenue Code of 1986, as amended, and operates in a manner so as to qualify for the tax treatment applicable to RICs. Ares is led by Kipp Deveer as chief executive officer, Scott C. Lem as chief financial officer and treasurer, and Paul Cho as chief accounting officer. The Fund can be reached through: Kipp Deveer Ares Capital Corporation 245 Park Avenue, 44th Floor, New York, NY 10167 Telephone: (212) 750-7300 About Implus Footcare, LLC Implus Footcare, LLC is a provider of footwear and other accessories in the U.S. IMPLUS FOOTCARE: Ares Capital Marks $117.4M 1L Secured Loan at 60% ------------------------------------------------------------------ Ares Capital Corporation has marked its $117,400,000 loan extended to Implus Footcare, LLC to market at $70,500,000 or 40% of the outstanding amount, according to Ares' Form 10-Q for the fiscal year ended March 31, 2025, filed with the U.S. Securities and Exchange Commission. Ares is a participant in a First Lien Senior Secured Loan to Implus Footcare, LLC. The loan accrues interest at a rate of zero percent per annum. The loan matures on July 2025. Ares Capital is a specialty finance company that is a closed-end, non-diversified management investment company incorporated in Maryland. Ares Capital has elected to be regulated as a business development company under the Investment Company Act of 1940, as amended. Ares Capital has elected to be treated as a regulated investment company under the Internal Revenue Code of 1986, as amended, and operates in a manner so as to qualify for the tax treatment applicable to RICs. Ares is led by Kipp Deveer as chief executive officer, Scott C. Lem as chief financial officer and treasurer, and Paul Cho as chief accounting officer. The Fund can be reached through: Kipp Deveer Ares Capital Corporation 245 Park Avenue, 44th Floor, New York, NY 10167 Telephone: (212) 750-7300 About Implus Footcare, LLC Implus Footcare, LLC is a provider of footwear and other accessories in the U.S. IMPLUS FOOTCARE: Ares Capital Marks $5M 1L Secured Loan at 40% Off ------------------------------------------------------------------ Ares Capital Corporation has marked its $5,000,000 loan extended to Implus Footcare, LLC to market at $3,000,000 or 60% of the outstanding amount, according to Ares' Form 10-Q for the fiscal year ended March 31, 2025, filed with the U.S. Securities and Exchange Commission. Ares is a participant in a First Lien Senior Secured Loan to Implus Footcare, LLC. The loan accrues interest at a rate of zero percent per annum. The loan matures on July 2025. Ares Capital is a specialty finance company that is a closed-end, non-diversified management investment company incorporated in Maryland. Ares Capital has elected to be regulated as a business development company under the Investment Company Act of 1940, as amended. Ares Capital has elected to be treated as a regulated investment company under the Internal Revenue Code of 1986, as amended, and operates in a manner so as to qualify for the tax treatment applicable to RICs. Ares is led by Kipp Deveer as chief executive officer, Scott C. Lem as chief financial officer and treasurer, and Paul Cho as chief accounting officer. The Fund can be reached through: Kipp Deveer Ares Capital Corporation 245 Park Avenue, 44th Floor, New York, NY 10167 Telephone: (212) 750-7300 About Implus Footcare, LLC Implus Footcare, LLC is a provider of footwear and other accessories in the U.S. IN HOME PERSONAL: Court Extends Cash Collateral Access to July 8 ---------------------------------------------------------------- In Home Personal Services, Inc. received sixth interim approval from the U.S. Bankruptcy Court for the Northern District of Illinois, Eastern Division to use cash collateral until July 8. The interim order approved the use of cash collateral of the U.S. Small Business Administration solely in accordance with In Home's projected budget, which reflects its projected expenses of $282,500 for May and June; and $253,500 for July. In Home is prohibited from making any payments or distributions other than those projected in the budget without prior written consent from SBA. SBA will be granted a replacement lien on the assets, including accounts receivable, inventory, equipment, and the proceeds thereof, to the extent there is diminution in value of its collateral. The agency has a blanket lien on the healthcare provider's assets, with claims exceeding $2,182,378.09. The next hearing is scheduled for July 8. About In Home Personal Services In Home Personal Services Inc. operates a health care business in Carpentersville, Ill. In Home Personal Services sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ill. Case No. 24-08842) on June 15, 2024, with total assets of $744,226 and total liabilities of $3,509,818. Michael Collura, president of In Home Personal Services, signed the petition. Judge Jacqueline P. Cox oversees the case. The Debtor tapped James A. Young, Esq., at James Young Law as bankruptcy counsel and Lois West, CPA, at KRD Accountants Ltd. as accountant. INKED PLAYMATS: Seeks Approval to Tap Landau Law as Legal Counsel ----------------------------------------------------------------- Inked Playmats Corp., doing business as Inked Gaming, seeks approval from the U.S. Bankruptcy Court for Southern District of Florida to employ Landau Law PLLC as counsel. The firm will provide these services: (a) advise the Debtor with respect to its powers and duties; (b) advise the Debtor with respect to its responsibilities in complying with the U.S. Trustee's Operating Guidelines and Reporting Requirements and with the rules of the court. (c) prepare legal documents necessary in the administration of the case; (d) protect the interest of the Debtor in all matters pending before the court; and (e) represent the Debtor in negotiations with its creditors in the preparation of a plan. The hourly rates of the firm's counsel and staff are as follows: Philip Landau, Attorney $650 Herbert Strelitz, Of Counsel $500 Paralegals $300 In addition, the firm will seek reimbursement for expenses incurred. The firm received a retainer in the amount of $40,000 plus the court filing fee in the amount of $1,738. Mr. Landau 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: Philip Landau, Esq. Landau Law PLLC 3010 N. Military Trail, Suite 318 Boca Raton, FL 33131. Telephone: (561) 43-0802 Email: phil@landau.law About Inked Playmats Inked Playmats Corp. is a direct-to-consumer e-commerce business specializing in custom gaming accessories. Inked Playmats filed Chapter 11 petition (Bankr. S.D. Fla. Case No. 25-14046) on April 14, 2025, listing up to $500,000 in assets and up to $10 million in liabilities. Thomas Pool, president, signed the petition. Judge Mindy A. Mora oversees the case. Philip J. Landau, Esq., at Landau Law, PLLC represents the Debtor as bankruptcy counsel. IRON IQ INC: Unsecured Creditors to Split $600K over 4 Years ------------------------------------------------------------ Iron IQ Inc. filed with the U.S. Bankruptcy Court for the District of Colorado a Small Business Plan of Reorganization under Subchapter V dated April 10, 2025. The Debtor is a Colorado corporation operating in Grand Junction, Colorado. Formed in a garage in Western Colorado by Michael Ligrani, the CEO and sixth-generation Coloradan, IronIQ was started based on the simple belief that Supervisory Control and Data Acquisition ("SCADA") software didn’t have to be expensive, Windows-based, and locked into antiquated systems. Using the experience of Matthew Showalter, the Executive Chairman and a School of Mines graduate, and Mr. Ligrani's experience as an integrator working with exploration and production companies, Iron-IQ developed a cloud-native, user-friendly, scalable platform that would help small to enterprise oil and gas operators modernize and thrive without breaking the bank. Faced with exhausting resources, the ever lengthening litigation, and severe impacts on its business operations, the Debtor filed its voluntary petition pursuant to Chapter 11, Subchapter V to restructure its debt and put the litigation behind it. In an effort to work towards a consensual confirmation, the Debtor quickly reopened settlement discussions with Weatherford in order to resolve their claim prior to filing a Plan. Settlement discussions appeared to reach an impasse, and on March 7, 2025, Weatherford filed a Motion for Relief from Stay to proceed with the litigation pending in Texas. The Debtor timely filed a Response, and a preliminary hearing proceeded on April 2, 2025, where the Court set a final evidentiary hearing. Following the preliminary hearing, the parties again attempted settlement discussions in an effort to reach a resolution and avoid the time and expense to both parties. This time, the settlement discussions were successful, and on April 10, 2025, the Debtor and Weatherford reached an agreement in principle, resulting in a Settlement Agreement that will be the subject of a motion to approve. The resolution of the Weatherford litigation will allow the Debtor to focus its efforts on growing its customer base and its revenue, improving its product offering, and ensuring that the Debtor's employees and principles can focus on the needs of the business, instead of on the pending litigation. The Debtor anticipates that this settlement and its Plan will allow the Debtor to successfully restructure, and to continue to operate as a going concern. Class 5 is comprised of the Allowed General Unsecured Claims holding unsecured claims against the Debtor. Beginning on February 1, 2027 and continuing each month thereafter until December 2030, the Debtor shall set aside 50% of the prior month's EBITDA Income into the Creditor Account. Each time three deposits have been made into the Creditor Account, the Debtor shall distribute all funds in the Creditor Account except $1001 on a pro rata basis to Class 5 Creditors. Based on the Debtor's projections, Class 5 Creditors are anticipated to be share in pro rata distributions of the following amounts: 2027 $88,583.00 2028 $131,147.50 2029 $171,398.50 2030 $209,018.00 Total $600,147.00 The remaining 50% of the Debtor's EBITDA Income shall be reinvested into the Debtor's operations to continue to grow sales and marketing and expand operations. Notwithstanding anything to the contrary, no insider of the Debtor shall be permitted to receive a distribution of profit from the Debtor of profit until 2031 unless all Class 4 Claims are paid in full. In addition to the amounts set forth above, Class 5 shall receive fifty percent of the amounts recovered for claims arising under Chapter 5 after payment of attorney fees, cost of litigation, and cost of recovery. Assuming that the Weatherford Settlement Agreement is approved, and the total amount of claims, Class 5 Creditors are anticipated to be paid in full. Payment in full is dependent on the Debtor meeting projections and none of the Class 4 Claimants electing to be treated as Class 5 General Unsecured Creditors. If all of the Class 4 Claimants elect to be treated as Class 5 General Unsecured Creditors, Class 5 Creditors will receive approximately 17.26% on account of their claims. Class 6 is comprised of the pre-petition holders of interests in the Debtor. Class 6 is impaired by the Plan. On the Effective Date of the Plan, Class 7 interest holders shall retain all interests held on the Petition Date subject to dilution under the Plan. The Debtor's Plan is feasible based upon the Debtor's prepared projections which reflect a conservative prediction of the Debtor's operations during the term of the Plan. As evidenced by the projections, the Debtor is projecting losses in the first two years of the Plan while the Debtor works to rebuild operations following the litigation with Weatherford. These losses are anticipated to be covered either by equity investments, convertible notes, or long-term interest only notes. On the Effective Date of the Plan, Michael Ligrani and Matthew Showalter shall be appointed pursuant to Section 1142(b) of the Bankruptcy Code for the purpose of carrying out the terms of the Plan, and taking all actions deemed necessary or convenient to consummating the terms of the Plan. A full-text copy of the Plan of Reorganization dated April 10, 2025 is available at https://urlcurt.com/u?l=Gpmjgx from PacerMonitor.com at no charge. The firm can be reached through: Keri L. Riley, Esq. Kutner Brinen Dickey Riley, PC 1660 Lincoln Street, Suite 1720 Denver, CO 80264 Telephone: (303) 832-2910 Email: klr@kutnerlaw.com About Iron IQ Inc. Iron IQ Inc. offers cloud-native SCADA solutions for the oil and gas industry, enabling remote monitoring, control, and optimization of equipment and processes. The company provides integration, production optimization, and technical support to ensure efficient and cost-effective operations. With over 1000 installations and a team of specialists, Iron IQ ensures smooth implementation and ongoing operational excellence. Iron IQ Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Col. Case No. 25-10152) on Jan. 10, 2025. In its petition, the Debtor reports total assets of $366,590 and total liabilities of $4,722,063. Honorable Bankruptcy Judge Michael E. Romero handles the case. Keri L. Riley, Esq., at Kutner Brinen Dickey Riley PC, is the Debtor's counsel. IVANTI SOFTWARE: Fitch Lowers Issuer Default Rating to 'C' ---------------------------------------------------------- Fitch Ratings has downgraded the Long-Term Issuer Default Ratings (IDRs) of Ivanti Software, Inc. and Icon Software Holdings, Inc. (collectively, Ivanti) to 'C' from 'B'. The ratings have been removed from Rating Watch Negative (RWN). Fitch has also downgraded the legacy first-lien senior secured credit facilities to 'CCC-' with a Recovery Rating of 'RR2' from 'BB-'/'RR2', and the second lien senior secured credit facility to 'C'/'RR6' from 'CCC+'/'RR6'. The downgrade follows Ivanti's announcement of a new capital raise and an exchange offer for its first and second lien credit facilities into new facilities with various security interest priorities and extended maturities. Fitch views this as a distressed debt exchange (DDE) under its "Corporate Rating Criteria" because the terms have materially worsened and Fitch believes Ivanti has taken these actions to avoid a probable default. The 'C' IDR reflects Fitch's expectation of the final close of the transaction in the near future assuming sufficient participation by lenders. According to Fitch's criteria, the IDR will be downgraded to Restricted Default (RD) upon DDE completion and re-rated to reflect the post-DDE credit profile. Key Rating Drivers Exchange Reduces Liquidity Concerns: Fitch expects the new capital raise and exchange offer to reduce Ivanti's near-term liquidity risk and refinancing risks. Fitch expects liquidity to be added in the form of $350 million in new money financing and revolver extension. The transaction also extends all debt maturities to June 2029. Medium- to Long-Term FCF Prospects: In 2024, Ivanti experienced a transition from perpetual licenses to subscription revenues, temporarily affecting revenue, EBITDA, and FCF. Fitch anticipates stabilization in 2025, with Ivanti achieving positive FCF through cost-cutting measures and cross-selling strategies. In the medium to long term, Fitch projects that Ivanti will generate FCF margins in the teens starting in 2026, supported by stable EBITDA margins and an increased focus on subscription-based revenue streams with high visibility. Elevated Leverage Levels: Fitch expects Ivanti's gross leverage to have exceeded 7x in 2024 due to reduced EBITDA and increased RCF utilization. Leverage is expected to improve to around 7x in 2025, aligning with peers in the 'B' rating category. It is projected to remain above 6.0x over the rating horizon as Ivanti invests in technologies and products to remain competitive in the rapidly evolving industry. Additionally, private equity ownership is likely to limit deleveraging efforts, as sponsors prioritize optimizing return on equity through acquisitions and shareholder returns. Recurring and Diversified Revenues: Ivanti has a strong base of recurring revenues, representing over 90% of total revenues, with net retention rates in the high 90s. While strong, Fitch views revenue retention as weaker than other enterprise software peers due to somewhat lower switching costs. The company has approximately 34,000 customers and no meaningful end-market concentration. Fitch considers the shift to a subscription-based model a credit positive, as recurring revenue and retention rates provide more visibility and consistency for revenue and FCF streams. Mid-Term Secular Tailwinds: The proliferation of "Bring Your Own Devices" (BYOD) policies and increased remote work demand has significantly increased cybersecurity concerns. The digital transformation of customers' technology infrastructure has created strong demand for Ivanti's products. Fitch expects these industry trends to support Ivanti's medium-term growth in the mid-single digits, as demand stabilizes after pandemic and post-pandemic fluctuations. Highly Fragmented and Competitive Marketplace: Ivanti operates in highly fragmented markets for each of its products. Fitch expects Ivanti to face intense competition from large players like Microsoft, Citrix, and VMWare. These competitors offer solutions in the same market and can bundle and up-sell to customers at competitive prices. In the IT Service Management (ITSM) segment, Ivanti competes with peers like ServiceNow, which has strong cloud-native offerings. Ivanti's focus on cross-selling initiatives has improved product stickiness as shown by improving net retention rates over the past two years. Moderate FX Exposure: Ivanti generates a portion of its revenue in currencies other than the U.S. dollar, exposing it to fluctuations in FX rates. Although the company can adjust local currency prices to address these fluctuations and remain competitive, short-term impacts are likely in a swiftly changing FX landscape. Additionally, since some of Ivanti's expenses are also in local currencies, this provides a degree of natural hedging to help offset the effects of currency fluctuations. Peer Analysis Ivanti operates primarily in three key markets: Unified Endpoint Management (UEM), Cyber Security, and IT Service Management (ITSM). The broader market for endpoint security and remote work solutions has been expanding, driven by the increase in access points to secured networks, heightened awareness of security breaches, and the growing IT networks and applications complexity. Ivanti is well-positioned within the enterprise IT security and service sector, supported by its substantial base of recurring revenue and robust profitability. The company's recent underperformance in 2024 is attributed to the accelerated shift from its legacy on-premise perpetual license model to a subscription-based approach. Fitch assesses that Ivanti's performance aligns with that of its enterprise software industry peers, and its credit metrics are comparable to those of other 'B'-rated software companies. DCert Buyer, LLC (DigiCert, 'B-'/Stable), a peer in the software industry in the 'B' category, has strong margin levels and an even more robust market position in its core business compared to Ivanti. However, it has relatively weak leverage and coverage metrics. Another 'B'-rated peer, Imprivata ('B'/Stable), has similar profitability levels to Ivanti but benefits from greater financial flexibility. In contrast, RedStone Parent LP (RSA, 'B-'/Stable), a cybersecurity peer, has weaker credit metrics compared with Ivanti, primarily due to stagnant operating performance and a high interest burden. Key Assumptions - Ivanti completes a DDE in line with current expectations. This includes the $350 million liquidity injection; - 2024 revenue, EBITDA and FCF are negatively impacted by accelerated migration to subscription revenues from perpetual licenses; - Reversion to organic revenue growth in the low- to mid-single-digit range over the rating horizon, beginning in 2025, reflecting the shift from perpetual licenses to subscription revenues; - EBITDA margins are expected to remain stable near 40%, supported by cost containment and cross-selling initiatives; - Normalized FCF margins in the low- to mid-teens; - Debt-funded dividend paid in 2027. Recovery Analysis Key Recovery Rating Assumptions - The recovery analysis assumes that Ivanti would be reorganized as a going concern in bankruptcy rather than liquidated; - Fitch has assumed a 10% administrative claim. Going-Concern (GC) Approach - In estimating a distressed enterprise value (EV) for Ivanti, Fitch assumes elevated customer churn will lead to a 15% revenue decline in a distressed scenario. This lower revenue scale will compress EBITDA margins, resulting in a going concern EBITDA that is approximately 24% lower than the 2025 estimated EBTIDA. As Ivanti's business model depends on the ability to provide robust IT security, customer churn could increase in times of distress; - Fitch applies a 6.5x multiple to arrive at an adjusted EV of $1.7 billion, supported by Ivanti's scale, strong margins and highly recurring revenues; - The median reorganization EV/EBITDA multiple for the 71 TMT bankruptcy cases that had sufficient information for an exit multiple estimate to be calculated was 5.9x. Of these companies, five were in the software sector: Allen Systems Group, Inc (8.4x); Avaya, Inc. (2023: 7.5x, 2017: 8.1x); Aspect Software Parent, Inc. (5.5x), Sungard Availability Services Capital, Inc. (4.6x), and Riverbed Technology Software (8.3x); - Fitch assumes that the $175 million revolver for Ivanti is fully drawn, as companies typically utilize credit revolvers when experiencing financial distress; - Fitch estimates strong recovery prospects for the first lien credit facilities and rates them 'CCC-'/'RR2', or two notches above Ivanti's 'C' IDR. Fitch estimates limited recovery prospects for the second lien term loan and rates it 'C'/'RR6'. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - Fitch expects to lower the IDR to 'RD' once the DDE is executed. Subsequently, the IDR will be reassessed based on the final capital structure. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - Positive rating action is not expected to occur until after the IDR is downgraded to 'RD' when the DDE is executed. Liquidity and Debt Structure Improved Liquidity: As of Sept. 2024, Ivanti reported a cash balance of $8 million. The outstanding balance on the RCF, due to mature in Dec. 2025, was $76 million out of a total capacity of $175 million in Sept. 2024. The company's near-term liquidity has improved with an extended $174 million RCF due 2029. Once the DDE is executed, the debt structure will include a super senior new money RCF and term loan as well as the exchanged first and second-lien term loan facilities. The previously existing first and second-lien facilities are subordinated to those instruments. Issuer Profile Ivanti Software Inc. is an enterprise software company headquartered in South Jordan, Utah. The company specializes in IT security and systems management software, offering solutions for Zero Trust Security, Unified Endpoint Management (UEM), and IT Service Management (ITSM). MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS Fitch's latest quarterly Global Corporates Macro and Sector Forecasts data file which aggregates key data points used in its credit analysis. Fitch's macroeconomic forecasts, commodity price assumptions, default rate forecasts, sector key performance indicators and sector-level forecasts are among the data items included. ESG Considerations The highest level of ESG credit relevance is a score of '3', unless otherwise disclosed in this section. A score of '3' means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. Fitch's ESG Relevance Scores are not inputs in the rating process; they are an observation on the relevance and materiality of ESG factors in the rating decision. Entity/Debt Rating Recovery Prior ----------- ------ -------- ----- Ivanti Software, Inc. LT IDR C Downgrade B senior secured LT CCC- Downgrade RR2 BB- Senior Secured 2nd Lien LT C Downgrade RR6 CCC+ Icon Software Holdings, Inc. LT IDR C Downgrade B IVANTI SOFTWARE: Moody's Cuts CFR to Caa1, Alters Outlook to Stable ------------------------------------------------------------------- Moody's Ratings downgraded Ivanti Software, Inc.'s (Ivanti) corporate family rating to Caa1 from B3 and probability of default rating to Caa1-PD from B3-PD. Moody's appended a limited default (LD) designation to Ivanti's probability of default rating of Caa1-PD, changing it to Caa1-PD/LD. Moody's also assigned a B1 rating to the new money super senior secured first lien term loan and senior secured first lien revolving credit facility under subsidiary Ivanti Security Holdings, LLC, a Caa1 rating to the company's senior secured first lien term loan, and a Caa3 rating to the Ivanti's senior secured second lien term loan. Moody's also withdrew the B2 ratings on Ivanti's senior secured first lien term bank credit facilities and Caa2 rating on the senior secured second lien term loan. The outlook for Ivanti is changed to stable from negative and for the subsidiary was assigned stable. This action follows the closing of Ivanti's exchange offer to amend and extend its existing $2.193 billion first lien term loan due December 2027 and $545 second lien term loans due December 2028 to new term loans due June 2029 and extend its revolver to June 2029 from December 2025. Ivanti has also issued a $350 new money super senior secured first lien term loan and $174 million revolving credit facility at a newly formed subsidiary (Ivanti Security Holdings, LLC). All of the existing first lien and the second lien term loan lenders consented to the offer. If lender had not agreed, then they would have not received guarantees from the IP of the company's Enterprise Service Management and Exposure Management segments (about 40% of total company revenue) and had their covenants stripped. Moody's views the transaction as an economic loss and default avoidance, which contributed to the determination of a distressed exchange. Moody's will remove the "/LD" designation from the company's PDR in approximately three business days. "The downgrade of the corporate family rating reflects elevated leverage of near 9x, Moody's expectations of material cash burn over the next two years, and corporate governance considerations associated with the distressed exchange. The exchange reflects the company's aggressive financial policies and is a driver of the rating action," said Moody's Ratings Vice President, Justin Remsen. "That said, extending maturities and the liquidity boost provides additional time to execute on the company's transition to SaaS and subscription," added Remsen. The stable outlook reflects the company's adequate liquidity, with Ivanti using the proceeds from the new money $350 million first lien term loan to repay the $70 million drawn on revolving credit facility and place about $200 million cash on the balance sheet. Moody's estimates Ivanti will burn about $120 million of cash in 2025 and 2026 with Moody's assumptions of modestly higher profitability, but higher debt and interest rates, and about $20 million in required amortization payments. RATINGS RATIONALE Ivanti's Caa1 CFR reflects the revenue decline projected through 2025, high leverage, and negative free cash flow. Although subscription and SaaS revenue continue to grow, this growth does not offset the rapidly declining license and maintenance sales. The accelerated revenue transition also resulted in negative free cash flow of $30 million for the twelve months ending March 31, 2025. Moody's expects negative free cash flow of around $80 million for 2025. Despite the near-term challenges, the shift to ratable revenue model will strengthen Ivanti's business profile, improving overall revenue and cash flow predictability. Ivanti maintains solid niche positions in IT service management (ITSM), unified endpoint management (UEM), security and secure network access software to small and medium size businesses (SMB) and enterprise customers. Ivanti's cloud-native Neurons platform that offers integration of ITSM, UEM and security solutions with good product capabilities should expand Ivanti's ability to cross-sell. Nevertheless, Ivanti's primary products face competition from much larger companies, as well as numerous niche players. The B1 rating on Ivanti's senior secured revolving credit facility and super senior secured first lien first loan reflects the debt's senior position in the company's capital structure and benefits from a "double dip." The Caa1 rating on the senior secured first lien term loan and Caa3 rating on the company's senior secured second lien term loan reflect its junior position to the new revolver and new money term loan. The new credit facilities include the following: There is no capacity to incur pari passu incremental debt. The credit agreement prohibits the designation of unrestricted subsidiaries, preventing collateral "leakage" to such subsidiaries. The credit agreement provides some limitations on up-tiering transactions, requiring affected lender consent for amendments that subordinate, or have the effect of subordinating, the debt or liens. There is a negative covenant restricting debts, liens, investments, mergers or dispositions undertaken in connection with a liability management transaction (with debt that is contractually, structurally or temporally senior, including as to lien priority or additional collateral). FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Ratings could be upgraded if there is increasing evidence the company has successfully transitioned its product to SaaS and Subscription model leading to an improved cash flow profile. Ivanti's ratings could be downgraded if the company's sales and profitability are likely to decline for an extended period of time or there is an increasing likelihood of another distressed exchange. Ivanti Software, Inc. is a provider of IT operations management software and security software to SMB and enterprise customers. The company is headquartered in Utah and owned by funds affiliated with private equity sponsors Clearlake Capital, TA Associates and Charlesbank Capital Partners. For the LTM ended March 31, 2025 revenue was approximately $900 million. The principal methodology used in these ratings was Software published in June 2022. J. L. WATTS: Seeks to Hire Hughes Watters & Askanase as Counsel --------------------------------------------------------------- J. L. Watts Company seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to employ Hughes Watters & Askanase LLP to handle its Chapter 11 case. The firm's counsel and staff will be paid at these hourly rates: Michael Weems, Attorney $350 Paralegal $95 In addition, the firm will seek reimbursement for expenses incurred. The firm received a retainer of $10,000 from the Debtor. Mr. Weems 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 Weems, Esq. Hughes Watters & Askanase LLP 1201 Louisiana, 28th Floor Houston, TX 77002 Telephone: (713) 590-4200 Facsimile: (713) 590-4230 Email: mweems@hwa.com About J. L. Watts Company J. L. Watts Company sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 25-32473) on May 4, 2025. In its petition, the Debtor disclosed up to $50 million in estimated assets and up to $10 million in estimated liabilities. Judge Eduardo V. Rodriguez oversees the case. Michael Weems, Esq., at Hughes Watters & Askanase LLP serves as the Debtor's counsel. KBHS ACQUISITION: Ares Capital Marks $4.2M 1L Loan at 19% Off ------------------------------------------------------------- Ares Capital Corporation has marked its $4,200,000 loan extended to KBHS Acquisition, LLC to market at $3,400,000 or 81% of the outstanding amount, according to Ares' Form 10-Q for the fiscal year ended March 31, 2025, filed with the U.S. Securities and Exchange Commission. Ares is a participant in a First Lien Secured Revolving Loan to KBHS Acquisition, LLC. The loan accrues interest at a rate of 11.45% (6.00% payment in kind) per annum. The loan matures on March 2027. Ares Capital is a specialty finance company that is a closed-end, non-diversified management investment company incorporated in Maryland. Ares Capital has elected to be regulated as a business development company under the Investment Company Act of 1940, as amended. Ares Capital has elected to be treated as a regulated investment company under the Internal Revenue Code of 1986, as amended, and operates in a manner so as to qualify for the tax treatment applicable to RICs. Ares is led by Kipp Deveer as chief executive officer, Scott C. Lem as chief financial officer and treasurer, and Paul Cho as chief accounting officer. The Fund can be reached through: Kipp Deveer Ares Capital Corporation 245 Park Avenue, 44th Floor New York, NY 10167 Telephone: (212) 750-7300 About KBHS Acquisition, LLC KBHS Acquisition, LLC provides behavioral health services in the U.S. KOHL'S CORP: Moody's Lowers CFR to B2 & Alters Outlook to Stable ---------------------------------------------------------------- Moody's Ratings downgraded Kohl's Corporation's (Kohl's) ratings, including its corporate family rating to B2 from Ba3, probability of default rating to B2-PD from Ba3-PD and senior unsecured notes ratings to B3 from B1. Additionally, Moody's assigned a Ba3 rating to the company's proposed senior secured first lien notes. The speculative grade liquidity rating (SGL) remains unchanged at SGL-3. The outlook is changed to stable from negative. "The downgrade reflects Moody's views that Kohl's operating performance will weaken in the second half of 2025 more than Moody's previously anticipated, given the increased pressures on the company's core value-oriented consumer. Implementing Kohl's strategic initiatives will be more difficult as the company contends with a more challenging consumer discretionary spending environment and searches for a permanent CEO. Moody's therefore expect credit metrics to weaken in 2025, with Moody's-adjusted EBIT/interest expense projected to decline from 1.4x in fiscal year 2024 to 1.0-1.2x in 2025 and Moody's-adjusted debt/EBITDA to increase from 4.7x to 4.9-5.3x," Moody's Ratings Vice President Mickey Chadha stated. Proceeds from the proposed senior secured first lien notes will be used to repay borrowings on the asset-based revolving facility (ABL), with subsequent ABL borrowings used to redeem the company's $353 million unsecured notes due July 2025. Following the transaction, the company will have no near-term debt maturities, and Moody's expects overall liquidity to be adequate, including positive but highly seasonal annual free cash flow and good availability on the $1.5 billion ABL. The Ba3 rating assigned to the new notes reflects their first-priority lien on the company's distribution and e-commerce fulfillment centers, which Moody's believes provides good asset coverage for the notes. It also reflects that the notes will be guaranteed on an unsecured basis by the issuer and its material wholly-owned domestic operating subsidiaries. RATINGS RATIONALE Kohl's B2 CFR benefits from the company's significant market position and scale with approximately $16.2 billion of revenue for fiscal year 2024. Kohl's has a long-term track record of innovative merchandising, which includes a high level of private label and exclusive merchandise that resonates with its value-oriented customers. However, sales declined in 2024 as the company's core customer has remained stressed in the face of the ongoing high cost of essentials and profitability deteriorated significantly. Sales at Sephora continued to grow but that has not been enough to offset the weakness in Kohl's other merchandise categories, such as apparel and footwear, fine jewelry, and legacy home. While Q1 2025 performance was better than expected, comparable sales continued to decline. Moody's expects that demand in the second half of 2025 will be weaker than Moody's originally projected, as consumers continue to face high cost essentials and contend with potentially higher prices as a result of changing tariffs. In addition, Kohl's must navigate these pressures while seeking a permanent CEO. Moody's anticipates that improved inventory management, new merchandising efforts and store base rationalization will only partially offset these pressures. As a result, Moody's forecasts Moody's-adjusted debt/EBITDA to increase to 4.9-5.3x in 2025 from 4.7x at the end of fiscal 2024 and EBIT/interest to erode to 1.0-1.2x from 1.4x. Kohl's rating also reflects its adequate liquidity and a continued moratorium on share repurchases. The stable outlook reflects Moody's expectations that liquidity will remain adequate and that Kohl's will continue to pursue a balanced financial strategy, with share purchases delayed until cash balances and credit metrics return to historical levels. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded if operating margins significantly and sustainably improve with consistent comparable sales growth that reflects a stable to improving market position. An upgrade would also require Kohl's to maintain at least good liquidity including solid free cash flow generation while its financial strategy remains balanced. Quantitatively, the ratings could be upgraded if Moody's-adjusted debt/EBITDA shows sustained improvement and EBIT/interest expense is sustained above 1.5x. The ratings could be downgraded should Kohl's be unable to improve operating margins significantly and stabilize both revenue and its market position. The ratings could also be downgraded if free cash flow does not show sustained improvement, if liquidity deteriorates for any reason or financial strategies become more aggressive. Quantitatively, the ratings could be downgraded should Moody's-adjusted debt/EBITDA be sustained above 6.5x or EBIT/interest expense be sustained below 1.0x. Headquartered in Menomonee Falls, Wisconsin, Kohl's Corporation is a leading department store retailer with 1,175 stores in the US. Total revenue is approximately $16.2 billion for fiscal year 2024. The principal methodology used in these ratings was Retail and Apparel published in November 2023. KOHL'S CORP: S&P Rates New Five-Year $360MM Secured Notes 'BB+' --------------------------------------------------------------- S&P Global Ratings assigned its 'BB+' issue-level rating and '1' recovery rating to Kohl's Corp.'s proposed five-year $360 million senior secured notes. The '1' recovery rating indicates its expectation for very high (90%-100%; rounded estimate: 95%) recovery and reflects the notes' secured position in the capital structure, the value of the real estate that secures them, and their secured guarantee from Kohl's operating subsidiaries. The notes will be secured by a first lien on certain real estate assets that were moved to a new "PropCo" entity and a first-priority lien on 100% of the equity of the entity. The notes will be unconditionally guaranteed on a secured basis by PropCo and on an unsecured basis by Kohl's Inc. and the material wholly owned domestic operating subsidiaries that guarantee its asset-based lending (ABL) facility and other debt. Initially, the company will use proceeds from this issuance to repay $290 million of ABL borrowings, add cash to its balance sheet, and pay transaction-related fees. Kohl's then plans to borrow from the ABL to repay its 4.25% ($353 million outstanding) notes due July 2025. S&P's 'BB-' issue-level rating and '3' (rounded estimate: 65%) recovery rating on the company's existing senior unsecured notes are unchanged. S&P said, "The negative outlook on Kohl's reflects our expectation its revenue will decline by the mid-single digit percent range amid profitability pressures in fiscal year 2025, though we expect it will generate positive free operating cash flow (FOCF) for the year. The company recently cut its dividend by 75% to preserve liquidity. We expect Kohl's will use its FOCF to fully repay its ABL borrowings by the end of the year. Kohl's is exposed to countries in Asia where U.S. import tariff are currently on pause. We view the company's private brands, which we consider material to its business, as directly exposed to these tariffs. The company has undergone several strategic changes under multiple CEOs over the last few years and its execution risk is compounded by the ongoing tariff uncertainty and stretched consumers. Recently, Kohl's announced the termination of its CEO due to unfair business practices. The company's governance and control processes caught the issues before they material harmed its operating performance. However, the search for a new CEO (the fourth in the last three years) presents risks to the company's ability to focus on the strategic changes necessary to return to profitable growth." ISSUE RATINGS--RECOVERY ANALYSIS Key analytical factors -- S&P's hypothetical default assumes Kohl's sales and EBITDA deteriorate significantly due to accelerating shifts in consumer behavior and idiosyncratic execution issues that result in permanent market share losses amid prolonged weak economic conditions. -- S&P assumes Kohl's would emerge as a going concern given its good brand value. -- S&P estimates its enterprise value (EV) at emergence by using an EBITDA multiple approach. The 5.5x multiple is higher than the multiples we use for most retail companies (5.0x), which reflects Kohl's good brand value and position in its addressable niche. S&P believes these factors would enhance the company's value upon its emergence from a hypothetical default. -- S&P said, "We estimate the distressed value of PropCo's real estate assets, which will secure the proposed notes and support a recovery of over 80% directly from the collateral, at approximately $315 million. Additional recovery comes from the guarantees provided by operating subsidiaries that also back the ABL, making the proposed notes structurally senior to the existing unsecured notes, which lack such guarantees. The company also has leases (operating and finance) and, in our simulated default scenario, we assume its restructuring entails store closures. As such, we assume Kohl's would reject about 25% of its lease contracts in a bankruptcy case." Simulated default assumptions -- Simulated year of default: 2029 -- EBITDA at emergence: $381.7 million -- Implied EV multiple: 5.5x -- Discrete PropCo valuation: $315 million -- Operational adjustment: -25% -- Estimated gross EV at emergence: $2.4 billion Simplified waterfall -- Net EV (after 5% administrative costs): $2.3 billion -- Estimated total ABL debt claims*: $894 million -- Residual value after satisfying ABL claims (value includes real estate at PropCo): $1.4 billion -- PropCo secured note claims estimated at default: $378 million --Recovery expectations: 90%-100% (rounded estimate: 95%) -- Net EV available to unsecured creditors: $1.0 billion. -- Estimated total unsecured claims: $1.5 billion. --Recovery expectations: 50%-70% (rounded estimate: 65%) *Assumed outstanding under the ABL facility (60% drawn assumption). Note: All debts amounts include six months of prepetition interest. LA NOTTE VENTURES: Court Extends Cash Collateral Access to May 28 ----------------------------------------------------------------- La Notte Ventures, Inc. received interim approval from the U.S. Bankruptcy Court for the Northern District of Illinois to use cash collateral until May 28, marking the seventh extension since the company's Chapter 11 filing. The company will operate within 10% of the budget until its use of cash collateral is approved on a permanent basis. La Notte projects total operational expenses of $23,211.14 for May. The U.S. Small Business Administration was granted replacement liens on all post-petition property of the company, including all cash collateral, to the same extent, validity, and priority as its pre-bankruptcy liens. As additional protection, SBA will continue to receive a monthly payment of $251. The company's authority to use cash collateral terminates upon dismissal or conversion of its Chapter 11 case to one under Chapter 7 or upon entry of a court order directing the cessation of the use of cash collateral. The next hearing is scheduled for May 27. About La Notte Ventures La Notte Ventures, Inc., doing business as La Notte Ristorante Italiano, sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ill. Case No. 24-15860) on October 23, 2024, with up to $50,000 in assets and up to $1 million in liabilities. Judge Jacqueline P. Cox presides over the case. The Debtor is represented by: David R. Herzog, Esq. Law Office of David R. Herzog, LLC 53 W. Jackson Blvd., Suite 1442 Chicago, IL 60604 Telephone: (312) 977-1600 Email: drh@dherzoglaw.com LABORATORIES BIDCO: Ares Capital Marks $17.1M 1L Loan at 21% ------------------------------------------------------------ Ares Capital Corporation has marked its $17,100,000 loan extended to Laboratories Bidco LLC and Laboratories Topco LLC to market at $13,500,000 or 79% of the outstanding amount, according to Ares' Form 10-Q for the fiscal year ended March 31, 2025, filed with the U.S. Securities and Exchange Commission. Ares is a participant in a First Lien Senior Secured Loan to Laboratories Bidco LLC and Laboratories Topco LLC. The loan accrues interest at a rate of 6.2% per annum. The loan matures on July 2029. Ares Capital is a specialty finance company that is a closed-end, non-diversified management investment company incorporated in Maryland. Ares Capital has elected to be regulated as a business development company under the Investment Company Act of 1940, as amended. Ares Capital has elected to be treated as a regulated investment company under the Internal Revenue Code of 1986, as amended, and operates in a manner so as to qualify for the tax treatment applicable to RICs. Ares is led by Kipp Deveer as chief executive officer, Scott C. Lem as chief financial officer and treasurer, and Paul Cho as chief accounting officer. The Fund can be reached through: Kipp Deveer Ares Capital Corporation 245 Park Avenue, 44th Floor New York, NY 10167 Telephone: (212) 750-7300 About Laboratories Bidco LLC and Laboratories Topco LLC Laboratories Bidco LLC and Laboratories Topco LLC operate laboratory testing services for nicotine containing products in the U.S. LABORATORIES BIDCO: Ares Capital Marks $22.8M 1L Loan at 21% Off ---------------------------------------------------------------- Ares Capital Corporation has marked its $22,800,000 loan extended to Laboratories Bidco LLC and Laboratories Topco LLC to market at $18,000,000 or 79% of the outstanding amount, according to Ares' Form 10-Q for the fiscal year ended March 31, 2025, filed with the U.S. Securities and Exchange Commission. Ares is a participant in a First Lien Senior Secured Loan to Laboratories Bidco LLC and Laboratories Topco LLC. The loan accrues interest at a rate of 4.56% per annum. The loan matures on July 2029. Ares Capital is a specialty finance company that is a closed-end, non-diversified management investment company incorporated in Maryland. Ares Capital has elected to be regulated as a business development company under the Investment Company Act of 1940, as amended. Ares Capital has elected to be treated as a regulated investment company under the Internal Revenue Code of 1986, as amended, and operates in a manner so as to qualify for the tax treatment applicable to RICs. Ares is led by Kipp Deveer as chief executive officer, Scott C. Lem as chief financial officer and treasurer, and Paul Cho as chief accounting officer. The Fund can be reached through: Kipp Deveer Ares Capital Corporation 245 Park Avenue, 44th Floor, New York, NY 10167 Telephone: (212) 750-7300 About Laboratories Bidco LLC and Laboratories Topco LLC Laboratories Bidco LLC and Laboratories Topco LLC operate laboratory testing services for nicotine containing products in the U.S. LABORATORIES BIDCO: Ares Capital Marks $4.5M 1L Loan at 20% Off --------------------------------------------------------------- Ares Capital Corporation has marked its $4,500,000 loan extended to Laboratories Bidco LLC and Laboratories Topco LLC to market at $3,600,000 or 80% of the outstanding amount, according to Ares' Form 10-Q for the fiscal year ended March 31, 2025, filed with the U.S. Securities and Exchange Commission. Ares is a participant in a First Lien Senior Secured Loan to Laboratories Bidco LLC and Laboratories Topco LLC. The loan accrues interest at a rate of 6.21% per annum. The loan matures on July 2029. Ares Capital is a specialty finance company that is a closed-end, non-diversified management investment company incorporated in Maryland. Ares Capital has elected to be regulated as a business development company under the Investment Company Act of 1940, as amended. Ares Capital has elected to be treated as a regulated investment company under the Internal Revenue Code of 1986, as amended, and operates in a manner so as to qualify for the tax treatment applicable to RICs. Ares is led by Kipp Deveer as chief executive officer, Scott C. Lem as chief financial officer and treasurer, and Paul Cho as chief accounting officer. The Fund can be reached through: Kipp Deveer Ares Capital Corporation 245 Park Avenue, 44th Floor, New York, NY 10167 Telephone: (212) 750-7300 About Laboratories Bidco LLC and Laboratories Topco LLC Laboratories Bidco LLC and Laboratories Topco LLC operate laboratory testing services for nicotine containing products in the U.S. LABORATORIES BIDCO: Ares Capital Marks $4.9M 1L Loan at 20% Off --------------------------------------------------------------- Ares Capital Corporation has marked its $4,900,000 loan extended to Laboratories Bidco LLC and Laboratories Topco LLC to market at $3,900,000 or 80% of the outstanding amount, according to Ares' Form 10-Q for the fiscal year ended March 31, 2025, filed with the U.S. Securities and Exchange Commission. Ares is a participant in a First Lien Senior Secured Revolving Loan to Laboratories Bidco LLC and Laboratories Topco LLC. The loan accrues interest at a rate of 8.25% per annum. The loan matures on July 2029. Ares Capital is a specialty finance company that is a closed-end, non-diversified management investment company incorporated in Maryland. Ares Capital has elected to be regulated as a business development company under the Investment Company Act of 1940, as amended. Ares Capital has elected to be treated as a regulated investment company under the Internal Revenue Code of 1986, as amended, and operates in a manner so as to qualify for the tax treatment applicable to RICs. Ares is led by Kipp Deveer as chief executive officer, Scott C. Lem as chief financial officer and treasurer, and Paul Cho as chief accounting officer. The Fund can be reached through: Kipp Deveer Ares Capital Corporation 245 Park Avenue, 44th Floor, New York, NY 10167 Telephone: (212) 750-7300 About Laboratories Bidco LLC and Laboratories Topco LLC Laboratories Bidco LLC and Laboratories Topco LLC operate laboratory testing services for nicotine containing products in the U.S. LABORATORIES BIDCO: Ares Capital Marks $9.5M 1L Loan at 21% Off --------------------------------------------------------------- Ares Capital Corporation has marked its $9,500,000 loan extended to Laboratories Bidco LLC and Laboratories Topco LLC to market at $7,500,000 or 79% of the outstanding amount, according to Ares' Form 10-Q for the fiscal year ended March 31, 2025, filed with the U.S. Securities and Exchange Commission. Ares is a participant in a First Lien Senior Secured Revolving Loan to Laboratories Bidco LLC and Laboratories Topco LLC. The loan accrues interest at a rate of 6.2% per annum. The loan matures on July 2029. Ares Capital is a specialty finance company that is a closed-end, non-diversified management investment company incorporated in Maryland. Ares Capital has elected to be regulated as a business development company under the Investment Company Act of 1940, as amended. Ares Capital has elected to be treated as a regulated investment company under the Internal Revenue Code of 1986, as amended, and operates in a manner so as to qualify for the tax treatment applicable to RICs. Ares is led by Kipp Deveer as chief executive officer, Scott C. Lem as chief financial officer and treasurer, and Paul Cho as chief accounting officer. The Fund can be reached through: Kipp Deveer Ares Capital Corporation 245 Park Avenue, 44th Floor New York, NY 10167 Telephone: (212) 750-7300 About Laboratories Bidco LLC and Laboratories Topco LLC Laboratories Bidco LLC and Laboratories Topco LLC operate laboratory testing services for nicotine containing products in the U.S. LAKESHORE TERRACE: Seeks Chapter 11 Bankruptcy in Nevada -------------------------------------------------------- On May 8, 2025, Lakeshore Terrace Association filed Chapter 11 protection in the U.S. Bankruptcy Court for the District of Nevada. According to court filing, the Debtor reports $2,710,568 in debt owed to 50 and 99 creditors. The petition states funds will be available to unsecured creditors. About Lakeshore Terrace Association Lakeshore Terrace Association is a homeowners' association for a condominium community located at 501 Lakeshore Boulevard in Incline Village, Nevada. Established in 1970, the association oversees property management and community affairs near Lake Tahoe. Lakeshore Terrace Association sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Nev. Case No. 25-50422) on May 8, 2025. In its petition, the Debtor reports total assets of $1,072,688 and total liabilities of $2,710,568. Honorable Bankruptcy Judge Hilary L. Barnes handles the case. The Debtors are represented by Kevin A. Darby, Esq. at DARBY LAW PRACTICE. LAZARUS INDUSTRIES: Hires Sage Law Firm Group as Special Counsel ---------------------------------------------------------------- Lazarus Industries, LLC seeks approval from the U.S. Bankruptcy Court for the Western District of New York to employ Sage Law Firm Group PLLC as special counsel. The firm will represent, advise and assist the Debtor during the course of these proceedings, in connection with all legal matters for which the Debtor may require legal services or assistance. Kathryn Freidman, Esq., the primary attorney in this representation, will be billed at her hourly rate of $300. Ms. Freidman 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: Kathryn Freidman, Esq. Sage Law Firm Group PLLC 51 Lancaster Ave. Buffalo, NY 14222 About Lazarus Industries Lazarus Industries, LLC is a construction, fabrication, and manufacturing company based in Buffalo, New York. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D.N.Y. Case No. 25-10417) on April 16, 2025. In the petition signed by Frank Lazarus, managing member, the Debtor disclosed up to $1 million in assets and up to $10 million in liabilities. Judge Carl L. Bucki oversees the case. The Debtor tapped Frederick J. Gawronski, Esq., at Colligan Law, LLP as bankruptcy counsel and Sage Law Firm Group PLLC as special counsel. LAZARUS INDUSTRIES: Seeks to Hire Colligan Law as Legal Counsel --------------------------------------------------------------- Lazarus Industries, LLC seeks approval from the U.S. Bankruptcy Court for the Western District of New York to employ Colligan Law LLP as counsel. The firm will represent, advise and assist the Debtor during the course of these proceedings, in connection with all legal matters for which it may require legal services or assistance. The firm will be paid at these hourly rates: Frederick Gawronski Attorney $395 Paralegal $140 Prior to the petition date, the firm received a retainer of $15,000 from the Debtor. Mr. Gawronski 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: Frederick J. Gawronski, Esq. Colligan Law LLP 12 Fountain Plaza, Suite 600 Buffalo, NY 14202 Telephone: (716) 885-1150 Facsimile: (716) 885-4662 Email: fgawronski@colliganlaw.com About Lazarus Industries Lazarus Industries, LLC is a construction, fabrication, and manufacturing company based in Buffalo, New York. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D.N.Y. Case No. 25-10417) on April 16, 2025. In the petition signed by Frank Lazarus, managing member, the Debtor disclosed up to $1 million in assets and up to $10 million in liabilities. Judge Carl L. Bucki oversees the case. The Debtor tapped Frederick J. Gawronski, Esq., at Colligan Law, LLP as bankruptcy counsel and Sage Law Firm Group PLLC as special counsel. LEASING ONE: Ira Bodenstein Named Subchapter V Trustee ------------------------------------------------------ The U.S. Trustee for Region 11 appointed Ira Bodenstein as Subchapter V trustee for Leasing One, Inc. Mr. Bodenstein 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. Bodenstein declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. About Leasing One Inc. Leasing One, Inc. is primarily engaged in providing over-the-road trucking services, including household goods, either as a common carrier or under special contracts or agreements. Leasing One sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ill. Case No. 25-05211) on April 4, 2025. In its petition, the Debtor reported between $1 million and $10 million in both assets and liabilities. Judge Michael B. Slade handles the case. The Debtor is represented by Saulius Modestas, Esq., at Modestas Law Offices, P.C. LEISURE INVESTMENTS: U.S. Trustee Appoints Creditors' Committee --------------------------------------------------------------- The U.S. Trustee for Regions 3 and 9 appointed an official committee to represent unsecured creditors in the Chapter 11 cased of Leisure Investments Holdings, LLC and its affiliates. The committee members are: 1. Atlantic/Pacific Products, Inc. c/o: John Kosmark P.O. Box 874 North Kingstown, RI 02852 Phone: (401) 294-9570 Fax: (401) 294-9805 atpacusa@hotmail.com 2. Promotions Guy LLC c/o Ryan Schraffenberger 5409 Overseas Highway, Suite 308 Marathon, FL 33050 Phone: (844) 279-5628 ryan@promotionsguy.com Official creditors' committees serve as fiduciaries to the general population of creditors they represent. They may investigate the debtor's business and financial affairs. Committees have the right to employ legal counsel, accountants and financial advisors at a debtor's expense. About Leisure Investments Holdings Leisure Investments Holdings LLC and affiliates are operating under the name "The Dolphin Company," manage over 30 attractions, including dolphin habitats, marinas, water parks, and adventure parks, located in eight countries across three continents. Their primary operations are based in Mexico, the United States, and the Caribbean, with locations in Jamaica, the Cayman Islands, the Dominican Republic, and St. Kitts. These attractions are home to approximately 2,400 animals from more than 80 species of marine life, including a variety of marine mammals such as dolphins, sea lions, manatees, and seals, as well as birds and reptiles. As of 2023, the marine mammal population at the Debtors' parks includes roughly 295 dolphins, 51 sea lions, 18 manatees, and 18 seals. Leisure Investments Holdings LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case 25-10606) on March 31, 2025. In its petition, the Debtor reports estimated assets and liabilities between $100 million and $500 million each. Honorable Bankruptcy Judge Laurie Selber Silverstein handles the case. The Debtors tapped Young Conaway Stargatt & Taylor, LLP as counsel; Riveron Management Services, LLC as restructuring advisor; and Kurtzman Carson Consultants, LLC d/b/a Verita Global, as claims and noticing agent. LEW'S INTERMEDIATE: Ares Capital Marks $1M 1L Loan at 20% Off ------------------------------------------------------------- Ares Capital Corporation has marked its $1,000,000 loan extended to Lew's Intermediate Holdings, LLC to market at $800,000 or 80% of the outstanding amount, according to Ares' Form 10-Q for the fiscal year ended March 31, 2025, filed with the U.S. Securities and Exchange Commission. Ares is a participant in a First Lien Senior Secured Loan to Lew's Intermediate Holdings, LLC. The loan accrues interest at a rate of 9.31% per annum. The loan matures on February 2028. Ares Capital is a specialty finance company that is a closed-end, non-diversified management investment company incorporated in Maryland. Ares Capital has elected to be regulated as a business development company under the Investment Company Act of 1940, as amended. Ares Capital has elected to be treated as a regulated investment company under the Internal Revenue Code of 1986, as amended, and operates in a manner so as to qualify for the tax treatment applicable to RICs. Ares is led by Kipp Deveer as chief executive officer, Scott C. Lem as chief financial officer and treasurer, and Paul Cho as chief accounting officer. The Fund can be reached through: Kipp Deveer Ares Capital Corporation 245 Park Avenue, 44th Floor New York, NY 10167 Telephone: (212) 750-7300 About Lew's Intermediate Holdings, LLC Lew's Intermediate Holdings, LLC is an outdoor brand holding company in the U.S. LIFESCAN GLOBAL: Ares Capital Marks $7M 1L Secured Loan at 37% Off ------------------------------------------------------------------ Ares Capital Corporation has marked its $7,000,000 loan extended to Lifescan Global Corporation to market at $4,400,000 or 63% of the outstanding amount, according to Ares' Form 10-Q for the fiscal year ended March 31, 2025, filed with the U.S. Securities and Exchange Commission. Ares is a participant in a First Lien Secured Loan to Lifescan Global Corporation. The loan accrues interest at a rate of zero per annum. The loan matures on December 2026. Ares Capital is a specialty finance company that is a closed-end, non-diversified management investment company incorporated in Maryland. Ares Capital has elected to be regulated as a business development company under the Investment Company Act of 1940, as amended. Ares Capital has elected to be treated as a regulated investment company under the Internal Revenue Code of 1986, as amended, and operates in a manner so as to qualify for the tax treatment applicable to RICs. Ares is led by Kipp Deveer as chief executive officer, Scott C. Lem as chief financial officer and treasurer, and Paul Cho as chief accounting officer. The Fund can be reached through: Kipp Deveer Ares Capital Corporation 245 Park Avenue, 44th Floor, New York, NY 10167 Telephone: (212) 750-7300 About Lifescan Global Corporation LifeScan Global Corporation is a provider of blood glucose monitoring systems for home and hospital use in the U.S. LINDO HOLDINGS: Seeks Cash Collateral Access -------------------------------------------- Lindo Holdings, LLC asked the U.S. Bankruptcy Court for the Central District of California, Los Angeles Division, for authority to use cash collateral. The Debtor needs to use cash collateral to continue operating a five-unit rental property located at 236 S. Curtis Avenue, Alhambra, Calif. The Debtor filed for bankruptcy on April 15 to halt a foreclosure sale scheduled for April 17 and to restructure its debts through a reorganization plan. t primarily earns rental income from the property, generating $7,500 to $12,500 monthly, and held about $10,000 in its operating account at the time of filing. The secured creditor, First General Bank, holds a mortgage lien on the property and a claim to the rental income as cash collateral. Under 11 U.S.C. section 363, a Debtor must either get the creditor's consent or court approval to use such funds. The Debtor argues that denying access to the cash collateral would cause irreparable harm, preventing it from paying operating expenses like mortgage payments, insurance, taxes, and utilities, which would jeopardize the property and its income stream. To comply with the Bankruptcy Code's "adequate protection" requirement, the Debtor proposed giving First General Bank a replacement lien on post-petition income. A hearing on the matter is set for May 27, 2025 at 1 p.m. First General Bank is represented by: Jacqueline L. James, Esq. Buchalter A Professional Corporation 1000 Wilshire Boulevard, Suite 1500 Los Angeles, CA 90017-1730 Telephone: 213.891.0700 Fax: 213.896.0400 jjames@buchalter.com About Lindo Holdings Lindo Holdings, LLC holds ownership of the property situated at 236 S. Curtis Avenue in Alhambra, Calif., with an estimated worth of approximately $2.6 million. Lindo Holdings sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Calif. Case No. 25-13059) on April 2, 2025. In its petition, the Debtor reported total assets of $2,600,061 and total liabilities of $1,500,738. Judge Deborah J. Saltzman handles the case. The Debtor is represented by Marc Aaron Goldbach, Esq., at Goldbach Law Group. LOYALTY INVESTMENT: Janice Seyedin Named Subchapter V Trustee ------------------------------------------------------------- The U.S. Trustee for Region 11 appointed Janice Seyedin as Subchapter V trustee for Loyalty Investment & Management, INC. Ms. Seyedin will be paid an hourly fee of $295 for her services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Ms. Seyedin declared that she is a disinterested person according to Section 101(14) of the Bankruptcy Code. About Loyalty Investment Loyalty Investment & Management, INC. filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. N.D. Ill. Case No. 25-05409) on April 8, 2025, with $100,001 to $500,000 in assets and $500,001 to $1 million in liabilities. Judge Michael B. Slade presides over the case. Paul M. Bach, Esq., at Bach Law Offices represents the Debtor as bankruptcy counsel. MANNA PRO: Ares Capital Marks $1.8M 1L Secured Loan at 22% Off -------------------------------------------------------------- Ares Capital Corporation has marked its $1,800,000 loan extended to Manna Pro Products, LLC to market at $1,400,000 or 78% of the outstanding amount, according to Ares' Form 10-Q for the fiscal year ended March 31, 2025, filed with the U.S. Securities and Exchange Commission. Ares is a participant in a First Lien Senior Secured Revolving Loan to Manna Pro Products, LLC. The loan accrues interest at a rate of 12.5% per annum. The loan matures on December 2026. Ares Capital is a specialty finance company that is a closed-end, non-diversified management investment company incorporated in Maryland. Ares Capital has elected to be regulated as a business development company under the Investment Company Act of 1940, as amended. Ares Capital has elected to be treated as a regulated investment company under the Internal Revenue Code of 1986, as amended, and operates in a manner so as to qualify for the tax treatment applicable to RICs. Ares is led by Kipp Deveer as chief executive officer, Scott C. Lem as chief financial officer and treasurer, and Paul Cho as chief accounting officer. The Fund can be reached through: Kipp Deveer Ares Capital Corporation 245 Park Avenue, 44th Floor, New York, NY 10167 Telephone: (212) 750-7300 About Manna Pro Products, LLC Manna Pro Products, LLC manufacturer and supplier of specialty nutrition and care products for animals in the U.S. MANNA PRO: Ares Capital Marks $5.1M 1L Secured Loan at 20% Off -------------------------------------------------------------- Ares Capital Corporation has marked its $5,100,000 loan extended to Manna Pro Products, LLC to market at $4,100,000 or 80% of the outstanding amount, according to Ares' Form 10-Q for the fiscal year ended March 31, 2025, filed with the U.S. Securities and Exchange Commission. Ares is a participant in a First Lien Senior Secured Revolving Loan to Manna Pro Products, LLC. The loan accrues interest at a rate of 10.53% per annum. The loan matures on December 2026. Ares Capital is a specialty finance company that is a closed-end, non-diversified management investment company incorporated in Maryland. Ares Capital has elected to be regulated as a business development company under the Investment Company Act of 1940, as amended. Ares Capital has elected to be treated as a regulated investment company under the Internal Revenue Code of 1986, as amended, and operates in a manner so as to qualify for the tax treatment applicable to RICs. Ares is led by Kipp Deveer as chief executive officer, Scott C. Lem as chief financial officer and treasurer, and Paul Cho as chief accounting officer. The Fund can be reached through: Kipp Deveer Ares Capital Corporation 245 Park Avenue, 44th Floor, New York, NY 10167 Telephone: (212) 750-7300 About Manna Pro Products, LLC Manna Pro Products, LLC manufacturer and supplier of specialty nutrition and care products for animals in the U.S. MARCONE YELLOWSTONE: Ares Capital Marks $400,000 Loan at 25% Off ---------------------------------------------------------------- Ares Capital Corporation has marked its $400,000 loan extended to Marcone Yellowstone Buyer Inc. and Marcone Yellowstone Holdings, LLC to market at $300,000 or 75% of the outstanding amount, according to Ares' Form 10-Q for the fiscal year ended March 31, 2025, filed with the U.S. Securities and Exchange Commission. Ares is a participant in a First Lien Senior Secured Loan to Marcone Yellowstone Buyer Inc. and Marcone Yellowstone Holdings, LLC. The loan accrues interest at a rate 11.46% (3.25% paymen tin kind) per annum. The loan matures on June 2028. Ares Capital is a specialty finance company that is a closed-end, non-diversified management investment company incorporated in Maryland. Ares Capital has elected to be regulated as a business development company under the Investment Company Act of 1940, as amended. Ares Capital has elected to be treated as a regulated investment company under the Internal Revenue Code of 1986, as amended, and operates in a manner so as to qualify for the tax treatment applicable to RICs. Ares is led by Kipp Deveer as chief executive officer, Scott C. Lem as chief financial officer and treasurer, and Paul Cho as chief accounting officer. The Fund can be reached through: Kipp Deveer Ares Capital Corporation 245 Park Avenue, 44th Floor New York, NY 10167 Telephone: (212) 750-7300 About Marcone Yellowstone Buyer Inc. and Marcone Yellowstone Holdings, LLC Marcone Yellowstone Buyer Inc. and Marcone Yellowstone Holdings, LLC are distributors of OEM appliance aftermarket parts in the U.S. MAVERICK ACQUISITION: Ares Capital Marks $27M 1L Loan at 53% Off ---------------------------------------------------------------- Ares Capital Corporation has marked its $27,000,000 loan extended to Maverick Acquisition, Inc. to market at $12,700,000 or 47% of the outstanding amount, according to Ares' Form 10-Q for the fiscal year ended March 31, 2025, filed with the U.S. Securities and Exchange Commission. Ares is a participant in a First Lien Senior Secured Loan to Maverick Acquisition, Inc. The loan accrues interest at a rate of zero percent per annum. The loan matures on June 2027. Ares Capital is a specialty finance company that is a closed-end, non-diversified management investment company incorporated in Maryland. Ares Capital has elected to be regulated as a business development company under the Investment Company Act of 1940, as amended. Ares Capital has elected to be treated as a regulated investment company under the Internal Revenue Code of 1986, as amended, and operates in a manner so as to qualify for the tax treatment applicable to RICs. Ares is led by Kipp Deveer as chief executive officer, Scott C. Lem as chief financial officer and treasurer, and Paul Cho as chief accounting officer. The Fund can be reached through: Kipp Deveer Ares Capital Corporation 245 Park Avenue, 44th Floor, New York, NY 10167 Telephone: (212) 750-7300 About Maverick Acquisition, Inc. Maverick Acquisition, Inc is a manufacturer of precision machined components for defense and high-tech industrial platforms. MEDICAL PROPERTIES: Reports First Quarter FY25 Results ------------------------------------------------------ Medical Properties Trust, Inc. announced financial and operating results for the first quarter ended March 31, 2025, as well as certain events occurring subsequent to quarter end. * Net loss of ($0.20) and Normalized Funds from Operations of $0.14 for the 2025 first quarter on a per share basis. First quarter net loss includes approximately $73 million ($0.12 per share) in impairments and fair market value adjustments related to Prospect Medical Group and PHP Holdings; * Realized a 2.3% weighted average year-over-year inflation-based rent escalator for stabilized tenants; * Commenced scheduled collection of cash rent from replacement operators at hospitals in Florida, Texas, and Louisiana; * Completed a well-oversubscribed private offering of more than $2.5 billion of senior secured notes due in 2032 at a blended coupon rate of 7.885% and simultaneously amended its approximately $1.3 billion revolving line of credit, with a fully extended (at MPT's option) maturity, in June 2027, to share in the related collateral; and * Paid a regular quarterly dividend of $0.08 per share in April. Edward K. Aldag, Jr., Chairman, President and Chief Executive Officer, said, "Our first quarter transactions and results are the culmination of two years of successful efforts to reduce debt, extend maturities, capture unrealized value and re-tenant hospital real estate at attractive and sustainable rents. MPT is well positioned to grow earnings from our existing in-place real estate portfolio, access capital for accretive growth in a uniquely attractive market and deliver growing dividends and other returns to our shareholders." PORTFOLIO UPDATE Medical Properties Trust has total assets of approximately $14.9 billion, including $8.7 billion of general acute facilities, $2.4 billion of behavioral health facilities and $1.6 billion of post-acute facilities. As of March 31, 2025, MPT's portfolio included 393 properties and approximately 39,000 licensed beds leased to or mortgaged by 53 hospital operating companies across the United States as well as in the United Kingdom, Switzerland, Germany, Spain, Finland, Colombia, Italy and Portugal. Across regions and asset types, operators are reporting solid top-line growth and stable EBITDARM coverage on both a year-over-year and sequential basis. In Europe, hospitals continue to benefit from strong reimbursement and patient acuity trends. In the United Kingdom, three operators in MPT's portfolio have been nominated for Health Investors' Private Hospital Group of the Year - Circle Health, Priory, and Ramsay. In April, MPT agreed to fund its pro rata share of a modest new investment made by Infracore, its Swiss joint venture. Performance in the United States continues to be driven by increased admissions in both general acute care facilities and behavioral care settings. MPT remains encouraged by the performance of the new tenants to which it has transferred the operations of properties in Florida, Texas, Arizona, Louisiana and Pennsylvania. These operators remain focused on ramping capacity, driving higher volumes, and upgrading facilities. Through the first quarter, and with the exception of approximately $100,000 in rent related to two Ohio facilities, MPT has collected all cash rent owed by these tenants. Prospect's in-court restructuring process which commenced in January remains underway. In March, the Bankruptcy Court approved a settlement agreement between MPT, Prospect and certain other parties that will enable Prospect to sell its hospitals and the related real estate with MPT's cooperation. First quarter impairments and fair market value adjustments related to Prospect and PHP are based on third party appraisals and approved restructuring terms, and MPT's actual recoveries may ultimately differ from the adjusted book values. OPERATING RESULTS Net loss for the first quarter ended March 31, 2025 was ($118 million) (($0.20) per share), compared to a net loss of ($876 million) (($1.46) per share) in the year earlier period. NFFO for the first quarter ended March 31, 2025 was $81 million ($0.14 per share), compared to $142 million ($0.24 per share) in the year earlier period. Compared to 2024's fourth quarter results, NFFO for 2025's first quarter reflects an increase in interest expense approximating $14 million ($0.025 per share) related to the previously described $2.5 billion secured notes financing and a decrease in cash rent due to a catch-up of $10 million ($0.015 per share) cash rent received from an in-default tenant late in 2024's fourth quarter. About Medical Properties Trust Medical Properties Trust, Inc. is a self-advised real estate investment trust formed in 2003 to acquire and develop net-leased hospital facilities. From its inception in Birmingham, Alabama, the Company has grown to become one of the world's largest owners of hospital real estate with 402 facilities and approximately 40,000 licensed beds in nine countries and across three continents as of September 30, 2024. MPT's financing model facilitates acquisitions and recapitalizations and allows operators of hospitals to unlock the value of their real estate assets to fund facility improvements, technology upgrades and other investments in operations. For more information, please visit the Company's website at www.medicalpropertiestrust.com * * * In Feb. 2025 S&P Global Ratings affirmed its 'CCC+' issuer credit rating on Medical Properties Trust Inc. The outlook is negative. At the same time, S&P assigned its 'B-' issue-level rating and '2' recovery rating to the company's new senior secured notes. S&P also affirmed its 'CCC+' issue-level rating on Medical Properties Trust's senior unsecured notes and revised the recovery rating on the notes to '4' from '3'. MERCURITY FINTECH: Chaince Named Classover's Solana Advisor ----------------------------------------------------------- Mercurity Fintech Holding Inc. announced that Classover Holdings Inc. has appointed its wholly owned subsidiary, Chaince Securities, LLC, as strategic digital asset advisor to guide Classover's new Solana-based (SOL) treasury initiative. Classover, a leader in live, interactive online learning, plans to allocate a significant portion of the proceeds toward acquiring, staking, and holding Solana (SOL) tokens as a core corporate reserve asset. The Company also intends to operate SOL validator nodes, reinforcing its commitment to decentralized infrastructure and blockchain integration. As Classover's strategic advisor, Chaince Securities will provide comprehensive digital asset services, including: * Structuring and deploying the Company's SOL-based treasury framework; * Supporting validator node operations to optimize staking rewards; * Advising on risk management and best practices for digital asset portfolio governance; and * Evaluating strategic blockchain partnerships and long-term growth opportunities. Wilfred Daye, Chief Strategy Officer of MFH and CEO of Chaince Securities, LLC, commented: "Classover's adoption of Solana as a treasury reserve asset sets a new standard for corporate blockchain strategy. We are proud to partner with Classover on this landmark initiative and help position them at the forefront of institutional blockchain adoption. For Chaince, this partnership proves what we've been saying all along - traditional companies are ready for crypto treasury strategies when done right. And frankly, this could not come at a better time for MFH as we expand our institutional services. Each corporate client like Classover helps us refine our playbook and strengthens our reputation as the go-to team for companies making their first serious move into digital assets." Stephanie Luo, Chief Executive Officer of Classover, added: "At Classover, innovation is at the core of everything we do -- whether in education or corporate finance. By anchoring our treasury in Solana, we embrace technology that enhances our agility and future-proofs our balance sheet. We believe this strategy strengthens our financial foundation and positions Classover as a pioneer in blockchain integration among publicly traded companies, creating meaningful long-term value for our shareholders." About Mercurity Fintech Holding Inc. Mercurity Fintech Holding Inc. is a digital fintech company with subsidiaries engaged in distributed computing and financial brokerage. Beyond its core fintech operations, the Company contributes to the advancement of AI hardware technology by delivering secure and innovative solutions in intelligent manufacturing and advanced liquid cooling systems. Its focus on compliance, innovation, and operational efficiency supports its position as a trusted player in both the evolving digital finance space and the AI technology sector. For more information, please visit the Company's website at https://mercurityfintech.com. In an audit report dated April 30, 2025, the Company's auditor, Onestop Assurance PAC, issued a "going concern" qualification, citing that at Dec. 31, 2024, the Company has incurred recurring net losses of $4.5 million and negative cash flows from operating activities of $3.6 million and has an accumulated deficit of $680 million, which raise substantial doubt about its ability to continue as a going concern. As of Dec. 31, 2024, Mercurity Fintech Holding had $35.69 million in total assets, $11.60 million in total liabilities, and $24.09 million in total shareholders' equity. MICHIGAN INSTITUTE: Deborah Fish Named Successor Trustee -------------------------------------------------------- The U.S. Trustee for Regions 3 and 9 appointed Deborah Fish as successor Subchapter V trustee for Michigan Institute of Forensic Science & Medicine, P.C. Kimberly Ross Clayson, Esq., the official initially appointed as Subchapter V trustee, had been removed from Michigan's bankruptcy case due to a conflict of interest. Ms. Fish declared that she is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Deborah L. Fish 211West Fort St., Ste. 705 Detroit, MI 48226 Phone: (313) 309-3171 Email: dfish@allardfishpc.com About Michigan Institute of Forensic Science Michigan Institute of Forensic Science & Medicine, P.C. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Mich. Case No. 25-20412) on April 4, 2025, listing up to $50,000 in assets and between $1 million and $10 million in liabilities. Judge Daniel S. Oppermanbaycity oversees the case. Judge Daniel S. Oppermanbaycity presides over the case. MIDCONTINENT COMMUNICATIONS: S&P Affirms 'BB' ICR, Outlook Stable ----------------------------------------------------------------- S&P Global Ratings affirmed all its ratings on U.S. cable operator Midcontinent Communications (Midco), including its 'BB' issuer credit rating, because we expect its leverage will remain in the low-4x area through 2025. S&P said, "The stable outlook on Midco reflects our view that Midco is a well-managed operator underpinning our expectation that it will continue to increase its broadband revenue on modest average revenue per user (ARPU) growth combined with subscriber growth from network expansion. "Midco is facing a more competitive operating environment, which we expect will result in modestly lower market share. Therefore, we revised our downgrade threshold for the current rating to 4.5x from 5x. "We believe that intensifying competition from fiber-to-the home (FTTH) and fixed wireless access (FWA) providers will continue to pressure Midco's subscriber metrics this year. We project Midco's broadband penetration will decline to about 48% in 2025 from a peak of 51% in 2022, gradually approaching 45%-46% by 2027. We believe the company's competitive overlap with FTTH and hybrid fiber coaxial cable overbuilders has increased to about two-thirds from roughly 35% in 2021. Greater competition from other broadband providers is pressuring both broadband average revenue per user (ARPU) and subscriber growth. In addition, wireless carriers are offering in-home broadband with FWA, which has limited Midco's ability to take share from digital subscriber line (DSL) providers because many of these consumers are opting to switch to cheaper FWA service instead of converting to cable. "FWA will continue to pressure Midco's cable subscriber additions over the next few years. The technology works well and is offered at lower prices. Therefore, we believe FWA could make it more challenging for Midco to add customers at the lower end of the market, limiting its ability to take share from DSL. FWA network capacity will eventually become constrained, but it is unclear when that would occur. Furthermore, wireless operators are deploying mid-band spectrum nationwide, enabling them to offer faster data speeds. "Still, we expect the company will grow its broadband revenue. We project residential broadband services organic revenue can grow 2%-3% in 2025 due mostly to low-single digit percent ARPU growth as customers opt for faster internet speeds, like the company's Beyond Gig product, which can support 5 gigabyte (GB) download speeds for residential subscribers. We also project broadband subscribers to increase by 2,000-3,000 in 2025 on increased passings of roughly 3%. "We view Midco's strategic position favorably. The company's primary competitor for broadband service is Lumen Technologies Inc., the incumbent phone provider in Midcontinent's footprint, which offers no more than 25 mbps in most of Midco's territories. We view the incumbent phone companies' DSL service as inferior to cable's broadband product given its distance limitations and speeds, which is particularly important in rural markets. In addition, Lumen pulled back on its FTTH deployment strategy in 2023 on balance sheet limitations, which we believe will benefit Midco for the next several years. "Midcontinent has exposure to cable overbuilders, including Clarity Telecom LLC (doing business as Bluepeak), in the Sioux Falls and Rapid City markets, which we estimate covers about a third of the company's total footprint." These overbuilders have proven to be tough competitors with aggressive marketing strategies. However, Midcontinent offers download speeds of over 1 Gbps to 99% of its footprint, significantly faster than Lumen's DSL service and in line with Bluepeak's DOCSIS 3.1-enabled cable. Midco faces modestly more competition than many small-to-mid-sized peers in part, because of the company's decision to overbuild Cable One in parts of Fargo, N.D., in 2013 and its acquisition of WideOpenWest's Lawrence, Kansas assets in 2017, which overlap AT&T Corp.'s FTTH service by less than 10%. S&P said, "Still, we view the current competitive environment in Midco's footprint as manageable given the company's strong record of execution and its limited exposure to large telecom operators like AT&T, who have the financial resources to aggressively deploy FTTH and bundle broadband with a solid mobile offering. Longer term, we believe Lumen will be better positioned to offer FTTH to its entire footprint, which could further limit broadband subscriber growth at Midco." Earnings growth from high-speed broadband continues to facilitate the company's potential to reduce leverage. Even though subscriber growth for high-speed data has slowed down from the peak of 2021, low-single digit percent broadband ARPU growth should drive organic broadband revenue growth of about 2%-3% in 2025. S&P expects EBITDA to grow about 2% this year, which should enable deleveraging to about 4x this year from 4.1x at fiscal year-end 2024, as free operating cash flow remains low on elevated capital spending needed to support upgrades and the company's fiber expansion plans. S&P said, "The stable outlook on Midcontinent Communications reflects our view that Midco is a well-managed operator underpinning our expectation that it will continue to increase its broadband revenue on modest average revenue per user (ARPU) growth combined with subscriber growth from network expansion." S&P could lower its rating on Midco if it: -- Increases leverage above 4.5x; or -- A more competitive operating environment reduces the company's ability to grow residential broadband revenue, weakening business prospects enough that broadband revenue and EBITDA growth turns sustainably negative. S&P could raise its rating on Midco if: -- It reduces leverage below 3.5x on a sustained basis; and -- S&P believes its financial policy considerations will enable it to sustain this improved leverage. MOSAIC SWNG: Gets Extension to Access Cash Collateral ----------------------------------------------------- Mosaic SWNG, LLC received fifth interim approval from the U.S. Bankruptcy Court for the Southern District of Texas to use its secured lender's cash collateral. The fifth interim order signed by Judge Christopher Lopez authorized the company to use the cash collateral of Fannie Mae to pay the expenses set forth in its budget, with a 10% variance allowed. The budget shows total expenses of $29,000 for the week ending May 8; $108,000 for the week ending May 15; $31,110 for the week ending May 22; $15,000 for the week ending May 29; and $43,000 for the week ending June 5; $34,500 for the week ending June 12; $85,500 for the week ending June 19; $28,410 for the week ending June 26; $44,000 for the week ending July 3; $29,000 for the week ending July 10; $66,000 for the week ending July 17; $73,650 for the week ending July 24. The lender's cash collateral consists of rents and accounts receivable generated from Mosaic's assets, including a 504-unit multifamily residential real property located in Pasadena, Texas. As protection, Fannie Mae was granted post-petition replacement liens on all property of the company, whether acquired before or after the petition date. To the extent the replacement liens are insufficient to provide protection against the diminution, if any, in value of the lender's interest in the collateral, Fannie Mae will be granted a superpriority claim. Mosaic SWNG was ordered to remit to the secured lender a cash payment equal to the amount by which its remaining cash balance at the end of the prior calendar month exceeded $80,000. A final hearing is scheduled for July 1. Fannie Mae is represented by: Keith M. Aurzada, Esq. Michael P. Cooley, Esq. Dylan T.F. Ross, Esq. 2850 N. Harwood Street, Suite 1500 Dallas, TX 75201 Telephone: (469) 680.4200 Facsimile: (469) 680.4299 kaurzada@reedsmith.com mpcooley@reedsmith.com dylan.ross@reedsmith.com About Mosaic SWNG LLC Mosaic SWNG LLC, doing business as Mosaic Apartments, was established in October 2021 with the exclusive purpose of acquiring and owning the 504-unit multifamily residential property known as "Mosaic Apartments." The apartment complex, built in 1981, is located at 4025 Burke Road, Pasadena, Texas, in Harris County. Mosaic SWNG sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Texas Case No. 25-90010) on January 30, 2025, listing between $50 million and $100 million in both assets and liabilities. Judge Christopher M. Lopez handles the case. The Debtor is represented by: Melissa A. Haselden, Esq. Haselden Farrow, PLLC 708 Main Street, 10th Floor Houston, TX 77002 Tel: 832-819-1149 Email: MHaselden@HaseldenFarrow.com NATIONAL FENCE: Seeks Approval to Tap Hilmy Ismail as Legal Counsel ------------------------------------------------------------------- National Fence and Supply Co. seeks approval from the U.S. Bankruptcy Court for the District of Massachusetts to employ the Law Office of Hilmy Ismail to handle its Chapter 11 case. Hilmy Ismail, Esq. will be billed at his hourly rate of $350. The firm received a retainer in the amount of $4,000 from the Debtor. Ms. Ismail 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: Hilmy Ismail, Esq. Law Office of Hilmy Ismail 322 E. Washington St. North Attleboro, MA 02760 Telephone: (508) 316-3904 About National Fence and Supply National Fence and Supply Co. is a specialized contractor operating in the fencing industry that provides fence installation services and supplies various fencing materials and related products to residential and commercial customers throughout the region. National Fence and Supply Co. sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Mass. Case No. 25-10914) on May 1, 2025. In its petition, the Debtor reports estimated assets between $50,000 and $100,000 and estimated liabilities between $1 million and $10 million. The Debtor is represented by Hilmy Ismail, Esq., at Law Office of Hilmy Ismail. NEOGEN CORP: S&P Downgrades ICR to 'BB-' on Elevated Leverage ------------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating on Michigan-based Neogen Corp. to 'BB-' from 'BB+'. S&P also lowered its issue-level rating on the company's refinanced senior secured debt to 'BB' from 'BBB-' (including its upsized revolving credit facility), which is now due in 2030. And S&P lowered its issue-level rating on the company's senior unsecured notes to 'B+' from 'BB'. The negative outlook on Neogen reflects the risk that further challenges with the integration of the 3M food safety business and continued macroeconomic challenges, including global trade uncertainties and heightened risk of inflation, could sustain leverage above 4x in 2026 and onward. Neogen continues to face integration issues with the food safety business of 3M Co. and macroeconomic headwinds, significantly weakening financial metrics versus our previous expectations. S&P now expects adjusted debt to EBITDA will be over 4x in fiscal 2025 and remain above 3x in fiscal 2026. S&P said, "Neogen continues to underperform our revenue and profitability expectations for fiscal 2025. We now expect revenue to decline about 4.3%, compared to our previous expectation of low-single-digit percent growth. Several factors affected this, including integration issues in key production lines from the 3M facility, particularly in the sample collection product line that moved from a 3M facility to Neogen's facility; delays in the integration of the Petrifilm product line; continued softening in the animal safety segment; significant adverse foreign currency fluctuations; and remnant impact of prior shipping delays. We expect revenue to decline 10% in 2026 due to the company's strategic aim to refine its focus on the higher-margin and growth food safety end market and undertake divestitures. We believe the food safety vertical will return to modest low-single-digit percent growth in fiscal 2026. Neogen has solved the challenges in the sample collection product line and expects to complete the integration of Petrifilm in 2026. "We expect Neogen's EBITDA margin to improve significantly in 2026. Costs were elevated in 2025 due to continued restructuring expenses, resulting from challenges around the integration of its 3M production facilities, and to higher freight costs. We expect EBITDA margin to improve by about 200 basis points (bps) in 2026 due to profitability improvement measures, including expected strategic divestitures of lower-margin product lines, higher production volume in the sample collection product line, and improved production efficiency. However, we expect EBITDA in 2026 to continue to be burdened by integration costs associated with Petrifilm as Neogen tries to duplicate startup costs as its own manufacturing facility ramps up, partially offsetting some profitability improvement measures. We expect more than 200 bps of EBITDA margin improvement in fiscal 2027 as the outsize restructuring costs fall off and profitability enhancing measures implemented in 2025 and 2026 take effect." The downward revenue trend over the next few years and lowered diversification from Neogen's product lines results in a less favorable view of the business risk profile. S&P said, "We now expect Neogen to sustain leverage of 4.3x in 2025 and above 3x after that. Year-end leverage would be about one turn above our previous expectations of 3.3x despite reduced debt. It refinanced and subsequently paid down about $100 million in debt in April. We no longer net balance sheet cash in our estimate of S&P Global Ratings-adjusted debt due to our revised view of its business risk. Lower-than-expected revenue and EBITDA because of unforeseen increase in freight costs and continued integration issues with the 3M food safety product lines raised leverage. We expect leverage to improve to 3.6x in 2026 and 3x in 2027 from improved profitability and with proceeds of strategic divestitures. However, further unforeseen integration challenges or continued macroeconomic pressures could keep leverage above 4x for an extended period." The negative outlook on Neogen reflects the risk that further challenges with the integration of the 3M food safety business and continued macroeconomic challenges, including global trade uncertainties and heightened risk of inflation, could sustain leverage above 4x in 2026 and onward. S&P could lower its ratings on Neogen if its operating performance deteriorates such that S&P expects debt to EBITDA will remain above 4x because of: -- Further delays in integration of its 3M food safety business; -- An inability to control potential cost increases due to macroeconomic headwinds such as tariffs or inflation; or -- Adoption of a more-aggressive expansion strategy. S&P could revise the outlook to stable if Neogen successfully integrates the 3M food safety business, lowering of its restructuring costs such that: -- Margin expands and improves; and -- Leverage remains below 4x. NEOVIA LOGISTICS: S&P Withdraws 'CCC+' LT Issuer Credit Rating -------------------------------------------------------------- S&P Global Ratings withdrew all its ratings on Neovia Logistics L.P., including the 'CCC+' long-term issuer credit rating, at the issuer's request. At the time of the withdrawal, S&P's outlook on the company was negative. NEP GROUP: Fitch Alters Outlook on 'B-' LongTerm IDR to Negative ---------------------------------------------------------------- Fitch Ratings has revised the Rating Outlook for NEP Group Holdings, Inc., NEP Group, Inc., NEP/NCP Holdco, Inc., NEP Europe Finco B.V. and NEP II, Inc. (collectively NEP) to Negative from Stable. Additionally, Fitch has affirmed NEP's Long-Term Issuer Default Rating (IDR) at 'B-', first lien issue ratings at 'B+' with a Recovery Rating of 'RR2' and the second lien issue ratings at 'CCC'/'RR6.' The Negative Outlook reflects NEP's elevated leverage and negative free cash flow (FCF), which significantly heighten refinancing and liquidity risks. Fitch expects NEP to proactively manage its fiscal 2026 maturities despite uncertain market and credit conditions. NEP's rating continues to reflect its leading position as the largest global outsourced provider of production solutions for broadcasts and live events. Key Rating Drivers Significant Refinancing Risks: NEP faces a substantial maturity wall in 2026, with nearly all its outstanding debt coming due. Fitch believes refinancing risks are heightened due to the large debt quantum, elevated leverage, and persistent negative FCF. Fitch expects NEP to manage refinancing risks proactively but believe uncertain market conditions, especially in the U.S., may adversely affect NEP's access to favorable financing terms. Leverage Remaining Outside Sensitivities: Fitch-calculated leverage for fiscal 2024 was 6.6x, approximately one turn above expectations, while pro forma leverage adjusted for cost savings was 5.8x. NEP's leverage is on the higher spectrum for 'B-' issuers in the diversified services sector, primarily due to debt-funded investments and acquisitions. Leverage is projected to remain at or above 6x for the next two years at current debt levels. Fitch projects EBITDA margins in the low 20s during the forecast period, reflecting low single-digit revenue growth and ongoing cost management. Negative FCF from High Interest Burden: NEP reduced capex spend by approximately $100 million in fiscal 2024, in line with Fitch's expectations. However, this was more than offset by negative net working capital and high cash interest payments, resulting in high single-digit negative FCF for the fifth consecutive year. Fitch expects cash interest payments to remain elevated over the next two years at current debt levels, which combined with capex needs, may keep FCF margins negative for longer than expected. Revenue and Cash Flow Visibility: A significant portion of NEP's revenues come from contracts that generally range from three to 10 years, with price escalators and "take or pay" arrangements. The contracts are all event-based and cover recurring specific events. Longer-term sports contracts tend to be co-terminus with a network's sport broadcast rights, while live events are shorter term. The contractual nature of revenues provides some visibility and stability of future cash flows. Management stated that approximately 64% of the broadcast services and 25% of the live events segments' revenues for fiscal 2025 are contracted and recurring. Risks from Market Uncertainty: Fitch recognizes that the ongoing trade war and market uncertainty pose direct and indirect risks to NEP's operations. The indirect effects on global economic growth could impact NEP's business environment, particularly its corporate live events segment, as businesses may reduce spending due to potential changes in inflation, interest rates, credit spreads, and market volatility. Fitch acknowledges the difficulty in precisely predicting the financial implications of the trade war for NEP. Therefore, revenue and EBITDA margin projections are conservative but may not fully capture the potential effects of sustained higher tariffs. Large and Growing End Markets: NEP focuses on the sports and entertainment markets, both of which have demonstrated consistent growth, excluding exogenous shocks. Live sports programming remains one of the few opportunities generating large "appointment" viewing audiences in an increasingly fragmented media landscape. NEP has diversified its customer base to include streamers, sports leagues, and other rights holders, primarily due to direct-to-consumer platforms entering sports streaming. Fitch expects revenue from new customers to offset declines from broadcasters who lost sports broadcasting rights in recent negotiations. Significant Leading Market Position: NEP holds a leading position as the largest global outsourced provider of production solutions for broadcasts and live events. NEP supplies broadcast equipment, post-production, video display, and software-based creative technology to major live sports and entertainment events, including the NFL, ESPN, Super Bowl, Wimbledon, The Grammys, and the Oscars. Infrastructure Platform Driving Returns on Capital Employed: NEP has made significant capex investments in its infrastructure platform over recent years. Fitch anticipates these investments to be scalable, leading to reduced future capex needs. NEP focuses on efficient capital allocation, targeting lower payback periods and increased internal rate of return on new projects. Parent-Subsidiary Linkage: Fitch links the IDRs of NEP Group Holdings, Inc., NEP Group, Inc., NEP/NCP Holdco, Inc., NEP II, Inc. and NEP Europe Finco B.V. in accordance with Fitch's criteria. Strong legal, strategic and operational incentives equalize the IDRs. NEP Group Holdings, Inc., is the filer of the group's financial statements. Peer Analysis NEP's ratings reflect its leading market position as the largest global outsourced provider of production solutions for broadcasts and live events. The Negative Outlook accounts for significant refinancing risks and NEP's persistent negative FCF profile. NEP has no direct peer in Fitch's rated universe. The company's leverage is on the higher end of the range for 'B-'rated diversified services issuers. Similarly, its interest coverage and FCF margins are on the lower end of the spectrum, reflecting elevated debt levels and cash interest obligations. Key Assumptions - Fitch assumes low single digit (LSD) growth for fiscal 2025 reflecting the drop off for major events that occurred in fiscal 2024 and divestitures. Revenue growth will stay in the low to mid-single digits over the forecast horizon, driven by growth in streaming revenues, live events in the Middle East, and even-year cyclical events. These will offset declines in broadcast revenues. - Fitch expects EBITDA margins in the low 20% reflecting revenue growth and savings from cost management initiatives. Fitch-calculated EBITDA excludes approximately $44 million of annual lease adjustments. - Capex intensity maintained at approximately 9% as the company continues to moderate capex to align with its Return on Capital Employed targets. - Working capital normalizes in fiscal 2025 following significant one-off movements in fiscal 2024. This contributes to improved FCF margins in fiscal 2025. - Fitch expects NEP to frequently borrow and repay borrowing on the revolving facility due to the timing of cash outflows and inflows inherent in the business model. Fitch also expects the revolver and term loans to be further extended or refinanced before their respective maturities in 2026. - Interest rate assumptions: three-month term SOFR with ARC spread adjustments. Recovery Analysis The recovery analysis assumes that NEP would be reorganized as a going-concern in bankruptcy rather than liquidated. Fitch has assumed a 10% administrative claim. The going concern LTM EBITDA of $295 million contemplates insolvency resulting from inadequate liquidity amid recessionary stress. In this scenario, Fitch assumed that the company is unable to renew its large contracts, ceding share to competitors in the space, leading to depressed EBITDA and an unsustainable capital structure. It also reflects Fitch's view of a sustainable, post-reorganization EBITDA level upon which Fitch bases the enterprise valuation. An enterprise valuation multiple of 6.0x EBITDA is applied to the going concern EBITDA to calculate a post-reorganization enterprise value. The company's platform acquisitions are transacted on average between 4.8x-6.0x, while its smaller bolt-on acquisitions close in the range of 3.5x-4.5x. While the above transaction multiples are lower than the 6.0x used for NEP, these targets operated on a smaller scale with a less-developed footprint than NEP. Fitch assumes the $245 million revolving credit facility is fully drawn in its analysis, as companies often utilize credit revolvers under distress. Applying the Fitch-estimated EV, the waterfall analysis results in a 'B+' Instrument Rating for the first lien secured facilities, two notches above the IDR, with a Recovery Rating of 'RR2', and a 'CCC' instrument rating for the second lien secured debt, two notches below the IDR, with a Recovery Rating of 'RR6.' RATING SENSITIVITIES Factors That Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - EBITDA Interest coverage sustained below 1.0x; - Inability to improve towards breakeven FCF; - Failure to address refinancing needs for upcoming maturities. Factors That Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - Fitch could stabilize the outlook to Stable from Negative if NEP takes actions to address its refinancing needs and liquidity concerns; - An upgrade is unlikely until the company addresses its refinancing needs and liquidity concerns; - EBITDA leverage sustained below 6.5x. - Generation of Positive FCF. Liquidity and Debt Structure NEP had $50 million in cash and equivalents as of Dec. 24, and about $24 million available under its $245 million revolving credit facility. NEP's debt consists of $2.1 billion in first lien secured debt, all maturing in 2026, including a EUR507 million term loan due August 2026 and $201 million outstanding under its $245 million revolving facility, maturing May 2026. Additionally, there is a $240 million second lien term loan maturing October 2026. NEP Group, Inc., NEP/NCP Holdco, Inc., NEP's main operating subsidiary, and NEP II, created to facilitate revolver borrowings to NEP Europe Finco B.V., are co-borrowers of the first and second lien U.S. secured credit facilities. NEP Europe is the borrower of the first lien secured euro-denominated term loan. Both the U.S. dollar and euro loans are guaranteed by NEP's domestic subsidiaries, while the euro term loan is guaranteed by NEP Europe's U.K.-organized subsidiaries. Netherlands, Sweden and Luxembourg. Additionally, the euro loans benefit from additional collateral not available to the dollar loans. However, the credit agreement contains a collateral allocation mechanism that equalizes first lien lender groups' aggregate credit risk and recovery in the event of a default. As such, the issue ratings are equalized. Issuer Profile NEP is the largest global outsourced provider of customized broadcast solutions to live sports, entertainment and corporate events and virtual production capabilities. NEP has been expanding globally and has leading market positions in the U.S., U.K., Europe, Asia and Australia. MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS Fitch's latest quarterly Global Corporates Macro and Sector Forecasts data file which aggregates key data points used in its credit analysis. Fitch's macroeconomic forecasts, commodity price assumptions, default rate forecasts, sector key performance indicators and sector-level forecasts are among the data items included. ESG Considerations The highest level of ESG credit relevance is a score of '3', unless otherwise disclosed in this section. A score of '3' means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. Fitch's ESG Relevance Scores are not inputs in the rating process; they are an observation on the relevance and materiality of ESG factors in the rating decision. Entity/Debt Rating Recovery Prior ----------- ------ -------- ----- NEP Group Holdings, Inc. LT IDR B- Affirmed B- NEP/NCP Holdco, Inc. LT IDR B- Affirmed B- Senior Secured 2nd Lien LT CCC Affirmed RR6 CCC senior secured LT B+ Affirmed RR2 B+ NEP II Inc LT IDR B- Affirmed B- Senior Secured 2nd Lien LT CCC Affirmed RR6 CCC senior secured LT B+ Affirmed RR2 B+ NEP Group, Inc. LT IDR B- Affirmed B- Senior Secured 2nd Lien LT CCC Affirmed RR6 CCC senior secured LT B+ Affirmed RR2 B+ NEP Europe Finco B.V. LT IDR B- Affirmed B- senior secured LT B+ Affirmed RR2 B+ NEPTUNE BIDCO: Ares Capital Marks $80.5M 1L Secured Loan at 14% Off ------------------------------------------------------------------- Ares Capital Corporation has marked its $80,500,000 loan extended to Neptune Bidco US Inc. and Elliott Metron Co-Investor Aggregator L.P. to market at $69,000,000 or 86% of the outstanding amount, according to Ares' Form 10-Q for the fiscal year ended March 31, 2025, filed with the U.S. Securities and Exchange Commission. Ares is a participant in a First Lien Senior Secured Loan to Neptune Bidco US Inc. and Elliott Metron Co-Investor Aggregator L.P. The loan accrues interest at a rate of 9.14% per annum. The loan matures on October 2028. Ares Capital is a specialty finance company that is a closed-end, non-diversified management investment company incorporated in Maryland. Ares Capital has elected to be regulated as a business development company under the Investment Company Act of 1940, as amended. Ares Capital has elected to be treated as a regulated investment company under the Internal Revenue Code of 1986, as amended, and operates in a manner so as to qualify for the tax treatment applicable to RICs. Ares is led by Kipp Deveer as chief executive officer, Scott C. Lem as chief financial officer and treasurer, and Paul Cho as chief accounting officer. The Fund can be reached through: Kipp Deveer Ares Capital Corporation 245 Park Avenue, 44th Floor New York, NY 10167 Telephone: (212) 750-7300 About Neptune Bidco US Inc. and Elliott Metron Co-Investor Aggregator L.P. Neptune Bidco US Inc. and Elliott Metron Co-Investor Aggregator L.P. are roviders of audience insights, data and analytics to entertainment industry in the U.S. NEPTUNE BIDCO: Ares Capital Marks $97.6M 1L Secured Loan at 14% Off ------------------------------------------------------------------- Ares Capital Corporation has marked its $97,600,000 loan extended to Neptune Bidco US Inc. and Elliott Metron Co-Investor Aggregator L.P. to market at $83,800,000 or 86% of the outstanding amount, according to Ares' Form 10-Q for the fiscal year ended March 31, 2025, filed with the U.S. Securities and Exchange Commission. Ares is a participant in a First Lien Senior Secured Loan to Neptune Bidco US Inc. and Elliott Metron Co-Investor Aggregator L.P. The loan accrues interest at a rate of 9.39% per annum. The loan matures on April 2029. Ares Capital is a specialty finance company that is a closed-end, non-diversified management investment company incorporated in Maryland. Ares Capital has elected to be regulated as a business development company under the Investment Company Act of 1940, as amended. Ares Capital has elected to be treated as a regulated investment company under the Internal Revenue Code of 1986, as amended, and operates in a manner so as to qualify for the tax treatment applicable to RICs. Ares is led by Kipp Deveer as chief executive officer, Scott C. Lem as chief financial officer and treasurer, and Paul Cho as chief accounting officer. The Fund can be reached through: Kipp Deveer Ares Capital Corporation 245 Park Avenue, 44th Floor, New York, NY 10167 Telephone: (212) 750-7300 About Neptune Bidco US Inc. and Elliott Metron Co-Investor Aggregator L.P. Neptune Bidco US Inc. and Elliott Metron Co-Investor Aggregator L.P. are roviders of audience insights, data and analytics to entertainment industry in the U.S. NORTH HAVEN: Ares Capital Marks $28M 1L Secured Loan at 43% Off --------------------------------------------------------------- Ares Capital Corporation has marked its $28,000,000 loan extended to North Haven Falcon Buyer, LLC and North Haven Falcon Holding Company, LLC to market at $16,000,000 or 57% of the outstanding amount, according to Ares' Form 10-Q for the fiscal year ended March 31, 2025, filed with the U.S. Securities and Exchange Commission. Ares is a participant in a First Lien Senior Secured Loan to North Haven Falcon Buyer, LLC and North Haven Falcon Holding Company, LLC. The loan accrues interest at a rate of zero percent per annum. The loan matures on May 2027. Ares Capital is a specialty finance company that is a closed-end, non-diversified management investment company incorporated in Maryland. Ares Capital has elected to be regulated as a business development company under the Investment Company Act of 1940, as amended. Ares Capital has elected to be treated as a regulated investment company under the Internal Revenue Code of 1986, as amended, and operates in a manner so as to qualify for the tax treatment applicable to RICs. Ares is led by Kipp Deveer as chief executive officer, Scott C. Lem as chief financial officer and treasurer, and Paul Cho as chief accounting officer. The Fund can be reached through: Kipp Deveer Ares Capital Corporation 245 Park Avenue, 44th Floor, New York, NY 10167 Telephone: (212) 750-7300 About North Haven Falcon Buyer, LLC and North Haven Falcon Holding Company, LLC North Haven Falcon Buyer, LLC and North Haven Falcon Holding Company, LLC are manufacturers of aftermarket golf cart parts and accessories in the U.S. NORTHERN INYO: S&P Lowers GO Bonds and Revenue Bonds Rating to 'B' ------------------------------------------------------------------ S&P Global Ratings lowered its rating on Northern Inyo County Local Hospital District (NIHD), Calif.'s general obligation (GO) bonds and revenue bonds to 'B' from 'B+'. The outlook is stable. The lower rating reflects the district's ongoing large operating losses and thin maximum annual debt service (MADS) coverage. S&P said, "We view NIHD's social capital risk as elevated because its operations are in a modestly sized limited-service area in eastern California that remains challenged, with stagnant population and employment growth. NIHD's concentration in governmental payers is also contributing to its elevated social capital risk, as over 30% of net payers are attributable to Medicaid. We also view NIHD's physical risk as elevated given its location in an area historically prone to earthquakes and wildfires. That said, NIHD has partially mitigated physical risks by investing in strategic capital projects to meet state-mandated seismic building codes and by ensuring that the hospital is compliant with seismic standards through 2030. "We also analyzed NIHD's governance risk and determined it is elevated in light of ongoing risks associated with the district's underfunded defined-benefit pension plan, as the plan exposes NIHD to contribution volatility and could pressure operations. In addition, we view the district's ongoing delays in financial disclosure as a risk, though we note the management team has made significant improvements to reporting. Furthermore, the board of directors is elected by the voters and certified by the county and is not self-perpetuating, which we consider best practice, although we note that this structure has not hampered NIHD's ability to execute on its strategies. "The stable outlook reflects our view of NIHD's unrestricted reserves, specifically days' cash on hand, as providing some flexibility at the rating level as the district works to stabilize financial performance. "We could revise the outlook to negative or lower the rating if NIHD is unable to demonstrate a trend of performance closer to break-even or MADS coverage over 1x, as per S&P Global Ratings' calculation. We could also lower the rating if NIHD increases its already heavy debt load or violates its financial covenants such that an event of default is triggered. Finally, any deterioration in unrestricted reserves or enterprise profile characteristics could result in a lower rating. "We could revise the outlook to positive or raise the rating if NIHD's operating performance continues to improve, generating operating margins approaching break-even as well as adequate MADS coverage consistently above covenant levels. We would also view positively growth in unrestricted reserves, further reduction in leverage, and steps to address the large pension liability." NOSTRUM LABORATORIES: Seeks to Sell Drug-Related Assets at Auction ------------------------------------------------------------------ Nostrum Laboratories Inc. seeks approval from the U.S. Bankruptcy Court for the District of New Jersey, to sell Assets, free and clear of liens, interests, and encumbrances. The Debtor is engaged in the formulation and commercialization of specialty pharmaceutical products and controlled release, orally administered, branded and generic drugs. The Debtor manufactured several life-saving drugs that only it manufactures, such as theophylline SR in 100mg and 200mg dosages, which is used to treat a host of lung diseases. The Debtor had two plants -- one in Kansas City, Missouri which manufactured pills and another plant in Bryan, Ohio which manufactured liquids. The Debtor has been marketing its Assets in an orderly manner and with the assistance of its court-authorized investment banker, Raymond James & Associates, Inc. The Debtor has consummated all the sales with the exception of the sale of its real property and equipment in Bryon, Ohio and now seeks approval of the sale of those remaining assets. The Debtor has entered into an asset purchase agreement with the Purchaser previously, which the Debtor was unable to consummate because of the presence at the subject real property of a substantial quantity of controlled substances which cannot be legally transferred absent strict compliance with the federal Controlled Substances Act (21 USC, "CSA") and which were "Excluded Assets" under the APA which the Purchaser was not obligated to purchase. The Debtor has been in communication with the United States Drug Enforcement Administration and has outlined a procedure for the removal and destruction of the controlled substances which will satisfy the Debtor’s legal obligations under the CSA. The Debtor and Purchaser have continued to negotiate in an effort to restructure the transaction to accommodate for the legal disposal of the Excluded Assets. The Debtor believes that approval of the sale is in the best interests of the debtor estate, creditors, and other parties-in-interest. The Debtor asserts that the disagreements between Citizens Bank, which holds a lien on the equipment, and Waterford Bank, which holds the mortgage on the real property, over allocation of the Purchase Price and their interests will be adequately protected by their liens attaching to the proceeds of sale. The Debtor has previously provided accurate and reasonable notice of the sale to all persons and entities that have expressed an interest in purchasing the Sale Assets. The only parties previously expressing interest in the assets apart from Prasco were Big Shoulders who bid $250,000 on the equipment and Waterford Bank who credit bid on the real property. The credit bid would have encountered the very same issue created by the controlled substances and could not have been consummated. The Big Shoulders bid ($250,000) was for less money than is allocated to the equipment under the APA Amendment ($300,000). Moreover, the Debtor does not believe that there are any viable alternative options other than immediately pursuing a sale of the Sale Assets. The Debtor was hoping for a higher bid total at the auction, but the auction involved multiple bids for most of the assets. The bids are still subject to higher and better offers. The Debtor requests that the hearing to approve the sale of the Sale Assets and the auction should an auction occur all be scheduled for April 18, 2025. About Nostrum Laboratories Inc. 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. NRG ENERGY: Moody's Affirms Ba1 CFR Following LS Power Transaction ------------------------------------------------------------------ Moody's Ratings affirmed NRG Energy, Inc.'s (NRG) ratings, including its corporate family rating of Ba1, senior unsecured rating of Ba2, and senior secured rating of Baa3. NRG's SGL-2 speculative grade liquidity rating is unchanged. The rating affirmation follows NRG's announcement that it has agreed to acquire a portfolio gas-fired capacity and a virtual power plant platform from LS Power Equity Advisors, LLC (LS Portfolio). The company expects the transaction to close in the first quarter of 2026. NRG's outlook remains stable. RATINGS RATIONALE "The addition of the LS Portfolio will significantly strengthen NRG's business risk profile, as the company will be larger, more diversified, and more integrated," said Toby Shea, VP – Sr. Credit Officer. "The acquisition is also expected to push NRG's CFO pre-WC to debt ratio below downgrade guideline of 17% for one year in 2026. However, NRG is strongly committed to its deleveraging plan, and its CFO pre-WC to debt ratio should rise to 17% or above starting 2027." NRG's existing credit quality reflects that of a leading retail energy supplier that sells electricity to about 5 million residential customers in Texas and other deregulated states. The company also has other business operations, including retail energy supply to commercial and industrial customers, generation, and trading. NRG also owns a security and home automation business under its Vivint Smart Home, Inc. subsidiary. NRG performed as expected in 2024, both operationally and financially. The company delivered improved EBITDA in Texas despite the mild weather, while its operations outside of Texas benefited from expanded power and natural gas margins driven by lower supply costs and increased customer counts in the east. NRG's CFO pre-WC to debt ratio on a fully-adjusted basis was 21.8% and 21.9% in 2023 and 2024. The acquisition will significantly improve NRG's scale and diversity. With the addition of 18 natural gas-fired facilities totaling 12.9 GW, NRG's generation capacity will double. NRG currently has a significant concentration in coal generation, accounting for about 50% of its capacity. After the acquisition, the contribution from coal capacity will decrease to around 25%, which is positive from a fuel diversity and ESG standpoint. Similarly, NRG's generation base is currently heavily concentrated in ERCOT, with 81% of its capacity located there. This ERCOT capacity contribution will drop to 47% post-acquisition as the company's geographic diversity increases. Importantly, NRG will become more integrated as the LS Portfolio will give NRG enough capacity to serve its customers' load and peak demand. Currently, NRG buys a significant amount of power from the market to support its retail load. An integrated portfolio has many benefits because it allows the company to hedge retail loads' weather risk and supply costs more effectively and avoid the need to post large sums of collateral, especially in less liquid markets. Moreover, given the increase in electric demand expectations across several markets associated with digital infrastructure, transitioning away from market based resources to an integrated model is a credit supportive action. Following the acquisition, Moody's expects the contribution from retail and trading to fall below 50% of its total cash flow, which will also increase the transparency of the organization's financial and operational results. The acquisition of the LS Portfolio, along with the 0.74 GW Rockland acquisition announced in March and the 1.5 GW of expected new builds in Texas over the next few years, will result in higher leverage. However, based on the current forward market conditions and NRG's deleveraging plan, the company's CFO pre-WC to debt ratio will only fall slightly below the newly established downgrade threshold of 17% based on an improved business risk profile for one year – in 2026 before recovering to or above 17% starting in 2027. NRG's ratings incorporates its financial policy and deleveraging plan, which includes paying down $3.7 billion of debt between 2026 and 2028 while buying back $1 billion a year of shares following the acquisition. In a scenario where cash flows fall below expectations, Moody's understands that NRG will prioritize deleveraging its balance sheet until it achieves an adjusted net debt to EBITDA ratio of less than 3.0x, which is anticipated by the end of 2028 based on current projections. Rating Outlook NRG's existing stable outlook reflects its large and profitable retail operation and the continued strong forward power prices in the Texas wholesale market. It incorporates Moody's expectations that the company will manage its trading operation with adequate risk controls, limit illiquid positions, and maintain adequate liquidity. NRG's outlook will remain stable in light of the acquisition as the integrated strategy should lower business risk for the company and Moody's believes that the company's financial policy objective will prioritize debt reduction until it achieves an adjusted net debt to EBITDA of less than 3.0x. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Factors that Could Lead to an Upgrade Without the acquisition, NRG currently needs to maintain a CFO pre-WC to debt of 27% on a sustained basis for a us to consider an upgrade into investment grade. Relative to its peers, NRG has a relatively high CFO pre-WC to debt ratio threshold for an investment grade credit profile owing to the elevated business risk related to the high percentage of its cash flows and earnings generated from retail and trading activities, as opposed to hard asset in the form of generating plants. Following the LS Portfolio acquisition, Moody's are likely to lower the CFO pre-WC to debt ratio threshold to 25% from 27% on a sustained basis for consideration of a higher rating. The lower threshold following the acquisition reflects Moody's views that NRG can tolerate higher leverage because it will have lower business risk by owning more hard assets and becoming a larger, more diversified, and integrated organization. Factors that Could Lead to a Downgrade Moody's could take negative rating action should business conditions deteriorate in the retail or wholesale power markets, further increasing the company's business risk. Moody's could also take negative action should the company's trading risk exceed Moody's expectations or if its liquidity position materially weakens. Moreover, prior to the LS portfolio acquisition, to maintain its current ratings, Moody's expects NRG to maintain a CFO pre-WC to debt metric of at least 19%. Moody's would likely lower NRG's CFO pre-WC to debt ratio threshold or downgrade after the acquisition to 17% from 19% to reflect the lower business risk. Following the acquisition, NRG's rating will be dependent on its meeting its deleveraging plan, and Moody's could downgrade NRG should the company fail to follow through or deviate materially on its deleveraging commitment. Company Profile NRG is a leading competitive energy supplier headquartered in Houston, TX. The company owns about 12 GW of generation capacity and has a customer base that includes approximately 8 million residential customers (comprised of 6 million retail energy customers and 2 million smart home customers) in addition to commercial, industrial, and wholesale customers. NRG operates nationally, but Texas is the most important market, representing about half of its gross margin and cash flow among its energy businesses. The LS Portfolio will add 12.9 GW of generating capacity and 6 GW of virtual power plant capacity as part of the CPower platform. LIST OF AFFECTED RATINGS Issuer: NRG Energy, Inc. Affirmations: LT Corporate Family Ratings, Affirmed Ba1 Probability of Default Rating, Affirmed Ba1-PD Preferred Stock, Affirmed Ba3 Senior Secured Bank Credit Facility, Affirmed Baa3 Senior Secured Regular Bond/Debenture, Affirmed Baa3 Senior Unsecured Regular Bond/Debenture, Affirmed Ba2 Outlook Actions: Outlook, Remains Stable Issuer: Chautauqua Co. Capital Resource Corp., NY Affirmations: Senior Secured, Affirmed Baa3 Issuer: Delaware Economic Development Authority Affirmations: Senior Secured, Affirmed Baa3 Issuer: Fort Bend County Industrial Development Corp Affirmations: Backed Senior Secured, Affirmed Baa2 Issuer: Texas City Industrial Development Corp., TX Affirmations: Backed Senior Secured, Affirmed Baa2 Issuer: Alexander Funding Trust II Affirmations: Senior Secured, Affirmed Baa3 Outlook Actions: Outlook, Remains Stable The principal methodology used in these ratings was Unregulated Utilities and Unregulated Power Companies published in December 2023. OAKLAND VILLAGE: Seeks Chapter 11 Bankruptcy in Florida ------------------------------------------------------- On May 5, 2025, Oakland Village Associates FL LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the Middle District of Florida. According to court filing, the Debtor reports between $1 million and $10 million in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. About Oakland Village Associates FL LLC Oakland Village Associates FL LLC is a real estate company based in Orlando, Florida. Oakland Village Associates FL LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 25-02805) on May 5, 2025. In its petition, the Debtor reports estimated assets and liabilities between $1 million and $10 million each. Honorable Bankruptcy Judge Lori V. Vaughan handles the case. The Debtors are represented by Justin M. Luna, Esq., at LATHAM LUNA EDEN & BEAUDINE LLP. OCEAN BAY: Seeks Approval to Hire Grace Capital as Financial Broker ------------------------------------------------------------------- Ocean Bay Holdings, LLC seeks approval from the U.S. Bankruptcy Court for the District of New Jersey to employ Grace Capital LLC as financial broker. The firm will assist the Debtor to obtain financing for a commercial real estate loan. The proposed compensation is one point origination fee to be paid at the time of closing. The firm can be reached at: Grace Capital LLC 1033 Federal St. Philidelphia, PA 19147 About Ocean Bay Holdings Ocean Bay Holdings LLC is a limited liability company. Ocean Bay Holdings LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.N.J. Case No. 25-12234) 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. The Debtor is represented by Brian W. Hofmeister, Esq. at Law Firm of Brian W. Hofmeister, LLC. OCEAN POWER: Shareholders OK 100MM Common Share Increase -------------------------------------------------------- A Special Meeting of Stockholders of Ocean Power Technologies, Inc., was held during which the proposal to approve an amendment to the Company's Certificate of Incorporation to increase the number of authorized shares of common stock, par value $.001 per share, from 200,000,000 to 300,000,000 was voted on by the stockholders of the Company. The results of the voting were as follows: Number of Votes Voted For: 48,135,454 Number of Votes Voted Against: 23,904,787 Number of Votes Abstaining: 1,343,531 About Ocean Power Technologies Ocean Power Technologies, Inc. -- https://oceanpowertechnologies.com/ -- provides intelligent maritime solutions and services that enable safer, cleaner, and more productive ocean operations for the defense and security, oil and gas, science and research, and offshore wind markets. The Company's PowerBuoy platforms provide clean and reliable electric power and real-time data communications for remote maritime and subsea applications. The Company also offers WAM-V autonomous surface vessels (ASVs) and marine robotics services. The Company's headquarters is located in Monroe Township, New Jersey, with an additional office in Richmond, California. Iselin, New Jersey-based EisnerAmper LLP, the Company's auditor since 2020, issued a "going concern" qualification in its report dated July 25, 2024, citing that the Company has recurring net losses and net cash flow used in operations that raise substantial doubt about its ability to continue as going concern. As of January 31, 2025, Ocean Power Technologies had $34.4 million in total assets, $5.5 million in total liabilities, and $28.9 million in total shareholders' equity. OLYMPIA ACQUISITION: Ares Capital Marks $13.6M 1L Loan at 63% Off ----------------------------------------------------------------- Ares Capital Corporation has marked its $13,600,000 loan extended to Olympia Acquisition, Inc., Olympia TopCo, L.P., and Asclepius Holdings LLC to market at $5,000,000 or 37% of the outstanding amount, according to Ares' Form 10-Q for the fiscal year ended March 31, 2025, filed with the U.S. Securities and Exchange Commission. Ares is a participant in a First Lien Senior Secured Loan to Olympia Acquisition, Inc., Olympia TopCo, L.P., and Asclepius Holdings LLC. The loan accrues interest at a rate of 13.95% payment in kind per annum. The loan matures on February 2027. Ares Capital is a specialty finance company that is a closed-end, non-diversified management investment company incorporated in Maryland. Ares Capital has elected to be regulated as a business development company under the Investment Company Act of 1940, as amended. Ares Capital has elected to be treated as a regulated investment company under the Internal Revenue Code of 1986, as amended, and operates in a manner so as to qualify for the tax treatment applicable to RICs. Ares is led by Kipp Deveer as chief executive officer, Scott C. Lem as chief financial officer and treasurer, and Paul Cho as chief accounting officer. The Fund can be reached through: Kipp Deveer Ares Capital Corporation 245 Park Avenue, 44th Floor New York, NY 10167 Telephone: (212) 750-7300 About Olympia Acquisition, Inc. Olympia Acquisition, Inc., Olympia TopCo, L.P., and Asclepius Holdings LLC are providers of behavioral health and special education platform in the U.S. OLYMPIA ACQUISITION: Ares Capital Marks $66.7M 1L Loan at 63% Off ----------------------------------------------------------------- Ares Capital Corporation has marked its $66,700,000 loan extended to Olympia Acquisition, Inc., Olympia TopCo, L.P., and Asclepius Holdings LLC to market at $24,700,000 or 37% of the outstanding amount, according to Ares' Form 10-Q for the fiscal year ended March 31, 2025, filed with the U.S. Securities and Exchange Commission. Ares is a participant in a First Lien Senior Secured Loan to Olympia Acquisition, Inc., Olympia TopCo, L.P., and Asclepius Holdings LLC. The loan accrues interest at a rate of 13.95% payment in kind per annum. The loan matures on February 2027. Ares Capital is a specialty finance company that is a closed-end, non-diversified management investment company incorporated in Maryland. Ares Capital has elected to be regulated as a business development company under the Investment Company Act of 1940, as amended. Ares Capital has elected to be treated as a regulated investment company under the Internal Revenue Code of 1986, as amended, and operates in a manner so as to qualify for the tax treatment applicable to RICs. Ares is led by Kipp Deveer as chief executive officer, Scott C. Lem as chief financial officer and treasurer, and Paul Cho as chief accounting officer. The Fund can be reached through: Kipp Deveer Ares Capital Corporation 245 Park Avenue, 44th Floor, New York, NY 10167 Telephone: (212) 750-7300 About Olympia Acquisition, Inc., Olympia TopCo, L.P., and Asclepius Holdings LLC Olympia Acquisition, Inc., Olympia TopCo, L.P., and Asclepius Holdings LLC are providers of behavioral health and special education platform in the U.S. ONONDAGA CIVIC: S&P Affirms 'BB+' Rating on 2015A&B Revenue Bonds ----------------------------------------------------------------- S&P Global Ratings revised its outlook to positive from stable and affirmed its 'BB+' rating on Onondaga Civic Development Corp., N.Y.'s series 2015A and 2015B revenue bonds, issued on behalf of Onondaga Community College Housing Development Corp. (OCCHD). The positive outlook revision recognizes the improvement in occupancy, debt service coverage (DSC) and reserve levels, and expectations that these credit factors will be maintained or improve. S&P said, "We analyzed the college housing project's environmental, social, and governance (ESG) credit factors pertaining to its market position, management and governance, and financial performance. In addition, we believe Onondaga is affected by demographic pressure and a competitive environment, which we view as social capital risk. We evaluated the college housing project's environmental and governance factors and found them to be neutral within our credit analysis. "The positive outlook reflects our view of improved occupancy, supported by an increase of available beds subsequent to the expiration of health and safety mandates that limited their number. It also reflects the project's improved coverage above covenanted levels, which its management expects will continue through fiscal 2026, without external support as in previous years. It also reflects the absence of significant additional debt plans in the near term. "We could consider a negative rating action if occupancy levels fall and remain materially lower than recently improved figures amid demographic and competitive pressure, and if coverage levels decline such that a draw on available funds is necessary, materially reducing financial flexibility. "We could consider raising the rating to the 'BBB' category if the housing corporation sustains housing occupancy near current levels, continues to post healthy operations supporting solid coverage, and maintains reserves near current levels." OUR FAMILY: Gets Final OK to Use Cash Collateral ------------------------------------------------ Our Family Direct Primary Care, PLLC received final approval from the U.S. Bankruptcy Court for the Western District of Kentucky, Louisville Division, to use cash collateral. The final order signed by Judge Joan LLoyd authorized the Debtor to use cash collateral to pay the expenses set forth in its budget, with a 10% variance allowed. The budget projects total monthly operational expenses of $8,230. Bank of America and the U.S. Small Business Administration assert an interest in the Debtor's cash collateral. As protection, the secured creditors were granted replacement liens on property acquired by the Debtor after the petition date that is similar to their pre-bankruptcy collateral. In addition, Bank of America will receive a monthly payment of $500 as further protection. About Our Family Direct Primary Care Our Family Direct Primary Care, PLLC operates an outpatient primary care medical practice in Louisville, Ky., and offers premium direct primary care. Our Family Direct Primary Care filed Chapter 11 petition (Bankr. W.D. Ky. Case No. 25-30532) on March 7, 2025. listing up to $100,000 in assets and up to $500,000 in liabilities. John T. Manire, sole member of Our Family, signed the petition. Judge Joan A. Lloyd oversees the case. The Debtor is represented by Peter M. Gannott, Esq., at Gannott Law Group, PLLC. OUTERSTUFF LLC: S&P Affirms 'B-' ICR, Outlook Stable ---------------------------------------------------- S&P Global Ratings affirmed all its ratings on U.S.- based Outerstuff LLC including the 'B-' issuer credit rating with a stable outlook. Concurrently, S&P affirmed its 'B-' rating on the company's senior secured term loan. The recovery rating on this debt is '3', indicating its expectations of meaningful (50%-70%; rounded estimate: 50%) recovery in the event of a payment default. S&P said, "The stable outlook reflects our expectation that revenue and EBITDA could decline within the next 12 months amid a more cautious consumer spending environment, though adjusted EBITDA interest coverage will likely remain above 2x in 2025. "The rating affirmation reflects that despite Outerstuff's improved credit metrics, we see potential risks to operating performance in fiscal 2025. The company's total revenue in 2024 grew 19.4% year over year, driven by year-over-year gains from all major licenses, particularly in the National Football League (NFL), National Basketball Association (NBA), and Major League Baseball (MLB) businesses. Adjusted EBITDA in 2024 grew more than 80% year over year, driven by revenue growth and tight expense management. As a result, EBITDA interest coverage improved to 2.4x at the end of 2024 from the low-1x area at the end of 2023. The company continued to add new licenses in 2024 including Erin Andrews for NFL and Big and Tall for FIFA, and extended its license with NHL, National Basketball Players Association (NBAPA), and Women's National Basketball Players Association (WNBAPA). The company also generated $40 million free operating cash flow (FOCF) in 2024, much higher than our previous expectation of about breakeven cash flow, due to higher profitability and working capital benefit. "However, we expect the company's sales to decline in the mid-teens percentage area in 2025 due to lower demand for Outerstuff's products due to weaker consumer discretionary spending as well as a tough comparison against a very strong 2024. We expect adjusted EBITDA to decline double digits due to lower revenue and higher costs, partially from incremental tariff costs. Offsetting lower profitability, we expect lower debt as the company recently made a $9.8 million paydown on its term loan. As a result, we expect EBITDA interest coverage to remain in the low-2x area, similar to 2024 levels. We project FOCF will be lower in 2025 at around $20 million due to lower profitability. Therefore, we have a more favorable view of the company's financial risk profile due to its recent performance and improved financial metrics." However, the business is relatively small in size and it has a narrow focus within the niche licensed youth sports apparel segment. The company manufactures and distributes youth sports apparel, active-wear, and outerwear through its exclusive licensed contracts with brands such as Nike, and U.S. sports leagues such as the NFL, NBA and MLB. A loss of any of the licensing agreements or major customer would significantly hurt the company's topline and profitability, and increase volatility in its operating performance. Liquidity and covenant headroom has improved, though liquidity could tighten if performance starts to deteriorate. Due to the improvement in operating performance, liquidity and covenant headroom have improved as well. The company has about $85.6 million total liquidity including $22.8 million of cash on its balance sheet and $62.8 million availability on its asset-based lending (ABL) facility compared with about $43 million total liquidity at the close of the amend-and-extend transaction in December 2023 and minimum liquidity covenant of $10 million, tested monthly. At the end of 2024, the covenant EBITDA is more than 80% higher than the $27.25 million minimum EBITDA requirement, which is calculated on a last-12-months basis and tested quarterly. In addition, the credit agreement for the company's ABL revolver includes a minimum fixed-charge coverage ratio (FCCR) of 1x that is tested if the availability under the ABL revolver falls below 15% of the lesser of the borrowing base and aggregate commitments, but not less than $10 million. S&P does not expect this covenant to be tested, but if it does, it expects more than 15% cushion under the minimum FCCR in 2025. S&P said, "We believe the company is moderately exposed to potential tariff risk. Roughly 30% of Outerstuff's production is for the international business and 20%-25% of the production is domestic production, therefore, roughly 50% of the production is not subject to tariffs. For the remainder 50% that is subject to tariff, the company is working to mitigate the impact by either fully passing it to its suppliers or splitting the impact with its suppliers. We believe Outerstuff's China exposure is relatively low, with less than 5% of its total production from China. Our forecast assumes that tariffs impact the majority of fiscal 2025 and persist through fiscal 2026, and that Outerstuff can mitigate roughly half of increased costs through supplier negotiations and price increases. We acknowledge the high level of uncertainty surrounding these assumptions, including the percentage rate of U.S. China tariffs. "The stable outlook reflects our expectation that revenue and EBITDA could decline within the next 12 months amid a more cautious consumer spending environment, though adjusted EBITDA interest coverage will likely remain above 2x in 2025." S&P could lower its ratings if the company's EBITDA interest coverage fell to the low-1x area. This could occur if: -- There is a loss of a significant licensing agreement or a major customer. -- The company is not able to offset higher costs from tariff on imported goods with mitigating actions. -- Free cash flow generation deteriorates and turns negative because its products fall out of favor, which would lead to concerns about the sustainability of the capital structure. S&P could raise its ratings if the company continued to improve its performance, such that EBITDA interest coverage were sustained above 2x and generated consistent positive FOCF of at least $20 million. This could happen if: -- Demand exceeded our expectation due to new licensing deals, increased distribution, and cost control taking hold; or -- One or more of its minimum revenue guarantee contracts were the renegotiated to lower its fixed obligations. PALMETTO SCHOLARS: S&P Affirms 'BB' Rating on Tax-Exempt Rev Bonds ------------------------------------------------------------------ S&P Global Ratings revised the outlook to stable from negative and affirmed its 'BB' rating on South Carolina Jobs Economic Development Authority's series 2015A tax-exempt revenue bonds, issued for Palmetto Scholars Academy, S.C. (PSA). S&P said, "The outlook revision reflects our opinion of PSA's improved financial performance with positive operating margins and lease-adjusted maximum annual debt service (MADS) coverage above 1.0x in the past two fiscal years, and management's expectation that this improvement will be sustained, supported by recent enrollment growth exceeding 10%. "We view PSA's governance structure risk as elevated due to limited leadership depth following several management changes over the past five years, which have contributed, in part, to performance variability. However, we view the new leadership's efforts to improve finances and operations positively, partially mitigating elevated governance structure factors. "Data from S&P Global Sustainable1 shows that Charleston County, compared with other locations nationally, faces elevated exposure to coastal and river flooding risk due to its proximity to the Atlantic Ocean. Based on PSA's location within the county, we believe the elevated exposure to flooding risk could pose future risks to the school's existing infrastructure, which could become material to our view of creditworthiness. However, we believe this risk is partially mitigated by PSA's location in a more inland area. "We view the school's social factors as neutral in our credit rating analysis. "The stable outlook reflects our expectation that PSA will sustain operating performance in line with recent levels, while maintaining a stable demand profile and consistent liquidity position. We also expect the current management team will remain stable over the outlook period. We do not expect PSA will issue additional debt. "We could consider a negative rating action if enrollment and demand decrease such that operations weaken to full-accrual deficits and lease-adjusted MADS coverage is below covenant requirements. We would also view negatively a material drawdown of liquidity or the issuance of debt without commensurate growth in resources. "We could consider a positive rating action if student demand and management are stable, financial operations remain positive, and liquidity strengthens to a level commensurate with that of higher-rated peers." PARTIDA HOLDINGS: Seeks to Tap Fellers Snider as Bankruptcy Counsel ------------------------------------------------------------------- Partida Holdings of Tulsa, LLC seeks approval from the U.S. Bankruptcy Court for the Western District of Oklahoma to employ Fellers, Snider, Blankenship, Bailey & Tippens PC as counsel. The firm will render these services: (a) advise the Debtor with respect to its powers and duties in the continuing operation of its business and management of its property; (b) prepare on behalf of the Debtor all necessary legal papers; and (c) perform all other legal services for the Debtor which may be necessary herein. Stephen Moriarty, the primary attorney in this representation, will be paid at his hourly rate of $575. Mr. Moriarty 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: Stephen J. Moriarty, Esq. Fellers, Snider, Blankenship, Bailey & Tippens P.C. 100 N. Broadway, Suite 1700 Oklahoma City, OK 73102 Telephone: (405) 232-0621 Facsimile: (405) 232-9659 Email: smoriarty@fellerssnider.com About Partida Holdings of Tulsa Partida Holdings of Tulsa, LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Okla. Case No. 25-11038) on April 10, 2025, listing up to $50,000 in estimated assets and up to $10 million in estimated liabilities. Judge Sarah A. Hall oversees the case. Stephen J. Moriarty, Esq., at Fellers, Snider, Blankenship, Bailey & Tippens P.C. serves as the Debtor's counsel. PATHWAY VET: Ares Capital Marks $76.3M 2L Secured Loan at 35% Off ----------------------------------------------------------------- Ares Capital Corporation has marked its $76,300,000 loan extended to Pathway Vet Alliance LLC and Jedi Group Holdings LLC to market at $49,600,000 or 65% of the outstanding amount, according to Ares' Form 10-Q for the fiscal year ended March 31, 2025, filed with the U.S. Securities and Exchange Commission. Ares is a participant in a Second Lien Senior Secured Loan to Pathway Vet Alliance LLC and Jedi Group Holdings LLC. The loan accrues interest at a rate of zero percent per annum. The loan matures on March 2020. Ares Capital is a specialty finance company that is a closed-end, non-diversified management investment company incorporated in Maryland. Ares Capital has elected to be regulated as a business development company under the Investment Company Act of 1940, as amended. Ares Capital has elected to be treated as a regulated investment company under the Internal Revenue Code of 1986, as amended, and operates in a manner so as to qualify for the tax treatment applicable to RICs. Ares is led by Kipp Deveer as chief executive officer, Scott C. Lem as chief financial officer and treasurer, and Paul Cho as chief accounting officer. The Fund can be reached through: Kipp Deveer Ares Capital Corporation 245 Park Avenue, 44th Floor New York, NY 10167 Telephone: (212) 750-7300 About Pathway Vet Alliance LLC and Jedi Group Holdings LLC Pathway Vet Alliance LLC and Jedi Group Holdings LLC both operate veterinary hospitals in the U.S. PB RESTAURANTS: Andrew Layden Named Subchapter V Trustee -------------------------------------------------------- The U.S. Trustee for Region 21 appointed Andrew Layden as Subchapter V trustee for PB Restaurants, LLC. Mr. Layden 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. Layden declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Andrew Layden 200 S. Orange Avenue, Suite 2300 Orlando, FL 32801 Telephone: 407-649-4000 Email: alayden@bakerlaw.com About PB Restaurants PB Restaurants, LLC is a hospitality company specializing in operating restaurant concepts, providing dining experiences at various locations. PB Restaurants sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 25-01957) on April 4, 2025. In its petition, the Debtor reported between $100,000 and $500,000 in assets and between $1 million and $10 million in liabilities. Judge Lori V. Vaughan handles the case. The Debtor is represented by R. Scott Shuker, Esq., at Shuker & Dorris, P.A. PERATON CORP: Moody's Cuts CFR to 'Caa2', Outlook Negative ---------------------------------------------------------- Moody's Ratings downgraded Peraton Corp.'s (Peraton) corporate family rating to Caa2 from B3 and probability of default rating to Caa2-PD from B3-PD. Concurrently, Moody's downgraded the backed senior secured first lien bank credit facilities to Caa1 from B2. Moody's did not take any action on the backed senior unsecured notes that are rated Baa2, because they are guaranteed by HP Inc. (Baa2 stable). The outlook remains negative. The downgrade reflects Moody's growing concern for a potential distressed exchange. The company has yet to demonstrate an ability to materially deleverage itself following material acquisitions completed in 2021. Moody's expects that adjusted debt/EBITDA will be around 9.5x over the next 12-18 months. Moody's anticipates revenue and earnings to decline during this period as profitable contracts conclude and are replaced with lower margin contracts. Weak liquidity will be driven by Moody's expectations for negative free cash flow in 2025 and a revolving credit facility that expires in February 2026. The negative outlook reflects Moody's growing concern for a distressed exchange within the next two years and weakening credit metrics. Moody's expects operating performance will deteriorate in 2025 as the customer contract mix shifts to less profitable work. RATINGS RATIONALE The Caa2 CFR reflects Moody's growing concern of a distressed exchange, a governance concern. Peraton will continue to have very high financial leverage, partly offset by the company's solid market position as a diversified service provider to the US federal government. Credit metrics are weak because the company grew through an aggressive debt-funded growth strategy. Moody's expects revenue and earnings will decline in 2025 because of a shift in contract mix towards less profitable work. Peraton benefits from a solid market position supported by scale and strong technical qualifications. Peraton is one of the largest providers of IT and other technical services to the federal government. The company's largest customer is the Department of Defense, and it has good contract diversity with over half of contracts by revenue from civilian agencies. The first lien facilities are rated Caa1, one notch above the CFR, as its recovery prospects in the event of a default would be buffered by the first loss position of the second lien term loan (unrated). Liquidity is weak with Moody's expectations of negative free cash flow in 2025 and a revolving credit facility that expires in less than one year. A comprehensive review of all credit ratings for the respective transactions has been conducted during a rating committee. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Ratings could be downgraded if the probability of a distressed exchange increases or liquidity erodes. The ratings could also be downgraded if earnings fail to improve materially. Ratings could be upgraded if liquidity improves, including extension of the revolver and sustained positive free cash flow. A significant reduction of refinancing risk and a material improvement in operating performance could also support an upgrade. Peraton Corp., headquartered in Reston, Virginia, is a provider of communications networks and systems, enterprise IT and mission support for federal agencies. The company is owned by Veritas Capital. Revenue for the twelve months ended December 31, 2024 was $6.9 billion. The principal methodology used in these ratings was Aerospace and Defense published in December 2024. PINEAPPLE PROPERTIES: Gets Extension to Access Cash Collateral -------------------------------------------------------------- The U.S. Bankruptcy Court, Middle District of Florida, Jacksonville Division, granted Pineapple Properties of SA, LLC second interim approval to use cash collateral. The second interim order authorized the company to use cash collateral until June 10 to pay the expenses set forth in its budget. As protection, SouthState Bank N.A., the U.S. Small Business Administration, Forward Finance and other creditors with secured interests in the cash collateral were granted replacement liens on post-petition assets. The liens will have the same validity and priority as the secured creditors' pre-bankruptcy security interests. Additionally, SouthState Bank will receive $4,415.04 per month, starting this month until further court order or confirmation of its Chapter 11 plan. The next hearing is set for June 10. About Pineapple Properties of SA Pineapple Properties of SA, LLC operates the 44 Spanish Street Inn located in St. Augustine, Fla. Originally built in 1920, the Inn offers guests a historic setting with modern amenities. The Inn has eight guest rooms, each featuring private baths, and provides convenient access to local attractions. Pineapple Properties of SA sought relief under Chapter 11 of the Bankruptcy Code filed its voluntary petition for Chapter 11 protection (Bankr. M.D. Fla. Case No. 25-00647) on March 5, 2025, listing $13,172 in assets and $1,184,420 in liabilities. Brian A. Funk as managing member, signed the petition. Judge Jacob A Brown oversees the case. Bryan K. Mickler, Esq., at Mickler & Mickler is the Debtor's legal counsel. SouthState Bank N.A., as secured creditor, is represented by: Christian P. George, Esq. 50 North Laura Street, Suite 3100 Jacksonville, FL 32202 Telephone: (904) 798-3700 Facsimile: (904) 798-3730 christian.george@akerman.com PIVOTAL ANALYTICS: Kathleen DiSanto Named Subchapter V Trustee -------------------------------------------------------------- The U.S. Trustee for Region 21 appointed Kathleen DiSanto, Esq., at Bush Ross, P.A., as Subchapter V trustee for Pivotal Analytics, Inc. Ms. DiSanto will be paid an hourly fee of $350 for her services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Ms. DiSanto declared that she is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Kathleen L. DiSanto, Esq. Bush Ross, P.A. P.O. Box 3913 Tampa, FL 33601-3913 Phone: (813) 224-9255 Fax: (813) 223-9620 Email: disanto.trustee@bushross.com About Pivotal Analytics Inc. Pivotal Analytics, Inc. is a data analytics and insights company seeking to redefine how healthcare systems and their partners identify growth opportunities and optimize real estate investment decisions in a value-based care market. It offers a range of services, including market evaluation, competitive analysis, and assessments of consumer demand, provider supply, and productivity. These insights help optimize healthcare assets and services. Pivotal Analytics sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 25-00608) on April 7, 2025. In its petition, the Debtor reported total assets of $760,589 and total liabilities of $5,105,176. Judge Caryl E. Delano handles the case. The Debtor is represented by Michael Dal Lago, Esq., at Dal Lago Law. PLENTY UNLIMITED: Committee Hires Province as Financial Advisor --------------------------------------------------------------- The official committee of unsecured creditors appointed in the Chapter 11 cases of Plenty Unlimited Texas, LLC and its affiliates seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to employ Province LLC as financial advisor. The firm will render these services: (a) become familiar with and analyzing the Debtors' DIP budget, assets and liabilities, and overall financial condition; (b) review financial and operational information furnished by the Debtors; (c) monitor the sale process, interface with the Debtors' professionals, and advise the committee regarding the process; (d) scrutinize the economic terms of various agreements; (e) analyze the Debtors' proposed business plans and develop alternative scenarios, if necessary; (f) assess the Debtors' various pleadings and proposed treatment of unsecured creditor claims therefrom; (g) prepare, or review as applicable, avoidance action and claim analyses; (h) assist the committee in reviewing the Debtors' financial reports; (i) advise the committee on the current state of these Chapter 11 cases; (j) advise the committee in negotiations with the Debtors and third parties as necessary; (k) if necessary, participate as a witness in hearings before the court with respect to matters upon which Province has provided advice; and (l) perform other activities as are approved by the committee, its counsel, and as agreed to by Province. The firm will be paid at these hourly rates: Managing Directors and Partners $900 - $1,450 Vice Presidents, Directors and Senior Directors $700 - $1,050 Analysts, Associates and Senior Associates 350 - $825 Paraprofessional/Admin $270 - $450 In addition, the firm will seek reimbursement for expenses incurred. Paul Navid, a partner at Province, 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: Paul Navid, Esq. Province LLC 2360 Corporate Cir Ste 340 Henderson, NV 89074 About Plenty Unlimited Texas Plenty Unlimited Texas, LLC and its affiliates are an innovative Agricultural Technology (AgTech) companies with a platform focused on indoor vertical farming. Plenty Unlimited Texas and its affiliates filed their voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 25-90105) on March 23, 2025. At the time of the filing, the Debtors estimated $100 million to $500 million in both assets and liabilities. The petitions were signed by Daniel Malech as interim chief executive officer. Judge Christopher M Lopez handles the cases. Duston K. McFaul, Esq. at Sidley Austin, LLP represents the Debtors as legal counsel. The Debtors tapped Jefferies, LLC as investment banker; Uzzi & Lall as financial and restructuring advisor; and Stretto, Inc. as claims agent. On April 8, 2025, the United States Trustee for the Southern District of Texas for Region 7 appointed an official committee of unsecured creditors in these Chapter 11 cases. The committee tapped McDermott Will & Emery LLP as counsel, Sands Anderson PC as special counsel, and Province LLC as financial advisor. PLENTY UNLIMITED: Committee Taps McDermott Will & Emery as Counsel ------------------------------------------------------------------ The official committee of unsecured creditors appointed in the Chapter 11 cases of Plenty Unlimited Texas, LLC and its affiliates seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to employ McDermott Will & Emery LLP as counsel. The firm will render these services: (a) advise the committee with respect to its rights, powers, and duties in the Chapter 11 cases; (b) participate in in-person and telephonic meetings of the committee and subcommittees formed thereby, if any; (c) assist and advise the committee in its meetings and negotiations with the Debtors and other parties in interest regarding the Chapter 11 cases; (d) assist the committee in analyzing claims asserted against, and interests in, the Debtors, and in negotiating with the holders of such claims and interests and bringing, or participating in, objections or estimation proceedings with respect to such claims and interests; (e) assist the committee in analyzing the Debtors' assets and liabilities; (f) assist the committee in its investigation of the acts, conduct, assets, liabilities, management, and financial condition of the Debtors, its historic and ongoing operations of their businesses, and the desirability of the continuation of any portion of those operations, and any other matters relevant to the Chapter 11 cases; (g) assist the committee in its analysis of, and negotiations with the Debtors or any third party related to, financing, asset disposition transactions, and compromises of controversies, reviewing and determining its rights and obligations under leases and executory contracts, and assisting, advising, and representing the Committee in any manner relevant to the assumption and rejection of executory contracts and unexpired leases; (h) assist the committee in its analysis of, and negotiations with, the Debtors or any third party related to, the formulation, confirmation, and implementation of a Chapter 11 plan(s) and all documentation related thereto (including the disclosure statement); (i) assist, advise, and represent the committee in understanding its powers and duties under the Bankruptcy Code and the Bankruptcy Rules and in performing other services as are in the interests of those represented by the committee; (j) assist and advise the committee with respect to communications with the general creditor body regarding significant matters in the Chapter 11 cases; (k) respond to inquiries from individual creditors as to the status of, and developments in, the Chapter 11 cases; (l) represent the committee at hearings and other proceedings before the court and other courts or tribunals, as appropriate; (m) review and analyze complaints, motions, applications, orders, and other pleadings filed with the court, and advise the committee with respect to formulating positions with respect, and filing responses, thereto; (n) assist the committee in its review and analysis of, and negotiations with the Debtors and their non-Debtor affiliates related to intercompany claims and transactions; (o) review and analyze third-party analyses and reports prepared in connection with the Debtors' potential claims and causes of action, advise the committee with respect to formulating positions thereon, and perform such other diligence and independent analysis as may be requested by the committee; (p) advise the committee with respect to applicable federal and state regulatory issues, as such issues may arise in the Chapter 11 cases; (q) assist the committee in preparing pleadings and applications, and pursuing or participating in adversary proceedings, contested matters, and administrative proceedings as may be necessary or appropriate in furtherance of its duties; (r) take all necessary or appropriate actions as may be required in connection with the administration of the Debtors' estates; and (s) perform such other legal services as may be necessary or as may be requested by the committee in accordance with its powers and duties as set forth in the Bankruptcy Code. The firm will be paid at these hourly rates: Partners $1,500 - $2,365 Associates $895 - $1,485 Non-Lawyer Professionals $300 - $1,320 In addition, the firm will seek reimbursement for expenses incurred. Charles Gibbs, Esq., a partner at McDermott Will & Emery, 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: Charles R. Gibbs, Esq. McDermott Will & Emery LLP 2801 North Harwood Street, Suite 2600 Dallas, TX 75201 Telephone: (214) 295-8000 Facsimile: (972) 232-3098 About Plenty Unlimited Texas Plenty Unlimited Texas, LLC and its affiliates are an innovative Agricultural Technology (AgTech) companies with a platform focused on indoor vertical farming. Plenty Unlimited Texas and its affiliates filed their voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 25-90105) on March 23, 2025. At the time of the filing, the Debtors estimated $100 million to $500 million in both assets and liabilities. The petitions were signed by Daniel Malech as interim chief executive officer. Judge Christopher M Lopez handles the cases. Duston K. McFaul, Esq. at Sidley Austin, LLP represents the Debtors as legal counsel. The Debtors tapped Jefferies, LLC as investment banker; Uzzi & Lall as financial and restructuring advisor; and Stretto, Inc. as claims agent. On April 8, 2025, the United States Trustee for the Southern District of Texas for Region 7 appointed an official committee of unsecured creditors in these Chapter 11 cases. The committee tapped McDermott Will & Emery LLP as counsel, Sands Anderson PC as special counsel, and Province LLC as financial advisor. PLENTY UNLIMITED: Committee Taps Sands Anderson as Special Counsel ------------------------------------------------------------------ The official committee of unsecured creditors appointed in the Chapter 11 cases of Plenty Unlimited Texas, LLC and its affiliates seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to employ Sands Anderson PC as special counsel. The firm will render these services: (a) review and analyze all motions, notices, claims, documents, and other legal papers filed by mechanic's and materialman's lien claimants related to these Chapter 11 cases; (b) assist, advise, and represent the committee in the analysis and evaluation of mechanic's and materialman's claims and liens; (c) assist, advise, and represent the committee in its review and analysis of, and negotiations with the Debtors related to mechanic's and materialman's lien claims; (d) assist the committee in analyzing claims asserted against, and interests in, the Debtors, and in negotiating with the holders of such claims and interests and bringing, or participating in, objections or estimation proceedings with respect to such claims and interests; (e) assist, advise, and represent the committee with respect to matters of Virginia law, including mechanic's and materialman's law; (f) assist, advise, and represent the committee in and/or issues concerning the Joint Chapter 11 Plan of Reorganization of Plenty Unlimited Texas LLC and its Debtor Affiliates; and (g) perform such other legal services as may be necessary or as may be requested by the committee in accordance with its powers and duties as set forth in the Bankruptcy Code. The firm will be paid at these hourly rates: Webb Moore, Counsel $625 Jon Hollis, Counsel $595 Associate $425 Non-Lawyer Professional $275 In addition, the firm will seek reimbursement for expenses incurred. Mr. Moore 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: Web Moore, Esq. Sands Anderson P.C. 150 Peppers Ferry Road NE Christianburg, VA 24073 Telephone: (540) 260-9011 Facsimile: (540) 260-0022 About Plenty Unlimited Texas Plenty Unlimited Texas, LLC and its affiliates are an innovative Agricultural Technology (AgTech) companies with a platform focused on indoor vertical farming. Plenty Unlimited Texas and its affiliates filed their voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 25-90105) on March 23, 2025. At the time of the filing, the Debtors estimated $100 million to $500 million in both assets and liabilities. The petitions were signed by Daniel Malech as interim chief executive officer. Judge Christopher M Lopez handles the cases. Duston K. McFaul, Esq. at Sidley Austin, LLP represents the Debtors as legal counsel. The Debtors tapped Jefferies, LLC as investment banker; Uzzi & Lall as financial and restructuring advisor; and Stretto, Inc. as claims agent. On April 8, 2025, the United States Trustee for the Southern District of Texas for Region 7 appointed an official committee of unsecured creditors in these Chapter 11 cases. The committee tapped McDermott Will & Emery LLP as counsel, Sands Anderson PC as special counsel, and Province LLC as financial advisor. POOLE FUNERAL: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------ Four affiliates that filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code: Petition Date: May 12, 2025 Debtor Case No. ------ -------- Poole Funeral Home Real Estate, LLC 25-11197 1970 Eagle Drive Woodstock, GA 30189 Poole Funeral Home Holdings TN, Inc. 25-11198 1970 Eagle Drive Woodstock, GA 30189 Laurenbrook Management, Inc. 25-11199 1970 Eagle Drive Woodstock, GA 30189 Petition Date: May 13, 2025 Poole Funeral Home Enterprises, Inc. 25-11200 6362 S. Lee Street Morrow, GA 30260 Business Description: Poole Funeral Home Real Estate, LLC operates Poole Funeral Homes at Woodstock, a locally owned funeral facility in North Georgia. The Company offers burial, cremation, veteran, green burial, and personalization services, along with caskets and urns. It emphasizes community-focused service, positioning itself as an alternative to corporately owned funeral providers. Chapter 11 Petition Date: May 12, 2025 Court: United States Bankruptcy Court Eastern District of Tennessee Judge: Hon. Nicholas W Whittenburg Debtors' Bankruptcy Counsel: Roy Michael Roman, Esq. RMR LEGAL PLLC 70 N. Ocoee Street Cleveland, TN 37311 Tel: (423) 528-8484 Email: Roymichael@rmrlegal.com Poole Funeral Home Real Estate, LLC's Estimated Assets: $1 million to $10 million Poole Funeral Home Real Estate, LLC's Estimated Liabilities: $10 million to $50 million Poole Funeral Home Holdings' Estimated Assets: $10 million to $50 million Poole Funeral Home Holdings' Estimated Liabilities: $10 million to $50 million Laurenbrook Management's Estimated Assets: $500,000 to $1 million Laurenbrook Management's Estimated Liabilities: $10 million to $50 million Poole Funeral Home Enterprises' Estimated Assets: $100,000 to $500,000 Poole Funeral Home Enterprises' Estimated Liabilities: $10 million to $50 million The petitions were signed by Brian K. Poole as CEO. Poole Funeral Home Holdings listed Bradley County Trustee as its only unsecured creditor, with a claim totaling $24,889. The creditor is located at 1701 Keith Street NW, Cleveland, Tennessee. Full-text copies of the petitions, which include lists of the Debtors' 20 largest unsecured creditors, are available for free on PacerMonitor at: https://www.pacermonitor.com/view/AROCAYA/Poole_Funeral_Home_Real_Estate__tnebke-25-11197__0001.0.pdf?mcid=tGE4TAMA https://www.pacermonitor.com/view/HMJSUIQ/Laurenbrook_Management_Inc__tnebke-25-11199__0001.0.pdf?mcid=tGE4TAMA https://www.pacermonitor.com/view/B4HG5GY/Poole_Funeral_Home_Holdings_TN__tnebke-25-11198__0001.0.pdf?mcid=tGE4TAMA https://www.pacermonitor.com/view/JKLUVMQ/Poole_Funeral_Home_Enterprises__tnebke-25-11200__0001.0.pdf?mcid=tGE4TAMA PREMIER TILLAGE: U.S. Trustee Unable to Appoint Committee --------------------------------------------------------- The U.S. Trustee for Region 20 disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of Premier Tillage, Inc. About Premier Tillage Inc. Premier Tillage, Inc. is a family-owned company based in Kansas, specializing in products and services for both no-till and conventional tillage farming. The Company's flagship product, the Minimizer blade plow, enhances efficiency by reducing weeds and boosting profits. In addition, the Company offers replacement parts and other farming equipment, such as stubble treaders and sweep plows. Premier Tillage filed Chapter 11 petition (Bankr. D. Kan. Case No. 25-20314) on March 18, 2025, listing $5,285,139 in total assets and $9,284,642 in total liabilities. Daniel W. Chupp, president of Premier Tillage, signed the petition. Neil Sader, Esq., at Sader Law Firm, LLC represents the Debtor as bankruptcy counsel. Equity Bank is represented by: Nicholas J. Zluticky, Esq. Stinson LLP 1201 Walnut, Suite 2900 Kansas City, MO 64106 Telephone: (816) 842-8600 Facsimile: (816) 691-3495 nicholas.zluticky@stinson.com PROS HOLDINGS: Names Jeff Cotten as President, CEO -------------------------------------------------- PROS Holdings, Inc. disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that the Company has named Mr. Jeffrey (Jeff) B. Cotten as President and Chief Executive Officer, effective June 2, 2025. "The board is thrilled to welcome Jeff as our next CEO," said PROS Non-Executive Chairman of the Board Bill Russell. "Jeff has a strong track record of consistently delivering results and driving enterprise-wide operational excellence across high tech companies. We are confident that Jeff is the right leader to build upon the strong foundation laid by Andres." "On behalf of the board and our entire PROS team, I want to thank Andres for his exceptional leadership and commitment to making PROS a leader in responsible AI," Russell continued. "Indeed, his vision transformed PROS into the market-leading, AI-powered SaaS company it is today--expanding into new industry verticals, completing a successful SaaS transition, driving significant revenue growth, and fostering a culture of innovation. We appreciate his willingness to serve as an advisor to ensure a seamless transition." "I've had the opportunity to get to know Jeff, and I am confident in the future of PROS under his leadership," said Reiner. "His people-first mindset, passion for innovation and focus on customer value align perfectly with our strategy and culture. We have the best people and technology, our value proposition has never been more relevant, and the team is well-positioned to capitalize on our market opportunity. I look forward to supporting Jeff on a successful transition." "I'm thrilled to join PROS at such a pivotal time," said Cotten. "As companies accelerate their adoption of AI, PROS is uniquely positioned with its decades of domain expertise and a bold focus on agentic and prescriptive AI. This is a company with a clear market leadership position, a culture rooted in innovation and a deep commitment to delivering customer value, with a strong, passionate team. I look forward to building on this foundation to help scale the business, unlock new opportunities, and drive continued growth for our customers, employees, and shareholders." Since 2024, Mr. Cotten has served as Chairman of Alvaria, Inc. where he served as CEO from 2022 to 2024. Previously, Mr. Cotten served as CEO of Tenfold from 2019 to 2022. Upon commencing employment and taking office as President and Chief Executive Officer, Mr. Cotten will join the Company's Board of Directors as a Class III director with an initial term expiring at the 2028 annual meeting of stockholders. As an employee director, Mr. Cotten will not receive any additional compensation for serving as a director. Mr. Cotten, 47, has no family relationships with any of the Company's directors or executive officers and is not a party to any transactions of the type listed in Item 404(a) of Regulation S-K. There are no arrangements or understandings between Mr. Cotten and any other persons pursuant to which Mr. Cotten was selected as a director. On April 28, 2025, the Company entered into an Employment Agreement with Mr. Cotten. Pursuant to the Agreement, Mr. Cotten is entitled to an annual base salary of $555,000.00 per year and is eligible to participate in the Company's employee bonus plans as authorized by the Company's Board of Directors with an annual incentive bonus target equal to 100% of Mr. Cotten's base salary. Also, in connection with the commencement of Mr. Cotten's employment, the Compensation and Leadership Development Committee will award certain equity awards to Mr. Cotten. In the event Mr. Cotten's employment is terminated by him for good reason or by us without cause, provided Mr. Cotten delivers a general release, he will receive: (i) his full base salary each month for the following 12 months, (ii) a pro rated bonus for the year in which the termination occurs, (iii) an amount equal to 12 times the monthly cost of Mr. Cotten's health benefits, and (iv) the acceleration of vesting of outstanding equity awards with respect to such shares that would have vested following the date of termination and prior to the first anniversary of his termination date. Alternatively, if Mr. Cotten's employment is terminated by us without cause or if he resigns for good reason within three months prior to, or within 12 months after, a change in control of the Company, provided Mr. Cotten delivers a general release, he will receive: (i) an amount equal to 150% of his annual salary, (ii) any unpaid bonus earned prior to the termination relating to the fiscal year preceding the date of termination, (iii) a pro rated bonus for the year in which the termination occurs, (iv) the payment of an aggregate bonus equal to 150% of bonus Mr. Cotten would have received under the applicable bonus plan at 100% of performance targets, (v) an amount equal to 18 times the monthly cost of Mr. Cotten's health benefits, and (iv) the acceleration of vesting of all equity awards with respect to such shares that would have vested following the date of termination provided that in the event a change in control occurs on or before December 31, 2025 only 50% of such equity awards will accelerate. Mr. Cotten is subject to non-competition and non-solicitation restrictions during the term of his employment and for the 12-month period following the termination of his employment. The foregoing description of the Agreement is qualified in its entirety by reference to the full text of the Agreement, which is filed as Exhibit 10.1 to this Form 8-K and is incorporated by reference herein. Mr. Cotten will also be offered the Company's standard indemnification agreement for officers and directors. The foregoing description is qualified in its entirety by the full text of the form of indemnification agreement, which was filed as Exhibit 10.24 to the Company's Annual Report on Form 10-K filed with the Securities and Exchange Commission on February 15, 2017 and is incorporated by reference herein. Consistent with the Company's October 29, 2024 announcement, the Company's current President and Chief Executive Officer, Andres Reiner, will be retiring from such offices effective as of Mr. Cotten's start date. Mr. Reiner also expects to resign from the Company's Board of Directors on such date. Mr. Reiner's resignation from the Board of Directors will be in connection with his retirement and not the result of any disagreement with the Company on any matter relating to the Company's operations, policies or practices. About PROS Holdings Headquartered in Houston, Texas, PROS Holdings, Inc. (NYSE: PRO), is a provider of AI-powered SaaS pricing, CPQ, revenue management, and digital offer marketing solutions. As of March 31, 2025, PROS Holdings had $427.2 million in total assets, $493 million in total liabilities, and total stockholders' deficit of $65.8 million. * * * Egan-Jones Ratings Company, on August 22, 2024, maintained its 'CCC-' foreign currency and local currency senior unsecured ratings on debt issued by PROS Holdings, Inc. PROS HOLDINGS: Reports Net Loss of $3.7 Million in Q1 FY25 ---------------------------------------------------------- PROS Holdings, Inc. filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $3.7 million on $86.3 million of revenues for the three months ended March 31, 2025, compared to a net loss of $11.4 million on $80.7 million of revenues for the three months ended March 31, 2024. As of March 31, 2025, the Company had $427.2 million in total assets, $493 million in total liabilities, and total stockholders' deficit of $65.8 million. "I'm incredibly proud of our team for delivering a strong start to 2025, exceeding the high-end of our guidance ranges across all metrics and driving an impressive $6.0 million improvement to free cash flow year-over-year," stated CEO Andres Reiner. "These results underscore the significant role of the PROS Platform in an increasingly volatile market, where AI-powered, predictive capabilities are mission critical to outpacing uncertainty and outperforming the market." A full-text copy of the Company's Form 10-Q is available at: https://tinyurl.com/zzef2cft About PROS Holdings Headquartered in Houston, Texas, PROS Holdings, Inc. (NYSE: PRO), is a provider of AI-powered SaaS pricing, CPQ, revenue management, and digital offer marketing solutions. As of June 30, 2024, PROS Holdings had $384.9 million in total assets, $467.9 million in total liabilities, and $83 million in total shareholders' deficit. * * * Egan-Jones Ratings Company, on August 22, 2024, maintained its 'CCC-' foreign currency and local currency senior unsecured ratings on debt issued by PROS Holdings, Inc. PS OPERATING: Ares Capital Marks $17.7M 1L Secured Loan at 79% Off ------------------------------------------------------------------ Ares Capital Corporation has marked its $17,700,000 loan extended to PS Operating Company LLC and PS Op Holdings LLC to market at $3,700,000 or 21% of the outstanding amount, according to Ares' Form 10-Q for the fiscal year ended March 31, 2025, filed with the U.S. Securities and Exchange Commission. Ares is a participant in a First Lien Senior Secured Loan to PS Operating Company LLC and PS Op Holdings LLC. The loan accrues interest at a rate zero interest per annum. The loan matures on December 2026. Ares Capital is a specialty finance company that is a closed-end, non-diversified management investment company incorporated in Maryland. Ares Capital has elected to be regulated as a business development company under the Investment Company Act of 1940, as amended. Ares Capital has elected to be treated as a regulated investment company under the Internal Revenue Code of 1986, as amended, and operates in a manner so as to qualify for the tax treatment applicable to RICs. Ares is led by Kipp Deveer as chief executive officer, Scott C. Lem as chief financial officer and treasurer, and Paul Cho as chief accounting officer. The Fund can be reached through: Kipp Deveer Ares Capital Corporation 245 Park Avenue, 44th Floor New York, NY 10167 Telephone: (212) 750-7300 About PS Operating Company LLC and PS Op Holdings LLC PS Operating Company LLC and PS Op Holdings LLC are both specialty distributor and solutions provider to the swine and poultry markets in the U.S. PS OPERATING: Ares Capital Marks $6.6M 1L Secured Loan at 79% Off ----------------------------------------------------------------- Ares Capital Corporation has marked its $6,600,000 loan extended to PS Operating Company LLC and PS Op Holdings LLC to market at $1,400,000 or 21% of the outstanding amount, according to Ares' Form 10-Q for the fiscal year ended March 31, 2025, filed with the U.S. Securities and Exchange Commission. Ares is a participant in a First Lien Senior Secured Revolving Loan to PS Operating Company LLC and PS Op Holdings LLC. The loan accrues interest at a rate zero interest per annum. The loan matures on December 2026. Ares Capital is a specialty finance company that is a closed-end, non-diversified management investment company incorporated in Maryland. Ares Capital has elected to be regulated as a business development company under the Investment Company Act of 1940, as amended. Ares Capital has elected to be treated as a regulated investment company under the Internal Revenue Code of 1986, as amended, and operates in a manner so as to qualify for the tax treatment applicable to RICs. Ares is led by Kipp Deveer as chief executive officer, Scott C. Lem as chief financial officer and treasurer, and Paul Cho as chief accounting officer. The Fund can be reached through: Kipp Deveer Ares Capital Corporation 245 Park Avenue, 44th Floor New York, NY 10167 Telephone: (212) 750-7300 About PS Operating Company LLC and PS Op Holdings LLC PS Operating Company LLC and PS Op Holdings LLC are both specialty distributor and solutions provider to the swine and poultry markets in the U.S. QBD PACKAGING: Gets Interim OK to Use Cash Collateral Until June 2 ------------------------------------------------------------------ QBD Packaging, LLC got the green light from the U.S. Bankruptcy Court for the Southern District of Indiana, New Albany Division, to use cash collateral. The order signed by Judge Andrea McCord on May 14 authorized the Debtor's interim use of cash collateral until June 2 to pay ongoing business expenses. Jackson County Bank, a secured creditor, will be granted replacement liens on cash collateral generated and assets acquired by the Debtor after the petition date, with the same extent and priority as its pre-bankruptcy lien. The Debtor's authority to use cash collateral will be terminated by the expiration of the interim order; conversion or dismissal of its Chapter 11 case; its removal as debtor-in-possession; granting of relief from stay to Jackson; and entry of an order restricting or prohibiting further use of cash collateral. A final hearing is set for June 2. Jackson County Bank is the only potentially secured creditor with a valid lien on the Debtor's cash collateral, stemming from a 2021 mortgage note with an outstanding balance of approximately $561,149. The Debtor intends to repay this loan under a future reorganization plan. Jackson County Bank is represented by: William M. Braman, Atty. No. 15124-47 Lorenzo Bevers Braman & Connell LLP 218 West Second Street Seymour, IN 47274 Phone: (812) 524-9000 Fax: (812) 524-9001 Braman.William@outlook.com About QBD Packaging LLC QBD Packaging, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Ind. Case No. 25-90538) on May 5, 2025. In the petition signed by Nnodum Iheme, the Debtor disclosed up to $10 million in assets and up to $1 million in liabilities. Judge Andrea K. McCord oversees the case. Jeffrey Hester, Esq., at Hester Baker Krebs LLC, represents the Debtor as legal counsel. QUALITY PROPERTIES: Has Deal on Cash Collateral Access ------------------------------------------------------ Quality Properties USA, LLC asked the U.S. Bankruptcy Court for the Central District of California, San Fernando Valley Division, for authority to use cash collateral in accordance with its agreement with Velocity Commercial Capital, LLC. The Debtor originally filed for Chapter 7 bankruptcy on January 6, 2025, and later successfully converted the case to Chapter 11 on April 4, 2025. Its principal asset is a piece of real estate located at 22128 Burton Street in Canoga Park, California. The Debtor entered into a loan agreement with Velocity on September 27, 2023, for $697,500 at a 12.99% interest rate, secured by a Deed of Trust recorded in Los Angeles County. The loan matures on October 1, 2025. Following a series of filings and negotiations, the Debtor and Velocity reached a stipulation that allows the Debtor to use cash collateral—primarily rental income from the property—for ordinary and necessary post-petition business expenses through October 1, 2025. As part of the stipulation, Velocity is granted a replacement lien on post-petition revenues to the extent the cash collateral is diminished. The Debtor is also required to make monthly adequate protection payments of $7,550 to Velocity, as previously agreed. The stipulation explicitly prohibits the use of cash collateral for insider payments unless legal requirements are met. Additionally, the agreement includes automatic and noticed termination provisions: cash collateral use will automatically end if the case is converted back to Chapter 7 or if the court grants relief from the automatic stay to Velocity. In case of default by the Debtor, Velocity may withdraw its consent with written notice, and the Debtor has 10 business days to cure the default or obtain further court authorization. A hearing on the matter is set for June 17, at 1:30 p.m. A copy of the motion is available at https://urlcurt.com/u?l=c8EUNq from PacerMonitor.com. About Quality Properties USA, LLC Quality Properties USA, LLC filed voluntary Chapter 7 petition (Bankr. C.D. Calif. Case No. 25-10021) on January 6, 2025. The case was converted to one under Chapter 11 on April 4, 2025. In its petition, the Debtor disclosed up to $1 million in both assets and liabilities. Judge Martin R. Barash oversees the case. Anthony O. Egbase, Esq., and Shana Y. Stark, Esq., at A.O.E. Law and Associates, APC, represents the Debtor as legal counsel. Velocity Commercial Capital, LLC, as lender, is represented by Joshua M. Nyman, Esq., at Ramsaur Law Office. RADIANT INTERMEDIATE: Ares Capital Marks $2.1M 1L Loan at 15% Off ----------------------------------------------------------------- Ares Capital Corporation has marked its $2,100,000 loan extended to Radiant Intermediate Holding, LLC to market at $1,800,000 or 85% of the outstanding amount, according to Ares' Form 10-Q for the fiscal year ended March 31, 2025, filed with the U.S. Securities and Exchange Commission. Ares is a participant in a First Lien Senior Secured Loan to Radiant Intermediate Holding, LLC. The loan accrues interest at a rate of 10.41% (3.00% payment in kind) per annum. The loan matures on November 2026. Ares Capital is a specialty finance company that is a closed-end, non-diversified management investment company incorporated in Maryland. Ares Capital has elected to be regulated as a business development company under the Investment Company Act of 1940, as amended. Ares Capital has elected to be treated as a regulated investment company under the Internal Revenue Code of 1986, as amended, and operates in a manner so as to qualify for the tax treatment applicable to RICs. Ares is led by Kipp Deveer as chief executive officer, Scott C. Lem as chief financial officer and treasurer, and Paul Cho as chief accounting officer. The Fund can be reached through: Kipp Deveer Ares Capital Corporation 245 Park Avenue, 44th Floor New York, NY 10167 Telephone: (212) 750-7300 About Radiant Intermediate Holding, LLC Radiant Intermediate Holding, LLC is a provider of HVAC, plumbing and electrical services in the U.S. RD HOLDCO: Ares Capital Marks $1.2M 1L Secured Loan at 58% Off -------------------------------------------------------------- Ares Capital Corporation has marked its $1,200,000 loan extended to RD Holdco Inc. to market at $500,000 or 42% of the outstanding amount, according to Ares' Form 10-Q for the fiscal year ended March 31, 2025, filed with the U.S. Securities and Exchange Commission. Ares is a participant in a Senior Subordinated Loan to RD Holdco Inc. The loan accrues interest at a rate of zero percent per annum. The loan matures on October 2026. Ares Capital is a specialty finance company that is a closed-end, non-diversified management investment company incorporated in Maryland. Ares Capital has elected to be regulated as a business development company under the Investment Company Act of 1940, as amended. Ares Capital has elected to be treated as a regulated investment company under the Internal Revenue Code of 1986, as amended, and operates in a manner so as to qualify for the tax treatment applicable to RICs. Ares is led by Kipp Deveer as chief executive officer, Scott C. Lem as chief financial officer and treasurer, and Paul Cho as chief accounting officer. The Fund can be reached through: Kipp Deveer Ares Capital Corporation 245 Park Avenue, 44th Floor, New York, NY 10167 Telephone: (212) 750-7300 About RD Holdco Inc. RD Holdco Inc. is a manufacturer and marketer of carpet cleaning machines in the U.S. RD HOLDCO: Ares Capital Marks $33.9 Million 1L Secured Loan at 58% ------------------------------------------------------------------ Ares Capital Corporation has marked its $33,900,000 loan extended to RD Holdco Inc. to market at $14,200,000 or 42% of the outstanding amount, according to Ares' Form 10-Q for the fiscal year ended March 31, 2025, filed with the U.S. Securities and Exchange Commission. Ares is a participant in a Senior Subordinated Loan to RD Holdco Inc. The loan accrues interest at a rate of zero percent per annum. The loan matures on October 2026. Ares Capital is a specialty finance company that is a closed-end, non-diversified management investment company incorporated in Maryland. Ares Capital has elected to be regulated as a business development company under the Investment Company Act of 1940, as amended. Ares Capital has elected to be treated as a regulated investment company under the Internal Revenue Code of 1986, as amended, and operates in a manner so as to qualify for the tax treatment applicable to RICs. Ares is led by Kipp Deveer as chief executive officer, Scott C. Lem as chief financial officer and treasurer, and Paul Cho as chief accounting officer. The Fund can be reached through: Kipp Deveer Ares Capital Corporation 245 Park Avenue, 44th Floor, New York, NY 10167 Telephone: (212) 750-7300 About RD Holdco Inc. RD Holdco Inc. is a manufacturer and marketer of carpet cleaning machines in the U.S. RED RIVER: Magistrate Judge Dismisses Defendants from Fraud Lawsuit ------------------------------------------------------------------- Emlyn Cameron of Law360 reports that on Tuesday, May 13, 2025, a New Jersey magistrate judge dismissed several defendants from a class action filed by cancer patients, who claim Johnson & Johnson engaged in fraudulent conduct by using Chapter 11 proceedings to resolve thousands of tort claims. About J&J Talc Units LLT Management, LLC (formerly known as LTL Management LLC) was a subsidiary of Johnson & Johnson that was formed to manage and defend thousands of talc-related claims and oversee the operations of Royalty A&M. Royalty A&M owns a portfolio of royalty revenue streams, including royalty revenue streams based on third-party sales of LACTAID, MYLANTA/MYLICON and ROGAINE products. LTL Management first filed a petition for Chapter 11 protection (Bankr. W.D.N.C. Case No. 21-30589) on Oct. 14, 2021. The case was transferred to New Jersey (Bankr. D.N.J. Case No. 21-30589) on Nov. 16, 2021. The Hon. Michael B. Kaplan is the case judge. At the time of the filing, the Debtor was estimated to have $1 billion to $10 billion in both assets and liabilities. In the 2021 case, LTL Management tapped Jones Day and Rayburn Cooper & Durham, P.A., as bankruptcy counsel; King & Spalding, LLP and Shook, Hardy & Bacon LLP as special counsel; McCarter & English, LLP as litigation consultant; Bates White, LLC as financial consultant; and AlixPartners, LLP as restructuring advisor. Epiq Corporate Restructuring, LLC, served as the claims agent. On Dec. 24, 2021, the U.S. Trustee for Regions 3 and 9 reconstituted the talc claimants' committee and appointed two separate committees: (i) the official committee of talc claimants I, which represents ovarian cancer claimants, and (ii) the official committee of talc claimants II, which represents mesothelioma claimants. The official committee of talc claimants I tapped Genova Burns LLC, Brown Rudnick LLP, Otterbourg PC and Parkins Lee & Rubio LLP as its legal counsel. Meanwhile, the official committee of talc claimants II is represented by the law firms of Cooley LLP, Bailey Glasser LLP, Waldrep Wall Babcock & Bailey PLLC, Massey & Gail LLP, and Sherman Silverstein Kohl Rose & Podolsky P.A. Re-Filing of Chapter 11 Petition On Jan. 30, 2023, a panel of the Third Circuit issued an opinion directing this Court to dismiss the 2021 Chapter 11 Case on the basis that it was not filed in good faith. Although the Third Circuit panel recognized that the Debtor "inherited massive liabilities" and faced "thousands" of future claims, it concluded that the Debtor was not in financial distress before the filing. On March 22, 2023, the Third Circuit entered an order denying the Debtor's petition for rehearing. The Third Circuit entered an order denying LTL's stay motion on March 31, 2023, and, on the dame day, issued its mandate directing the Bankruptcy Court to dismiss the 2021 Chapter 11 Case. The Bankruptcy Court entered an order dismissing the 2021 Case on April 4, 2023. Johnson & Johnson on April 4, 2023, announced that its subsidiary LTL Management LLC (LTL) has re-filed for voluntary Chapter 11 bankruptcy protection (Bankr. D.N.J. Case No. 23-12825) to obtain approval of a reorganization plan that will equitably and efficiently resolve all claims arising from cosmetic talc litigation against the Company and its affiliates in North America. In the new filing, J&J said it has agreed to contribute up to a present value of $8.9 billion, payable over 25 years, to resolve all the current and future talc claims, which is an increase of $6.9 billion over the $2 billion previously committed in connection with LTL's initial bankruptcy filing in October 2021. LTL also has secured commitments from over 60,000 current claimants to support a global resolution on these terms. In August 2023, U.S. Bankruptcy Judge Michael Kaplan in Trenton, New Jersey, ruled that the second bankruptcy case should be dismissed. 3rd Try In May 2024, J&J announced its subsidiary LLT Management LLC is soliciting support for a consensual prepackaged bankruptcy plan to resolve its talc-related liabilities. Under the terms of the plan, a trust would be funded with over $5.4 billion in the first three years and more than $8 billion over the course of 25 years, which J&J calculates to have a net present value of $6.475 billion. If the Plan is accepted by at least 75% of voters, a bankruptcy was to be filed under the case name In re Red River Talc LLC. Epiq Corporate Restructuring, LLC is serving as balloting and solicitation agent for LLT. On Sept. 20, 2024, Red River Talc LLC filed a Chapter 11 bankruptcy petition (Bankr. S.D. Tex. Case No. 24-90505). Porter Hedges LLP and Jones Day serve as counsel in the new Chapter 11 case. Epiq is the claims agent. Paul Hastings LLP is counsel to the Ad Hoc Committee of Supporting Counsel. Randi S. Ellis is the proposed prepetition legal representative of future claimants. REVALIZE INC: Ares Capital Marks $700,000 Secured Loan at 14% Off ----------------------------------------------------------------- Ares Capital Corporation has marked its $700,000 loan extended to Revalize, Inc. to market at $600,000 or 86% of the outstanding amount, according to Ares' Form 10-Q for the fiscal year ended March 31, 2025, filed with the U.S. Securities and Exchange Commission. Ares is a participant in a First Lien Secured Loan to Revalize, Inc. The loan accrues interest at a rate of 10.19% SOFR (Q)per annum. The loan matures on April 2027. Ares Capital is a specialty finance company that is a closed-end, non-diversified management investment company incorporated in Maryland. Ares Capital has elected to be regulated as a business development company under the Investment Company Act of 1940, as amended. Ares Capital has elected to be treated as a regulated investment company under the Internal Revenue Code of 1986, as amended, and operates in a manner so as to qualify for the tax treatment applicable to RICs. Ares is led by Kipp Deveer as chief executive officer, Scott C. Lem as chief financial officer and treasurer, and Paul Cho as chief accounting officer. The Fund can be reached through: Kipp Deveer Ares Capital Corporation 245 Park Avenue, 44th Floor, New York, NY 10167 Telephone: (212) 750-7300 About Revalize, Inc Revalize Inc. is the premier idea-to-cash solution on a journey to reshape the future of manufacturing – powering greater outcomes for businesses who design, model, develop and sell, with a portfolio of industry-leading Computer-Aided Design (CAD), Product Lifecycle Management (PLM), and Configure, Price, Quote (CPQ) solutions. RIDGE HOME: U.S. Trustee Unable to Appoint Committee ---------------------------------------------------- The U.S. Trustee for Region 14 disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of Ridge Home Management, LLC. About Ridge Home Management Ridge Home Management, LLC filed Chapter 11 bankruptcy petition (Bankr. D. Ariz. Case No. 25-03267) on April 15, 2025, listing up to $50,000 in both assets and liabilities. Judge Brenda Moody Whinery oversees the case. The Debtor tapped the Law Office of Mark J. Giunta as bankruptcy counsel. RIVERDALE FUEL: Hires Richard S. Feinsilver as Legal Counsel ------------------------------------------------------------ Riverdale Fuel Inc. seeks approval from the U.S. Bankruptcy Court for the Southern District of New York to employ the firm of Richard S. Feinsilver to handle its Chapter 11 case. The firm will be paid at these hourly rates: Richard Feinsilver, Attorney $500 Legal Assistants $100 In addition, the firm will seek reimbursement for expenses incurred. Prior to petition date, the firm received a retainer of $10,000 from the Debtor. Mr. Feinsilver also provided the following in response to the request for additional information set forth in Section D of the Revised U.S. Trustee Guidelines: Question: Do any of the professionals included in this engagement vary their rate based on the geographic location of the bankruptcy case? Response: No. Question: If you represented the client in the 12 months pre-petition, disclose your billing rates and material financial terms for pre-petition engagement, including any adjustments during the 12 months pre-petition. If your billing rates and material financial terms have changed postpetition, explain the difference and the reasons for the difference. Response: The firm has not represented the client in the 12 months prepetition. In ordinary course, the firm reviews and adjusts its hourly rates in January of each year. When it was initially engaged in April 2025, the firm charged the Debtor its hourly rates applicable for 2025. Question: Has your client approved your prospective budget and staffing plan, and, if so, for what budget period? Response: The firm discussed fees generally with the Debtor but has not proposed a budget. Mr. Fiensilver 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: Richard S. Fiensilver, Esq. One Old Country Road, Suite 347 Carle Place, NY 11514 Telephone: (516) 873-6330 Facsimile: (516) 873-6183 Email: feinlawny@yahoo.com About Riverdale Fuel Riverdale Fuel Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 25-22273) on April 3, 2025. In the petition filed by Jahirul Alam, president, the Debtor disclosed under $1 million in both assets and liabilities. Judge Sean H. Lane oversees the case. Richard S. Fiensilver, Esq., serves as the Debtor's counsel. RMKD LIQUORS: Seeks Subchapter V Bankruptcy in New York ------------------------------------------------------- On May 7, 2025, RMKD Liquors Inc. filed Chapter 11 protection in the U.S. Bankruptcy Court for the Southern District of New York. According to court filing, the Debtor reports $1,440,174 in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. About RMKD Liquors Inc. RMKD Liquors Inc. operates a retail liquor store in New York, offering a variety of alcoholic beverages including wine, vodka, whiskey, rum, tequila, and liqueurs. It also sells alcohol-related accessories such as bottle openers, wine bags, and wine keys, and occasionally stocks specialty items like cocktail mixers containing alcohol. RMKD Liquors Inc. sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 25-10940) on May 7, 2025. In its petition, the Debtor reports total assets of $127,400 and total liabilities of $1,440,174. Honorable Bankruptcy Judge David S. Jones handles the case. The Debtors are represented by Jeb Singer, Esq. at J. SINGER LAW GROUP, PLLC. ROYAL PAPER: Bankruptcy Sale Raises Insolvency Fears ---------------------------------------------------- Angelica Serrano-Roman of Bloomberg Law reports that Royal Paper's proposed asset sale has sparked opposition from the U.S. Trustee and a committee of unsecured creditors, who warn the transaction could render the company administratively insolvent. In an objection filed Monday, May 12, 2025, in the U.S. Bankruptcy Court for the District of Delaware, the Justice Department's bankruptcy watchdog said the budget supporting Royal Paper's financing plan fails to cover administrative expenses. The U.S. Trustee also flagged the absence of a wind-down budget, raising concerns about the company's ability to successfully complete its Chapter 11 proceedings, according to Bloomberg Law. About Royal Paper Founded in 1992 in Phoenix, AZ, Royal is a manufacturer and national supplier of high-quality paper products. The Company began as a family-owned business that operated a single converting line, supplying napkins and bath tissues to local retailers in Phoenix, Arizona. Since 1992, the Company has continuously evolved its production capacity to produce additional products in a broad range of configurations to a growing customer base. Today, the Company provides a full range of paper products--paper towels, bath tissues, facial tissues and napkins--across the value spectrum (from premium to value products), with manufacturing across the United States tailored to meet the specifications and standards of their customers. Royal Paper sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 25-10676) on April 8, 2025. In its petition, the Debtor reports estimated assets and liabilities between $100 million and $500 million each. Honorable Bankruptcy Judge Thomas M. Horan handles the case. The Debtor is represented by Robert J. Dehney, Esq. Morris, Nichols, Arsht & Tunnell. SCANROCK OIL: Hires Mason & Morse and POLVI as Real Estate Brokers ------------------------------------------------------------------ Scanrock Oil & Gas, Inc. and its affiliates seek approval from the U.S. Bankruptcy Court for the Northern District of Texas to employ Mason & Morse Ranch Company LLC and Center of Sustainability LLC, doing business as POLVI, as real estate brokers. The firm will render these services: (a) solicit interested parties for the sale of the Oregon Ranch and marketing the Oregon Ranch for sale. The brokers will have a duty to actively market the Oregon Ranch for sale during the term of the Listing Agreement; (b) conduct scheduled tours of the Oregon Ranch; (c) at the Debtors' direction and on their behalf, negotiate the terms of the sale of the Oregon Ranch. The firms will receive a commission of an amount equal to 5 percent of the gross sale price of the Oregon Ranch. Robb Van Pelt and Jacob Polvi, realtors at Mason & Morse Ranch Company and POLVI, disclosed in court filings that their firms are "disinterested persons" as the term is defined in Section 101(14) of the Bankruptcy Code. The firms can be reached through: Robb Van Pelt Mason & Morse Ranch Company LLC 2616 W. Colorado Ave., Ste. 13 Colorado Springs, CO 80904 Telephone: (970) 237-3300 - and - Jacob Polvi POLVI P.O. Box 1668 Bend, OR 97709 Telephone: (541) 410-3050 Email: jake@polvi.net About Scanrock Oil & Gas Scanrock Oil & Gas Inc. operates an integrated oil and gas exploration and production platform. Scanrock Oil & Gas Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Tex. Case No. 25-90001) on February 3, 2025. In its petition, the Debtor reports estimated assets between $10 million and $50 million and estimated liabilities between $50 million and $100 million. Honorable Bankruptcy Judge Mark X. Mullin handles the case. The Debtor is represented by Thomas Daniel Berghman, Esq., at Munsch Hardt Kopf & Harr PC. On March 18, 2025, the U.S. Trustee appointed an official committee of unsecured creditors in these Chapter 11 cases. The committee tapped Porter Hedges LLP as counsel and Riveron RTS LLC as financial advisor. SCREENVISION LLC: S&P Withdraws 'CCC-' Issuer Credit Rating ----------------------------------------------------------- S&P Global Ratings withdrew all of its ratings on Screenvision LLC, including the 'CCC-' issuer credit rating, following the repayment of the company's term loan. At the time of withdrawal, its outlook on Screenvision was negative. SHILLINGS' CANNERY: Gets Final OK to Use Cash Collateral -------------------------------------------------------- Shillings' Cannery, L.L.C. received final approval from the U.S. Bankruptcy Court for the District of Columbia to use cash collateral. The final order penned by Judge Elizabeth Gunn authorized the company's use of cash collateral for the period from May 8 to July 31 to pay its expenses. The U.S. Small Business Administration, a secured creditor, will be granted a replacement lien on all post-petition assets of the company to the same extent and with the same priority as its pre-bankruptcy lien. In the event there is an objection to the two-month budget, the company can use cash collateral to make payroll and to pay any other budget item less than $2,000 up to $10,000 in the aggregate, until the objection can be heard. About Shillings' Cannery Shillings' Cannery, L.L.C. operates a restaurant located at 360 Water Street, SE, Washington D.C. Shillings' Cannery filed Chapter 11 petition (Bankr. D. D.C. Case No. 25-00145) on April 22, 2025, listing up to $500,000 in assets and up to $1 million in liabilities. Reid Shilling, manager, signed the petition. Judge Elizabeth L. Gunn oversees the case. Justin P. Fasano, Esq., at McNamee Hosea, P.A., represents the Debtor as legal counsel. SOUTHERN POINT: Unsecureds to Get Share of Income for 3 Years ------------------------------------------------------------- Southern Point Planting Company, LLC, filed with the U.S. Bankruptcy Court for the Southern District of Mississippi a Subchapter V Plan of Reorganization dated April 10, 2025. The Debtor's principal, Smith Stoner, and his family, have been engaged in agricultural and farming operations for any many, many years prior to the filing of the petition in this case. For the most part, the Debtor has served as an equipment company, and it has held title to large portions of the family farming enterprise. The Debtor's plan that it would liquidate substantial portions of its equipment this fall and winter, has been shelved, at least for now. The Debtor will receive some income from the rental of farm equipment this crop year to a third party, and will use some of those proceeds for depreciation costs in connection with the equipment. Thereafter, the Debtor will restructure the existing secured debt so that annual installments become due in mid-February of 2026, and 2027. All of JD's Claims will become fully due and payable on February 15, 2028, at which time the Debtor will either seek to amicably restructure the JD Secured Claims, or, hopefully, the used farm equipment market will stabilize by then so that the Debtor is able to sell the JD equipment to third parties in exchange for JD secured debt Claims. Class 6 consists of General, Unsecured Creditors. General, Unsecured Creditors will receive the Debtor's disposable income over the three-year life of the Plan. The Debtor's equity security holder will maintain his ownership of the Debtor. The execution of the Plan will be physically carried out by the Debtor and its representatives/employees. The means for execution and implementation of the Plan will be derived from the Debtor's income that it receives in connection with the lease of its farm equipment and sales of equipment. A full-text copy of the Plan of Reorganization dated April 10, 2025 is available at https://urlcurt.com/u?l=lMqwkT from PacerMonitor.com at no charge. Counsel to the Debtor: Craig M. Geno, Esq. Law Offices of Craig M. Geno, PLLC 601 Renaissance Way, Suite A Ridgeland, MS 39157 Telephone: (601) 27-0048 Facsimile: (601) 427-0050 Email: cmgenocmgenolaw.com About Southern Point Planting Company Southern Point Planting Company LLC is a limited liability company based in Holly Bluff, Miss. Southern Point Planting Company sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Miss. Case No. 25-00090) on Jan. 11, 2025. In its petition, the Debtor estimated assets between $1 million and $10 million and estimated liabilities between $500,000 and $1 million. Judge Jamie A. Wilson handles the case. Craig M. Geno, Esq., at the Law Offices of Craig M. Geno, PLLC, is the Debtor's bankruptcy counsel. SPECIALTY CARTRIDGE: Seeks Chapter 11 Bankruptcy in Georgia ----------------------------------------------------------- On May 7, 2025, Specialty Cartridge Inc. filed Chapter 11 protection in the U.S. Bankruptcy Court for the Northern District of Georgia. According to court filing, the Debtor reports $8,137,719 in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. About Specialty Cartridge Inc, Specialty Cartridge Inc., doing business as Atlanta Arms, manufactures precision ammunition for handguns and rifles. Based in Covington, Georgia, the Company supplies law enforcement agencies, military clients, and shooting sports professionals. It operates out of a 20,000-square-foot climate-controlled facility. Specialty Cartridge Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 25-55193) on May 7, 2025. In its petition, the Debtor reports total assets of $15,065,301 and total liabilities of $8,137,719. The Debtors are represented by G. Frank Nason, IV, Esq. LAMBERTH, CIFELLI, ELLIS & NASON, P.A. STANDARD BUILDING: Fitch Affirms 'BB' LongTerm IDR, Outlook Stable ------------------------------------------------------------------ Fitch Ratings has affirmed Standard Building Solutions Inc.'s ratings, including its Long-Term Issuer Default Rating (IDR), at 'BB'. The Rating Outlook is Stable. Standard's ratings reflect the company's leading market positions within its business segments, high exposure to relatively less-cyclical repair and replacement end markets, robust liquidity position, and strong EBITDA and FCF generation. Long-term risk factors include its modest leverage, volatile raw materials costs, the cyclicality of the company's new construction end markets and its history of occasionally making sizable distributions to its parent. Key Rating Drivers Leadership Position: Fitch believes Standard's leading market position and meaningful market share drives pricing power and provide advantages in terms of shelf space allocation within distribution channels. This is reflected in EBITDA margins that are comparable to investment-grade building products peers and relatively stable margins even during periods of inflationary input costs. Standard is the No. 1 manufacturer of residential roofing products and a leader in commercial roofing products in North America, as well as the leading manufacturer of flat and pitched roofing systems in Europe. Stable Demand Environment: Fitch forecasts a relatively stable operating environment for Standard despite subdued new residential and repair and replacement activity in the U.S. and Europe. Fitch expects Standard's revenue to be flat to slightly higher in 2025, driven primarily by higher selling prices and relatively stable reroofing activity. Fitch's rating case forecast assumes low-single digit revenue growth in 2026. Activity in Europe is expected to remain subdued longer due to relatively greater economic uncertainty in the region. U.S. roofing volumes could benefit from the glut of homes built in the early-2000s near the end of a typical 20-year useful life. However, there is a risk that some of this demand was pulled forward in the last few years. Steady Credit Metrics: Standard's Fitch-calculated EBITDA leverage remained stable at 3.7x at YE 2024 compared with 3.8x at YE 2023, as revenues and EBITDA margin grew slightly. Fitch projects EBITDA leverage to remain between 3.7x-4.0x in the next few years and for the company to operate with EBITDA leverage around 4.0x longer term. Standard operates with leverage levels that are high for a 'BB' rated building products manufacturer, but appropriate given its strong business profile and strong pre-dividend free cash flow (FCF). Strong Profitability: Fitch projects EBITDA margin will decline modestly to around 20% in 2025 compared with 21%-22% in 2023 and 2024 due to higher input costs. Fitch does not expect a meaningful impact from tariffs, as Standard generally sources materials locally, although some inputs are imported from other countries. The company's EBITDA margin is strong for its 'BB' IDR and in line with investment-grade U.S. building products peers. Cash Flow: Fitch expects FCF before dividends will be 1.5%-2.5% in 2025 and 3.5%-4.5% in 2026, down from the mid-single digit FCF margin reported in 2023 and 2024, as capex is forecast to be elevated this year to support capacity expansion plans. FCF after dividends can at times be erratic, depending on dividend payments to its parent, Standard Industries Inc. Standard made dividend payments in 2021 and 2022 and Fitch's rating case forecast assumes dividend payments during the forecast period, which could lead to flat to negative FCF. Fitch believes Standard's capital allocation policies are appropriate given its strong liquidity position and cash flow from operations. Standard Industries Ownership: Standard Industries Inc. is a privately-held holding company that owns Standard Building Solutions Inc. and W.R Grace & Co., a specialty chemicals and materials producer. In September 2021, Standard used cash and $2.5 billion of incremental debt to fund a $3.1 billion cash dividend to its parent for the Grace acquisition. Although Fitch does not expect Standard to regularly pay significant dividends to Standard Industries, uncommon circumstances, such as additional acquisitions by the parent, may require the upstream of meaningful dividends from Standard, which could temporarily weaken its credit profile. Diverse Sources of Revenues: Fitch views Standard's end-market exposure as a credit positive, as roofing repair and replacement is largely nondiscretionary and less volatile than new construction through the cycle, providing stability to margins and cash flows. The company's products are sold primarily to the residential and commercial end markets in the U.S. and Europe, providing Standard with exposure to sectors that typically have different cycle times. Fitch estimates that about 75% of Standard's sales are derived from repair and replacement-driven demand, with the balance from new construction activity. Balanced Growth Strategy: Fitch views Standard's growth strategy as a credit positive, as the company has balanced organic and inorganic growth. Standard has made bolt-on and transformational acquisitions, as well as significant capital investments to fuel organic growth. Fitch expects capex to remain elevated in 2025 as the company continues to invest in increasing its manufacturing capacity and enhancing its product offering. Peer Analysis Standard's leverage metrics are meaningfully weaker than investment-grade building products peers, including Owens Corning (BBB+/Stable), RPM International Inc. (RPM; BBB/Stable) and James Hardie International Group Ltd. (BBB/Negative). The company has a less diverse product portfolio than Owens Corning and RPM but has less exposure to more volatile new construction end markets than these peers. The company's profitability metrics are in line with Owens Corning's and stronger than RPM's. Key Assumptions - Revenues are flat to slightly higher in 2025 and improve low-single digits in 2026; - EBITDA margin sustains between 19.5% and 20.5% in 2025 and 2026; - FCF margin excluding distributions of 1.5%-2.5% in 2025 and 3.5%-4.5% in 2026; - EBITDA leverage around 4x at YE 2025 and YE 2026; - (CFO-capex)/debt of 5%-6% in 2025 and 6%-7% in 2026. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - Fitch's expectation that EBITDA leverage will be sustained above 4.5x or EBITDA net leverage will be sustained above 4.0x; - (CFO - capex)/debt sustained below 7.5%; - Shareholder-friendly capital allocation during a construction downturn or period of economic distress. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - Fitch's expectation that EBITDA leverage will be sustained below 3.8x; - (CFO - capex)/debt sustained above 10%. Liquidity and Debt Structure Standard has a strong liquidity position, supported by $1.6 billion of cash, no borrowings under the company's $850 million asset-based lending (ABL) facility that matures in November 2028 and FCF-generating ability. The company's debt is well laddered, with the next major maturity in November 2026, when EUR800 million of senior notes come due. The company has $850 million of senior notes coming due in 2027 and $1.5 billion of senior notes and term loan maturing in 2028. Fitch's rating case assumes that the company refinances its debt as they mature. Issuer Profile Standard Building Solutions is one of the largest manufacturers of residential and commercial roofing in the U.S. and the leading manufacturer of flat and pitched roofing systems in Europe. Standard also manufactures waterproofing products, insulation products, aggregates, specialty construction and other products. MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS Fitch's latest quarterly Global Corporates Macro and Sector Forecasts data file which aggregates key data points used in its credit analysis. Fitch's macroeconomic forecasts, commodity price assumptions, default rate forecasts, sector key performance indicators and sector-level forecasts are among the data items included. ESG Considerations The highest level of ESG credit relevance is a score of '3', unless otherwise disclosed in this section. A score of '3' means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. Fitch's ESG Relevance Scores are not inputs in the rating process; they are an observation on the relevance and materiality of ESG factors in the rating decision. Entity/Debt Rating Recovery Prior ----------- ------ -------- ----- Standard Building Solutions Inc. LT IDR BB Affirmed BB senior unsecured LT BB Affirmed RR4 BB senior secured LT BBB- Affirmed RR1 BBB- senior secured LT BB+ Affirmed RR2 BB+ STERNE WOOD: Case Summary & Six Unsecured Creditors --------------------------------------------------- Debtor: Sterne Wood, LLC 4683 Point Loma Ave San Diego CA 92107 Chapter 11 Petition Date: May 13, 2025 Court: United States Bankruptcy Court Southern District of California Case No.: 25-01945 Debtor's Counsel: Donald Reid, Esq. LAW OFFICE OF DONALD W. REID PO Box 2227 Fallbrook, CA 92088 Tel: (951) 777-2460 E-mail: don@donreidlaw.com Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Danny Ormsby as managing member. A full-text copy of the petition, which includes a list of the Debtor's six unsecured creditors, is available for free on PacerMonitor at: https://www.pacermonitor.com/view/PDIMCPI/Sterne_Wood_LLC__casbke-25-01945__0001.0.pdf?mcid=tGE4TAMA SUNNY ENERGY: Trustee Seeks to Tap David L. Herman as Tax Preparer ------------------------------------------------------------------ James Cross, the trustee appointed in the Chapter 11 case of Sunny Energy, LLC, seeks approval from the U.S. Bankruptcy Court for the District of Arizona to employ David Herman, a certified public accountant practicing in Phoenix, Ariz., as tax preparer. Mr. Herman will prepare the 2024 tax returns for the Debtor's estate. He will be paid at a flat fee of $1,000 for his services. Mr. Herman 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 professional can be reached at: David L. Herman, CPA 4433 E. Marion Way Phoenix, AZ 85018 About Sunny Energy Sunny Energy LLC is a solar energy equipment supplier in Tempe, Arizona. Sunny Energy LLC sought relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Case No. 24-06111) on July 26, 2024. In the petition filed by Joseph J. Cunningham, manager, the Debtor reports total assets of $1,838,684 and total liabilities of $2,115,170 as of April 30, 2024. The Honorable Bankruptcy Judge Brenda K. Martin oversees the case. Engelman Berger PC serves as the Debtor's counsel. James E. Cross was appointed as trustee in this Chapter 11 case. The trustee tapped Cross Law Firm, PLC as counsel and David Herman, CPA, as tax preparer. SUPERIOR INDUSTRIES: S&P Downgrades ICR to 'CC', Outlook Negative ----------------------------------------------------------------- S&P Global Ratings lowered its rating on aluminum wheel manufacturer Superior Industries International Inc. to 'CC' from 'B-' and revised its outlook to negative. The negative outlook reflects that S&P will lower its rating on Superior to 'SD' (selective default) or 'D' (default) upon completion of the distressed restructuring. S&P said, "We now expect a distressed restructuring on Superior's debt obligations to be a virtual certainty given the company's significant volume loss and planned debt exchange. The company announced the loss of purchase orders from major North American OEM customers representing 33% of its planned 2025 revenues. We believe Superior will engage in a debt restructuring to reduce outstanding debt and provide liquidity relief. The company is in advanced discussions with its lenders to exchange debt for common stock, which we would view as tantamount to a distressed exchange. The company ended the first quarter of 2025 with balance sheet cash of $54.5 million. We forecast a significant cash burn in 2025 due to the volume loss and its high interest burden, which will lead to a liquidity shortfall. Therefore, we now believe the company will face a liquidity shortfall without a debt restructuring. "The negative outlook reflects that we will lower our rating on Superior to 'SD' (selective default) or 'D' (default) upon completion of the distressed restructuring." SYSOREX GOVERNMENT: Gets Interim OK to Use Cash Collateral ---------------------------------------------------------- Sysorex Government Services, Inc. got the green light from the U.S. Bankruptcy Court for the Southern District of New York to use cash collateral. The order signed by Judge John Mastando III on May 12 authorized the Debtor's interim use of cash collateral to pay its expenses pending entry of a second interim or final order. The lenders that assert interest in the cash collateral are SouthStar Capital, LLC and holders of 12.5% senior secured convertible debentures issued by the Debtor's parent, Sysorex, Inc. As protection, these lenders were granted replacement liens on personal property and other assets acquired by the Debtor after the petition date, with the same priority, validity and enforceability as their pre-bankruptcy liens. The final hearing is set for June 11, with objections due by June 4. The Debtor is a government IT solutions provider that has experienced financial distress due to funding disruptions, which have prevented it from fulfilling orders and pursuing new business opportunities. These challenges have led to reduced revenue and forced SGS to rely on high-cost financing from SouthStar Capital. As a result, the Debtor has determined that selling the business as a going concern is the best course of action, as its value in operation significantly exceeds its liquidation value. To sustain its operations during this process, the Debtor needs its cash collateral to fund critical expenses. The cash collateral is currently encumbered by liens from two secured creditors: SouthStar Capital, owed approximately $1.5 million under a factoring agreement, and the holders of $26.7 million in secured convertible debentures, with both creditors having security interests in virtually all of the Debtor's assets. About Sysorex Government Services Inc. Sysorex Government Services, Inc. is a government IT solutions provider in Herndon, Va. Sysorex filed Chapter 11 petition (Bankr. S.D. N.Y. Case No. 25-10920) on May 5, 2025, listing up to $10 million in assets and up to $50 million in liabilities. A. Zaman Khan, president of Sysorex, signed the petition. Judge John P. Mastando III oversees the case. Ralph E. Preite, Esq., at Cullen and Dykman LLP, represents the Debtor as legal counsel. THOMASVILLE REGIONAL: Sale of Property Okayed, To Reopen Hospital ----------------------------------------------------------------- Kyle Mooty of The Thomasville Times reports that Thomasville is one step closer to restoring local healthcare services after a judge approved the sale of its hospital property on Highway 43. The facility, closed since September 20, 2024, entered receivership the following month, October 2024, after struggling to recover from the impacts of the COVID-19 pandemic. Mayor Sheldon Day said the hospital never fully regained stability after the crisis. According to the report, Clarke County Circuit Court approved the sale of the property to Prestige Thomasville LLC, a company formed by JMF Solutions of Baldwin County. Mayor Day described the move as "the first major step toward the reopening of our hospital." He added that the City of Thomasville and its Health Care Authority had been deeply involved in reviewing potential buyers. "We've always envisioned something meaningful for our city," said Day. "Rural hospitals nationwide face serious challenges, but with new ownership and strong partnerships, we believe something great can be achieved here." Mike Francis, principal officer of Prestige Thomasville LLC, said he is eager to invest in the community and develop a new model for rural healthcare in southwest Alabama, the report states. "Thomasville is a unique and vibrant rural hub," said Francis. "This hospital is critical to the region, and we're grateful to be involved. The leadership's passion for quality healthcare is inspiring. We're excited to be part of this mission and believe this partnership can redefine what rural healthcare looks like." The transaction is expected to close in June 2025, with plans to reopen the facility as an acute care hospital shortly thereafter. Francis also noted he hopes many former hospital staff members will return once operations resume, according to report. About Thomasville Regional Medical Center Thomasville Regional Medical Center is a 29-bed acute care hospital and anchor facility in Thomasville, Alabama. THOMPSON ELECTRIC: Glen Watson Named Subchapter V Trustee --------------------------------------------------------- The Acting U.S. Trustee for Region 8 appointed Glen Watson, Esq., at Watson Law Group, PLLC as Subchapter V trustee for Thompson Electric, Inc. Mr. Watson will be paid an hourly fee of $425 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Watson declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Glen Watson, Esq., Watson Law Group, PLLC 1114 17th Av. S., Suite 201 P.O. Box 121950 Nashville, TN 37212 Telephone: (615) 823-4680 Email: glen@watsonpllc.com About Thompson Electric Inc. Thompson Electric, Inc. is an electrical service provider based in Lebanon, Tenn., specializing in residential and commercial electrical installations, repairs and large-scale projects. Thompson Electric filed Chapter 11 petition (Bankr. M.D. Tenn. Case No. 25-01471) on April 7, 2025, listing between $1 million and $10 million in both assets and liabilities. Jon Thompson, president of Thompson Electric, signed the petition. Judge Nancy B. King oversees the case. R. Alex Payne, Esq., at Dunham Hildebrand Payne Waldron, PLLC, represents the Debtor as legal counsel. TOG HOTELS: Gets Extension to Access Cash Collateral ---------------------------------------------------- Tog Hotels Downtown Dallas, LLC received another extension from the U.S. Bankruptcy Court for the Northern District of Texas to use the cash collateral of Wilmington Trust, National Association. The lender's cash collateral consists of cash held by the company in a deposit account at Wells Fargo Bank, National Association. All rents from the Crowne Plaza Dallas Downtown hotel, which is operated by the company, were deposited into the account. The fourth interim order signed by Judge Scott Everett authorized Tog Hotels to use the lender's cash collateral through June 1 to pay the operational expenses set forth in its budget, with a 10% variance allowed. The budget projects total operational expenses of $961,498.18 for May. The company's authority to use cash collateral expires immediately upon its failure to cure an event of default. Events of default include failure to comply with the second interim order, the dismissal or conversion of the company's Chapter 11 case; appointment of a bankruptcy trustee or examiner; and the termination of the company's authority to conduct business. As protection, Wilmington Trust was granted a replacement lien on its pre-bankruptcy collateral and on property acquired by Tog Hotels after its Chapter 11 filing. The lender will be granted a superpriority claim in case the replacement lien is not enough to protect its interest in the pre-bankruptcy collateral. Wilmington Trust will receive a monthly payment of $139,496.55 as additional protection. A final hearing is scheduled for May 28. About TOG Hotels Downtown TOG Hotels Downtown, LLC operates the Crowne Plaza Dallas Downtown hotel, located at 1015 Elm Street in Dallas, Texas. TOG Hotels Downtown filed Chapter 11 petition (Bankr. N.D. Texas Case No. 25-30600) on February 20, 2025. In its petition, the Debtor reported between $10 million and $50 million in both assets and liabilities. Judge Scott W. Everett handles the case. The Debtor is represented by: Joyce W. Lindauer, Esq. Joyce W. Lindauer Attorney, PLLC Tel: 972-503-4033 Email: joyce@joycelindauer.com TRANSDIGM INC: S&P Rates New $2.65B Senior Subordinated Notes 'B' ----------------------------------------------------------------- S&P Global Ratings assigned its 'B' issue-level rating and '6' recovery rating to TransDigm Inc.'s proposed $2.65 billion senior subordinated notes due 2033. The '6' recovery rating indicates our expectation for minimal (0%-10%; rounded estimate: 0%) recovery for the subordinated debt in the event of a hypothetical default. The company will use proceeds from this transaction to refinance its existing $2.65 billion 5.5% senior subordinated notes due 2027. S&P said, "Our 'BB-' issuer credit rating and stable outlook on TransDigm are unchanged. We view the proposed transaction as leverage neutral and we note the refinancing will address the company's nearest maturities. We estimate that TransDigm's S&P Global Ratings-adjusted debt to EBITDA will be between 5.0x and 5.3x for fiscal year 2025. Following the transaction, the company's nearest material maturity will be in 2028, when its $1.87 billion first lien term loan I and $2.1 billion 6.75% senior secured notes come due." TransDigm is a global designer, producer, and supplier of highly engineered aircraft components for use on nearly all commercial and military aircraft in service with a focus on aftermarket content (75% of EBITDA). The company has over 40 product lines, including actuators, ignition systems, gear pumps, valves, lighting, audio, batteries, latching and locking devices, lavatory hardware, and starter generators. ISSUE RATINGS--RECOVERY ANALYSIS Key analytical factors -- TransDigm' s pro forma capital structure will comprise a $910 revolving credit facility, $20.3 billion of senior secured debt, and about $4.9 billion of subordinated debt (including the proposed $2.65 billion notes due 2033). -- Other default assumptions include SOFR at 3.5%, the revolving credit facility is 85% drawn at default, and the accounts receivable (AR) facility is 100% drawn at default and is a priority claim. Simulated default assumptions -- Year of default: 2029 -- EBITDA emergence: $1.809 billion -- EBITDA multiple: 6.0x Simplified waterfall -- Net enterprise value (after 5% administrative costs): $10.311 billion -- Obligor/nonobligor split: 85% / 15% -- Priority claims (AR facility): $662 million -- Value available to first-lien claims: $9.11 billion -- Estimated first-lien claims: $120.6 billion --Recovery expectations: 50%-70% (rounded estimate: 50%) -- Value available to subordinated claims: $518 million -- Estimated subordinated claims: $9.1 billion --Recovery expectations: 0%-10% (rounded estimate: 0%) TRILLION ENERGY: Net Loss Widens to $9.1 Million in FY 2024 ----------------------------------------------------------- Trillion Energy International Inc. filed with the U.S. Securities and Exchange Commission its Annual Report on Form 20-F reporting that net loss for the year ended December 31, 2024 increased by $9,084,800 compared to the net loss for the year ended December 31, 2023, with a net loss of $9,128,642 recognized during the year ended December 31, 2024 as compared to a net loss of $43,842 for the year ended December 31, 2023. Revenues decreased by $9,796,530 from $16,797,366 for the year ended December 31, 2023 to $7,000,836 for the year ended December 31, 2024. The decrease observed during the year ended December 31, 2024 was due to water loading of wells in the first and second quarters of 2024 Calgary, Canada-based MNP LLP, the Company's auditor since 2022, issued a "going concern" qualification in its report dated April 30, 2025, attached to the Company's Annual Report on Form 10-K for the year ended December 31, 2024, citing that the Company has a negative working capital position, has accumulated deficits, and negative cash flows from operations, which raise substantial doubt about its ability to continue as a going concern. As at December 31, 2024, the Company's current liabilities exceeded its current assets by $27,931,650 (2023 - $12,929,942) and its accumulated deficit amounts to $54,009,488 (2023 - $44,880,846). In addition, for the year ended December 31, 2024, cash used by operating activities was $5,695,137 (2023 – $1,526,577 and 2022 - $7,031,965 received from operating activities). The Company's continuation as a going concern is dependent upon its ability to complete financing sufficient to meet current and future obligations, the successful results from its business activities, and its ability to operate profitably and generate funds. Although the Company raised capital in current and previous reporting periods, additional funding will be required to continue current operations and further advance its existing oil and gas assets in the upcoming 12 months. These factors indicate the existence of material uncertainty which raises substantial doubt about the Company's ability to continue as a going concern. A full-text copy of the Company's Form 20-F is available at: https://tinyurl.com/4pue9rbn About Trillion Energy Trillion Energy International Inc. and its consolidated subsidiaries is a Canadian based oil and gas exploration and production company. As of Dec. 31, 2024, the Company had $54,864,568 in total assets, $40,715,360 in total liabilities, and a total stockholders' equity of $14,149,208. TURNONGREEN INC: Names CBIZ CPAs Auditor Following Marcum Dismissal ------------------------------------------------------------------- TurnOnGreen, Inc. disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that the Company dismissed Marcum as the Company's independent registered accounting firm and, with the approval of the Company's Board of Directors, engaged CBIZ CPAs as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2025. Based on information provided by Marcum LLP, the independent registered public accounting firm of the Company, CBIZ CPAs P.C. acquired the attest business of Marcum, effective November 1, 2024. Marcum continued to serve as the Company's independent registered public accounting firm through April 30, 2025. During the fiscal years ended December 31, 2024 and 2023, and through April 30, 2025, the Company did not consult with CBIZ CPAs regarding: (i) the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Company's consolidated financial statements, or (ii) any matter that was either the subject of a disagreement (as described in Item 304(a)(1)(iv) of Regulation S-K and the related instructions) or a reportable event (as described in Item 304(a)(1)(v) of Regulation S-K and the related instructions). The reports of Marcum regarding the Company's consolidated financial statements for the fiscal years ended December 31, 2024 and 2023 included in the Company's Annual Report on Form 10-K for the year ended December 31, 2024, did not contain any adverse opinion or disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope, or accounting principles, except that the report for the fiscal years ended December 31, 2024 and December 31, 2023 included an explanatory paragraph relating to substantial doubt about the Company's ability to continue as a going concern. During the fiscal years ended December 31, 2024 and 2023, and through April 30, 2025, the date of Marcum's dismissal, there were (a) no disagreements (as defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions) between the Company and Marcum on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedures, which disagreements, if not resolved to the satisfaction of Marcum, would have caused Marcum to make reference to such disagreement in its reports and (b) no "reportable events" (as defined in Item 304(a)(1)(v) of Regulation S-K and the related instructions), except for the material weakness in the Company's internal control over financial reporting due to the fact the Company: (i) does not have sufficient resources in its accounting department, which restricts its ability to gather, analyze and properly review information related to financial reporting, including fair value estimates, in a timely manner, (ii) due to its size and nature, was unable to properly segregate all conflicting duties, (iii) its primary user access controls to ensure appropriate authorization and segregation of duties that would adequately restrict user and privileged access to the financially relevant systems and data to appropriate personnel were not designed and/or implemented effectively, nor did it design and/or implement sufficient controls for program change management to certain financially relevant systems affecting its processes, and (iv) design and maintain effective controls associated with related party transactions and disclosures, each as disclosed in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2024. About TurnOnGreen Inc. TurnOnGreen, Inc. (formerly known as Imperalis Holding Corp.), a Nevada corporation, through its wholly owned subsidiaries Digital Power Corporation and TOG Technologies Inc., is engaged in thedesign, development, manufacture, and sale of highly engineered, feature-rich, high-grade power conversion and power system solutions for mission-critical applications and processes. New York, N.Y.-based Marcum LLP, the Company's auditor since 2021, issued a "going concern" qualification in its report dated April 11, 2024, citing that the Company has a significant working capital deficiency, has incurred significant losses, and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. TurnOnGreen had a net loss of $4.83 million for the year ended December 31, 2023, compared to a net loss of $4.22 million in 2022. As of June 30, 2024, TurnOnGreen had $3.94 million in total assets, $10.91 million in total liabilities, $25 million in redeemable convertible preferred stock, and $31.97 million in total stockholders' deficit. TW MEDICAL: Gets Final OK to Use Cash Collateral Until Aug. 1 ------------------------------------------------------------- TW Medical Group, LLC and Taylor G. Wright, P.C. received final approval from the U.S. Bankruptcy Court for the District of Utah to use cash collateral. The final order authorized the Debtors to use cash collateral for the period from May 6 to Aug. 1 to pay the expenses set forth in its budget, with a 10% variance allowed per line item. As protection, creditors with potential claims to the cash collateral will be granted replacement liens on post-petition assets to the extent their collateral is diminished. A copy of the court's order and the Debtor's budget is available at https://shorturl.at/XzTwU from PacerMonitor.com. About TW Medical Group TW Medical Group, LLC is a podiatry practice offering state-of-the-art care across many locations in the United States. The Company provides care for patients of all ages, from infants to older adults. Its podiatry team specializes in diagnosing and treating many foot and ankle conditions, including plantar fasciitis, tendonitis, ingrown toenail, toenail fungus, bunions, and flat feet. TW Medical Group and Taylor G. Wright, P.C. filed Chapter 11 petitions (Bankr. D. Utah Lead Case No. 24-25495) on October 23, 2024. Zachary Paul, chief financial officer, signed the petitions. At the time of the filing, TW Medical Group reported $10 million to $50 million in both assets and liabilities while Taylor G. Wright reported $100,001 to $500,000 in assets and $1 million to $10 million in liabilities. Judge Joel T. Marker oversees the cases. George B. Hofmann, Esq., at Cohne Kinghorn, P.C., represents TW Medical Group while Ted F. Stokes, Esq., at Stokes Law, PLLC represents Taylor G. Wright. TW MEDICAL: Unsecured Claims Under $3K to Recover 75% in Plan ------------------------------------------------------------- TW Medical Group, LLC and Taylor G. Wright, P.C. filed with the U.S. Bankruptcy Court for the District of Utah a Disclosure Statement with respect to Plan of Reorganization dated April 11, 2025. TW Med provides quality health care services through twelve clinics located in Utah, Colorado, and New Mexico. Its headquarters and principal place of business is in Cottonwood Heights, Utah. TGW works in tandem with TW Med; TGW is the entity credentialed by various state Medicare entities and thus fees generated by the medical services rendered by TW Med are initially paid to TGW. Pursuant to an Administrative Services Agreement dated January 1, 2023 (the "ASA"), 98% of TGW.'s net collected revenue is paid to TW Med. Pursuant to Order of the Bankruptcy Court, the Debtors were permitted to assume their respective obligations under the ASA. The Debtors were forced to file their bankruptcy petitions because several different creditors were seizing their revenue and as a result crippled the Debtors' ability to continue operations. In some cases creditors debited the Debtors' bank accounts directly, and in other cases creditors sent "direct pay" letters pursuant to Uniform Commercial Code Article 9, for example directing state Medicare entities to pay amounts owed to TGW directly to a creditor instead. The Debtors required the respite of the bankruptcy automatic stay in order to rehabilitate their businesses and to recover this critically needed revenue. The Debtors' goal through their bankruptcy filings are to reorganize their financial affairs through a combination of reducing expenses and recapturing revenues seized by creditors before their bankruptcy petition. The Debtors believe that they have proposed a fair plan of reorganization that proposes to pay in full their creditors over time. Through the Plan, the Debtors propose to consolidate their assets and liabilities pursuant to Section 1123(a)(5) of the Bankruptcy Code, and to then repay creditors in full through their future revenues. Under the Plan, from and after the Effective Date, the Debtors will consolidate and become the Reorganized Debtor, which will then change its name and be called "Innovation Medical Group, P.C." The Plan provides that the caption of the Bankruptcy Case as of the Effective Date will be amended to reflect the debtor as: "Innovation Medical Group, P.C., f/k/a TW Medical Group, LLC and Taylor G. Wright, P.C." TW Med believes that the total unsecured claims against it are approximately $18.5 million, and TGW believes that the total unsecured claims against it are approximately $400,000. General Unsecured Claims will be paid in full with interest at the Plan Rate. The Reorganized Debtor will commence equal Quarterly payments to Holders of General Unsecured Claims on the Initial Distribution Date, and payments shall continue thereafter on a Quarterly basis until paid in full on the Final Distribution Date. Convenience Claims A (which the Plan defines as General Unsecured Claims under $3,072.43) will be paid in full and final satisfaction of such Claim, Cash in an amount equal to 75% of such Allowed Convenience Claim on the Initial Distribution Date, and shall receive no other distributions under this Plan on account of such Claim. Convenience Claims B (which the Plan defines as General Unsecured Claims under $10,425.01) will be paid in full and final satisfaction of such Claim, Cash in an amount equal to 100% of such Allowed Convenience Claim (without interest) in three equal monthly installments, with the first payment due on the Initial Distribution Date, the second payment due 30 days after the Initial Distribution Date, and the third payment due 60 days after the Initial Distribution Date. The equity interest holders in the Debtors will retain their interests in the Reorganized Debtor. Dr. Hugentobler owns 66% of the equity interests in the Debtors and Dr. Toole the remainder (this is a change since the Debtors' Petition Date, because Dr. Wright has left the Debtors' practice). Under the Plan the Reorganized Debtor will make distributions to its equity interest owners to account for and offset taxes they will owe on account of their equity interests in the Debtors. Pursuant to the Plan, the Reorganized Debtor (after the Plan consolidation) will continue its business operations as at present. Given the new focus of the Reorganized Debtor, and freedom from the past distractions of substantial litigation, the Debtors believe their forecasts are reasonable and conservative. The forecast attached to this Disclosure Statement demonstrates that the Plan is feasible. On confirmation of the Plan the Debtors will require funds necessary for payment of Administrative Expense Claims on the Effective Date of the Plan. The Debtors believe they will be able to fund these payments from its operations, although there is a risk that the Debtors' operations will not generate sufficient revenue to pay Administrative Expense Claims. The Debtors believe that there are no accrued and unpaid administrative expenses, except for the Debtors' court-approved attorneys (Cohne Kinghorn, P.C., Stokes Law PLLC, and Pia Hoyt, LLC). As of the date of this Disclosure Statement, the Debtors' attorneys have an accrued and unpaid administrative expense claims totaling approximately $60,000, and they collectively hold retainer amounts of approximately $20,000. A full-text copy of the Disclosure Statement dated April 11, 2025 is available at https://urlcurt.com/u?l=YQy6nA from PacerMonitor.com at no charge. Attorneys for TW Medical Group, LLC: George Hofmann, Esq. Jeffrey L. Trousdale, Esq. Emma L.A. Grissom, Esq. Cohne Kinghorn, P.C. 111 East Broadway, 11th Floor Salt Lake City, Utah 84111 Telephone: (801) 363-4300 Facsimile: (801) 363-4378 Attorneys for Taylor G. Wright, P.C.: Ted F. Stokes, Esq. Stokes Law PLLC 2072 North Main Suite 102 North Logan, Utah 84341 Telephone: (435) 213-4771 Facsimile: (888) 441-1529 About TW Medical Group LLC TW Medical Group LLC, doing business as Innovation Medical Group and Utah Foot & Ankle, is a podiatry practice offering state-of-the-art care across many locations in the United States. The Company provides care for patients of all ages, from infants to older adults. Its podiatry team specializes in diagnosing and treating many foot and ankle conditions, including plantar fasciitis, tendonitis, ingrown toenail, toenail fungus, bunions, and flat feet. TW Medical Group LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Utah Case No. 24-25495) on October 23, 2024. In the petition filed by Zachary Paul, as chief financial officer, the Debtor reports estimated assets and liabilities between $10 million and $50 million each. COHNE KINGHORN, P.C. serves as the Debtors' counsel. PIA HOYT, LLC as special counsel. TZADIK SIOUX FALLS I: Case Summary & 20 Top Unsecured Creditors --------------------------------------------------------------- Debtor: Tzadik Sioux Falls I, LLC 2450 Hollywood Blvd Ste 503 Hollywood, FL 33020 Business Description: Tzadik Sioux Falls I owns and operates a portfolio of multifamily residential properties located across Sioux Falls, South Dakota. The Company's assets include apartment complexes and townhomes offering various floor plans and amenities. Tzadik Sioux Falls I is managed by Tzadik Management, which oversees the day-to-day operations of the properties. Court: United States Bankruptcy Court Southern District of Florida Case No.: 25-15329 Judge: Hon. Scott M Grossman Debtor's Counsel: Morgan B. Edelboim, Esq. EDELBOIM LIEBERMAN PLLC 2875 NE 191st Street, Penthouse One Suite 905 Miami, FL 33180 Tel: 305-768-9909 E-mail: morgan@elrolaw.com Total Assets: $44,067,440 Total Liabilities: $30,470,820 The petition was signed by Adam Hendry as authorized agent of the Debtor. A full-text copy of the petition is available for free on PacerMonitor at: https://www.pacermonitor.com/view/ITJ7GOY/Tzadik_Sioux_Falls_I_LLC__flsbke-25-15329__0001.0.pdf?mcid=tGE4TAMA List of Debtor's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount 1. 605 Painting, LLC Trade Debt $20,816 46960 100th St Tea, SD 57064 2. ANC Cleaning LLC Trade Debt $8,850 801 S. Beta Pl Sioux Falls, SD 57106 3. Breit & Boomsma, P.C. Business Operations $61,917 606 E. Tan Tara Circle Sioux Falls, SD 57108 4. Brooks Construction Trade Debt $7,851 Services, Inc. 27081 Sundowner Ave Sioux Falls, SD 57106 5. Conservice LLC Trade Debt $37,468 P.O. Box 1500 Hemet, CA 92546 6. GreyStone Fannie Mae $3,699,431 7. Greystone Servicing Trade Debt $10,705 Corporation, Inc. PO Box 281163 Atlanta, GA 30384 8. Greystone/Fannie Mae $11,440,831 9. Greystone/Fannie Mae $1,102,164 10. Greystone/Fannie Mae $4,932,574 11. Madison Lawn Care Trade Debt $32,235 of Sioux Falls, Inc. PO Box 89225 Sioux Falls, SD 52109 12. MidAmerican Energy Trade Debt $37,190 Company - UM PO Box 8020 Davenport, IA 52808 13. Oakridge Nursery and Trade Debt $26,740 Landscaping Inc. PO Box 200 Brandon, SD 57005 14. Plunkett's Pest Trade Debt $13,779 Control, Inc. 40 52nd Way Northeast Minneapolis, MN 55421 15. Reynolds Construction Trade Debt $22,705 Management 4402 S Technology Dr Sioux Falls, SD 57106 16. Sioux Falls Utilities - Business $44,257 UM Operations 224 West 9th Street Sioux Falls, SD 57117 17. Stealth Monitoring Inc. Trade Debt $7,737 15182 Marsh Lane Addison, TX 75001 18. Waste Solutions Services Trade Debt $6,228 26 Columbia Ave. Dedarhurst, NY 11516 19. Xcel Energy - UM Trade Debt $6,613 PO Box 9477 Minneapolis, MN 55484 20. Xtreme Cleaning Services Trade Debt $9,887 311 E Norton Ave Salem, SD 57058 UTZ BRANDS: S&P Alters Outlook to Stable, Affirms 'B' ICR --------------------------------------------------------- S&P Global Ratings revised its rating outlook to stable from positive and affirmed its 'B' issuer credit rating on U.S.-based packaged snack maker, Utz Brands Inc. S&P said, "At the same time, we affirmed our 'B' issue-level rating on the company's first-lien term loan due in 2032. The '3' recovery rating indicates our expectation of meaningful (50%-70%; rounded estimate: 60%) recovery in the event of a payment default. "The stable outlook reflects our expectation that Utz's operating performance will remain in line with our base-case forecast, resulting in S&P Global Ratings-adjusted leverage of about 5.5x in fiscal 2025. "The outlook revision to stable reflects our expectation that Utz's S&P Global Ratings-adjusted leverage will not decline below 5x until fiscal 2026. We project S&P Global Ratings-adjusted leverage will be about 5.5x for the fiscal year ended 2025, which is above our prior expectation of 4.5x-5x and above our 5x upgrade threshold. Given the macroeconomic environment and the company's recent performance, we believe a decline in consumer demand and continued higher levels of investments to support growth could keep profitability pressured and leverage above 5x through fiscal 2026. Additionally, we now expect free operating cash flow (FOCF) of about $24 million for fiscal 2025, below our prior expectation of about $40 million. The lower cash flow forecast includes the impact of lower profitability and higher capital expenditures (capex). "Utz's revenues declined 2% in fiscal 2024 compared to our prior forecast of flat revenue performance, while S&P Global Ratings-adjusted EBITDA remained flat versus our prior expectation of about 10% growth. Leverage improved to 6.1x from 6.5x in fiscal 2023 helped by debt reduction. However, we previously expected the company to improve leverage to about 5.1x based on higher profitability. During the first quarter of fiscal 2025, the company's revenues grew by 2.9% on an organic basis, reflecting 6.3% volume growth offset by a 3.4% decline attributable to price/mix. About half of the volume growth in the quarter was driven by its bonus packs program (20% more volume) introduced in December 2024, which helped drive trial, but also had a similar-size price/mix headwind. Branded salty snacks, which comprise 87% of total consolidated sales, grew revenues by 4.9% during the quarter. Utz's households penetrated grew by 1.2% during the first quarter compared to the same period the previous year. While the salty snacks category has historically been resilient during economic downturns, we believe the extraordinary inflation has weighed more on consumers in recent quarters. We lowered our growth and profit outlook through fiscal 2026 due to lower consumer demand and a more promotional environment. Longer term, we believe Utz's expansion into under-penetrated regions and ongoing investments in innovation, marketing, and promotion to increase household penetration and drive revenue growth will gradually accelerate overall growth. "Industry demand headwinds and competitive promotional activity will continue to pressure revenue and earnings growth over the next year. Utz's long-term growth targets hinged on salty snacks category growth of about 2%-3% annually. However, the salty snacks category growth has moderated substantially, declining by low-single digits over the past 12 months, after expanding by mid-single digits during 2015-2023, which is higher than the overall packaged food industry growth. Moreover, some of the company's large competitors significantly intensified their promotional activity during 2024, hurting Utz's volumes. We forecast weak macroeconomic conditions, value-seeking consumer behavior, and heightened promotional activity within the salty snacks category will persist over the near-term. These factors will hinder Utz's ability to expand its sales in line with its targets laid out at the 2023 investor day. However, we believe Utz is well positioned to continue to expand its presence in under-penetrated markets and support its product offerings in its core markets with marketing and innovation. This should result in continued volumes share gains in these regions, supported by investments in marketing and innovation. "Utz's management is focused on improving profitability through distribution growth, network optimization, and productivity improvements, but costs related to portfolio optimization will continue to limit S&P Global Ratings-adjusted EBITDA growth in 2025. UTZ is focused on accelerating growth in expansion regions, supported by new distribution. The company's relationship with some national retailers is currently limited to certain regions, but we believe it has expansion opportunities with some of these customers if it can offer direct-store-delivery (DSD) distribution support. We believe Utz will leverage these opportunities and continue to gain volume share in these regions. In recent years, the company has streamlined its operations, consolidated its production and warehousing footprint, automated production, optimized procurement, and overhauled its distribution network. The cleaner portfolio also makes it easier for management to better plan for demand and focus its attention on the most profitable opportunities. At the same time, the company is focused on supporting sales growth with promotional and marketing spending and investments in selling capabilities to support distribution growth in under-penetrated markets. The company increased its marketing spend by more than 40% in 2023, followed by a 70% increase in 2024, and expects to further increase its marketing spending by 40% in 2025, with a long-term target of marketing spending totaling 3%-4% of sales. We also expect the company to continue to incur costs related to the Rice distribution center operations and its business transformation initiatives, albeit lower than historical levels. We forecast S&P Global Ratings-adjusted EBITDA margin will improve to 12.3% in 2025 from 11.6% in 2024. These levels are modestly below our prior forecast of EBITDA margin of 12.7% and compares to the company's expectation of about 15% EBITDA margin (company adjusted) in 2025. We note the company communicated its target of achieving 16% company-adjusted EBITDA margin by fiscal 2026. We do not add back a number of operating costs related to mergers and acquisitions (M&A) and business transformation initiatives among others in Utz's S&P Global Ratings-adjusted EBITDA calculations, reflecting the differential from the company-adjusted margin levels." The company has yet to establish a track record of positive discretionary cash flow. Improvements in profitability have yet to translate to positive discretionary cash flow (DCF) generation because of the company's heightened capital investments to support the expansion of its manufacturing capacity and deliver productivity savings. The company opened a new distribution center in Hanover, Penn. in January 2025, which consolidates six warehouses into one facility. The company also added a kettle production line that increased its kettle chip capacity by 35% and a pretzel production line, increasing pretzel capacity by 15% earlier this year. Utz reported an FOCF deficit of more than $60 million during the first quarter of fiscal 2025 as the company pulled forward some of its capital investments, spending about $39 million of the total expected capex of $90 million to $100 million for fiscal 2025. S&P said, "We forecast annualized FOCF of about $25 million in fiscal 2025. We forecast the company will continue to pay annual dividends of about $40 million-$45 million, leaving a DCF deficit of about $15 million in 2025. We expect DCF to turn marginally positive in fiscal 2026." The stable outlook reflects S&P's expectation that Utz's operating performance will remain in line with our base-case forecast, resulting in S&P Global Ratings-adjusted leverage of about 5.5x in fiscal 2025. S&P could lower its ratings on Utz if: -- Operating performance deteriorates due to weaker volumes resulting from the salty snacks category remaining pressured or intensifying competition, or higher-than-expected charges related to ongoing restructuring initiatives such that profitability declines and leverage increases and remains above 7x; or -- Utz increases leverage through more aggressive financial policies, including larger debt-financed acquisitions or dividends. S&P could raise its ratings on Utz if the company: -- Continues to improve its profitability and demonstrates consistently conservative financial policies. This includes maintaining leverage of about 5x or below even with acquisitions; or -- Increases scale and product diversity while maintaining less aggressive financial policies such that S&P believes its acquisition risk as lower. VENETIAN PROPERTIES: Subchapter V Trustee Named ----------------------------------------------- The Acting U.S. Trustee for Region 5 appointed Christopher Meredith of Copeland, Cook, Taylor & Bush, P.A. as Subchapter V trustee for Venetian Properties Inc. Mr. Meredith will be paid an hourly fee of $325 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Meredith declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Christopher H. Meredith Copeland, Cook, Taylor & Bush, P.A 600 Concourse, Suite 200 1076 Highland Colony Parkway (Zip—39157) P.O. Box 6020 Ridgeland, MS 39158-6020 Telephone: (601) 856-7200 Facsimile: (601) 856-7626 Email: cmeredith@cctb.com About Venetian Properties Venetian Properties Inc. filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D. Miss. Case No. 25-00913) on April 8, 2025, with $100,001 to $500,000 in both assets and liabilities. Judge Katharine M. Samson presides over the case. VERISTA INC: Ares Capital Marks $700,000 1L Secured Loan at 14% Off ------------------------------------------------------------------- Ares Capital Corporation has marked its $,700,000 loan extended to Verista, Inc. to market at $600,000 or 86% of the outstanding amount, according to Ares' Form 10-Q for the fiscal year ended March 31, 2025, filed with the U.S. Securities and Exchange Commission. Ares is a participant in a First Lien Senior Secured Revolving Loan to Verista, Inc. The loan accrues interest at a rate of 10.56% per annum. The loan matures on February 2027. Ares Capital is a specialty finance company that is a closed-end, non-diversified management investment company incorporated in Maryland. Ares Capital has elected to be regulated as a business development company under the Investment Company Act of 1940, as amended. Ares Capital has elected to be treated as a regulated investment company under the Internal Revenue Code of 1986, as amended, and operates in a manner so as to qualify for the tax treatment applicable to RICs. Ares is led by Kipp Deveer as chief executive officer, Scott C. Lem as chief financial officer and treasurer, and Paul Cho as chief accounting officer. The Fund can be reached through: Kipp Deveer Ares Capital Corporation 245 Park Avenue, 44th Floor, New York, NY 10167 Telephone: (212) 750-7300 About Verista, Inc. Verista, Inc. provides systems consulting for compliance, automation, validation, and packaging solutions to the healthcare sector in the U.S. VIRIDOS INC: U.S. Trustee Unable to Appoint Committee ----------------------------------------------------- The U.S. Trustee for Region 3 disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of Viridos, Inc. About Viridos Inc. Viridos Inc. (formerly known as Synthetic Genomics, Inc.) develops a scalable microalgae platform to produce low-carbon intensity biofuels for heavy transportation sectors such as aviation and commercial trucking. Backed initially by ExxonMobil and holding over 100 patents, it remains pre-revenue but projects oil yields up to 20 times those of existing crops and an associated 73-88 percent reduction in carbon emissions. Viridos Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 25-10697) on April 14, 2025. In its petition, the Debtor reported estimated assets between $10 million and $50 million and estimated liabilities between $1 million and $10 million. The Honorable Bankruptcy Judge Craig T. Goldblatt handles the case. The Debtor is represented by Womble Bond Dickerson (US) LLP. Rock Creek Advisors, LLC is the Debtor's financial consultant. Stretto is the Debtor's claims and noticing agent. WALKER AREA: Gets Interim OK to Use $28K in Cash Collateral ----------------------------------------------------------- Walker Area Community Center, Inc. got the green light from the U.S. Bankruptcy Court for the District of Minnesota to use cash collateral through May 26. The order penned by Judge William Fisher authorized the interim use of up to $28,869 in cash, including potential cash collateral of First National Bank North, East Otter Tail Telephone Company (Arvig), and the U.S. Small Business Administration. As protection, the pre-bankruptcy lenders will be granted replacement liens on assets acquired by Walker after the petition date, with the same priority and extent as their pre-bankruptcy liens. A final hearing is scheduled for May 27. About Walker Area Community Center Inc. Walker Area Community Center Inc. operates a community facility in Walker, Minnesota, located at 105 Tower Ave E. The light industrial property includes a gym, exercise space, seasonal ice arena, locker rooms, meeting rooms, and offices. It supports activities for the Boys & Girls Club, Rotary meetings, hockey and curling leagues, as well as year-round basketball, pickleball, and fitness programs. As of Nov. 18, 2024, the property was appraised at $1.25 million based on comparable sales. Walker Area Community Center Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Minn. Case No. 25-50310) on May 2, 2025. In its petition, the Debtor reported total assets of $1,409,049 and total liabilities of $1,956,152. Judge William J. Fisher handles the case. The Debtor is represented by Steven R. Kinsella, Esq., at Fredrickson & Byron, P.A. WINDMILL POINT: Case Summary & Six Unsecured Creditors ------------------------------------------------------ Debtor: Windmill Point Apartments De, LLC 219 Pasadena Pl. Orlando, FL 32803 Business Description: Windmill Point is a single-asset real estate debtor under U.S. bankruptcy law, as defined in Section 101(51B) of Title 11 of the United States Code. Chapter 11 Petition Date: May 13, 2025 Court: United States Bankruptcy Court Middle District of Florida Case No.: 25-02855 Judge: Hon. Grace E Robson Debtor's Counsel: Justin M. Luna, Esq. LATHAM LUNA EDEN & BEAUDINE LLP 201 S. Orange Avenue Suite 1400 Orlando, FL 32801 Tel: (407) 481-5800 Email: jluna@lathamluna.com Estimated Assets: $10 million to $50 million Estimated Liabilities: $10 million to $50 million The petition was signed by Barry Watson as manager. A full-text copy of the petition is available for free on PacerMonitor at: https://www.pacermonitor.com/view/7BRKY2A/Windmill_Point_Apartments_De_LLC__flmbke-25-02855__0001.0.pdf?mcid=tGE4TAMA List of Debtor's Six Unsecured Creditors: Entity Nature of Claim Claim Amount 1. Internal Revenue Service Taxes $0 Centralized Insolvency Ops PO Box 7346 Philadelphia, PA 19101-7346 2. Javier Delhoyo Unknown c/o Danielle N. Waters, Esq. Nardella & Nardella, PLLC 135 West Central Blvd. Suite 300 Orlando, FL 32801 3. Orange County Tax Taxes $0 Collector PO Box 779003 Orlando, FL 32877 4. Pjeter Lulaj Unknown c/o Danielle N. Waters, Esq. Nardella & Nardella, PLLC 135 West Central Blvd. Suite 300 Orlando, FL 32801 5. Seminole Cty Tax Collector Taxes $0 Attn: Jeff Greenberg PO Box 630 Sanford, FL 32772-0630 6. Wilmington Trust, Unknown National Assoc c/o Lee D. Mackson 200 South Biscayne Blvd. Suite 4100 Miami, FL 33131 WINDTREE THERAPEUTICS: Closes $2.5M Series D Preferred Stock Deal ----------------------------------------------------------------- As previously disclosed, on April 29, 2025, Windtree Therapeutics, Inc. entered into a Securities Purchase Agreement with the buyers named therein. Pursuant to the SPA, the Company agreed to the private placement of 3,125 shares of the Company's Series D Convertible Preferred Stock, $0.001 par value, for aggregate gross proceeds of approximately $2.5 million. The SPA closed on April 30, 2025. Pursuant to the SPA, the Company filed the Certificate of Designations for the Series D Preferred Stock with the Secretary of State of the State of Delaware on April 30, 2025 for the purpose of establishing and designating the Series D Preferred Stock. The Certificate of Designations became effective on April 30, 2025. The following is a description of the principal terms of the Series D Preferred Stock. General: The Certificate of Designations authorizes a total of 5,000 shares of Series D Preferred Stock with an initial conversion price of $1.368, which is subject to adjustment as provided in the Certificate of Designations. The Series D Preferred Stock has a stated value of $1,000 per share. Each share of Series D Preferred Stock is initially convertible into approximately 731 shares of Common Stock, subject to adjustment as provided in the Certificate of Designations. No fractional shares will be issued upon conversion; rather any fractional share will be rounded up to the nearest whole share. Limitation on Beneficial Ownership: In all cases, conversion of the Series D Preferred Stock will be subject to a beneficial ownership limitation, which prevents the conversion of any portion of a holder's Series D Preferred Stock if such conversion would cause the holder, together with its affiliates, to beneficially own more than 4.99%, or, at the option of such holder, 9.99% of the outstanding shares of Common Stock after giving effect to the conversion. Voting Rights: Except as required by the Delaware General Corporation Law and the Certificate of Designations, the Series D Preferred Stock have no voting rights. Dividends: From and after April 29, 2025, each holder of Series D Preferred Stock is entitled to receive dividends, which Dividends shall be computed on the basis of a 360-day year and twelve 30-day months and shall increase the Stated Value of the Series D Preferred Stock on each Dividend Date. Dividends shall be payable in arrears on each Dividend Date with the first Dividend Date being the first Trading Day of the initial Fiscal Quarter commencing after April 29, 2025 (each as defined in the Certificate of Designations). Dividends on the Series D Preferred Stock shall accrue at 10.0% per annum and be payable by way of inclusion of the Dividends in the Conversion Amount on each Conversion Date in accordance with the Certificate of Designations or upon any redemption in accordance with the Certificate of Designations or upon any required payment upon any Bankruptcy Triggering Event. From and after the occurrence and during the continuance of any Triggering Event (as defined in the Certificate of Designations), the Dividend Rate shall automatically be increased to 18.0% per annum. Company Optional Redemption: At any time no Equity Conditions Failure exists, the Certificate of Designations allows for optional redemption by the Company on the Company Optional Redemption Date (as defined in the Certificate of Designations) of all, but not less than all, of the Series D Preferred Stock then outstanding in cash at a 125% premium of the greater of: (i) the Conversion Amount being redeemed as of the Company Optional Redemption Date and (ii) the product of (1) the Conversion Rate with respect to the Conversion Amount being redeemed as of the Company Optional Redemption Date multiplied by (2) the greatest Closing Sale Price of the Common Stock on any Trading Day during the period commencing on the date immediately preceding such Company Optional Redemption Notice Date and ending on the Trading Day immediately prior to the date the Company makes the entire payment. Holder Optional Redemption: The Certificate of Designations allows for optional redemption by the holder at any time from and after the tenth business day prior to the Maturity Date of all or any number of shares of Series D Preferred Stock held by such holder at a purchase price equal to 100% of the Conversion Amount being redeemed by delivery of written notice to the Company. Change of Control Redemption Right: A holder may also require the Company to redeem all or any number of shares of Series D Preferred Stock held by such holder in connection with a transaction that results in a Change of Control in cash at a price equal to the greatest of (i) the product of (w) 125% multiplied by (y) the Conversion Amount of the Preferred Shares being redeemed, (ii) the product of (x) 125% multiplied by (y) the product of (A) the Conversion Amount of the Preferred Shares being redeemed multiplied by (B) the quotient determined by dividing (I) the greatest closing sale price of the Common Stock during the period beginning on the date immediately preceding the earlier to occur of (1) the consummation of the applicable Change of Control and (2) the public announcement of such Change of Control and ending on the date such holder delivers the Change of Control Redemption Notice (as defined in the Certificate of Designations) by (II) the Conversion Price then in effect and (iii) the product of (y) 125% multiplied by (z) the product of (A) the Conversion Amount of the Preferred Shares being redeemed multiplied by (B) the quotient of (I) the aggregate cash consideration and the aggregate cash value of any non-cash consideration per share of Common Stock to be paid to such holders of the shares of Common Stock upon consummation of such Change of Control divided by (II) the Conversion Price then in effect. Redemptions required by Section 6(b) in the Certificate of Designations shall have priority to payments to all other stockholders of the Company in connection with such Change of Control. Anti-Dilutive Provisions: The Preferred Conversion Price is subject to adjustment upon the occurrence of specified events and subject to price-based adjustment in the event of any stock split, stock dividend, stock combination, recapitalization or other similar transaction involving the Common Stock at a price below the then-applicable Preferred Conversion Price, as described in further detail in the Certificate of Designations. Exchange Right: If a holder participates in a Subsequent Placement (as defined in the Certificate of Designations), such holder may elect to satisfy the purchase price of the securities to be sold to such holder in such Subsequent Placement, in whole or in part, with the Preferred Shares valued at 120% of the Conversion Amount of the Preferred Shares delivered by such holder as payment. Equity Line Mandatory Redemption: At any time on or after such date that no shares of Series C Preferred Stock and Notes remain outstanding, if the Company sells any Common Stock (or other security) pursuant to any equity line of credit, at-the-market offering (or any similar transaction) with any Person (including, with limitation, pursuant to a Permitted Equity Line, the Company shall deliver written notice to each holder subject to the terms as provided in the Certificate of Designations. Unless waived in writing by an applicable holder, on the first Trading Day after such applicable Equity Mandatory Redemption Notice Date, the Company shall redeem in cash the applicable Equity Line Mandatory Redemption Preferred Shares of such holder at the applicable Equity Line Mandatory Redemption Price, without the requirement for any notice or demand or other action by such holder or any other Person. Ranking and Liquidation Preference: Except to the extent that the holders of at least a majority of the outstanding shares of Series D Preferred Stock expressly consent to the creation of Parity Stock or Senior Preferred Stock in accordance with the Certificate of Designations, all shares of capital stock of the Company shall be junior in rank to the Series D Preferred Stock with respect to the preferences as to dividends, distributions and payments upon the liquidation, dissolution and winding up of the Company. The Series D Preferred Stock will rank equal to the Company's Series C Preferred Convertible Stock. The rights of all such shares of capital stock of the Company shall be subject to the rights, powers, preferences and privileges of the Series D Preferred Stock. Without limiting any other provision of the Certificate of Designations, without the prior express consent of the Required Holders, voting separately as a single class, the Company shall not hereafter authorize or issue any additional or other shares of capital stock that is: (i) of senior rank to the Series D Preferred Stock in respect of the preferences as to dividends, distributions and payments upon the liquidation, dissolution and winding up of the Company, (ii) of pari passu rank to the Series D Preferred Stock in respect of the preferences as to dividends, distributions and payments upon the liquidation, dissolution and winding up of the Company or (iii) any Junior Stock having a maturity date or any other date requiring redemption or repayment of such shares of Junior Stock that is prior to the Maturity Date (as defined in the Certificate of Designations). In the event of the merger or consolidation of the Company with or into another corporation, the shares of Series D Preferred Stock shall maintain their relative rights, powers, designations, privileges and preferences provided for herein and no such merger or consolidation shall result inconsistent therewith. About Windtree Therapeutics Headquartered in Warrington, Pennsylvania, Windtree Therapeutics, Inc. -- windtreetx.com -- is a biotechnology company focused on advancing early and late-stage innovative therapies for critical conditions and diseases. The Company's portfolio of product candidates includes: (a) istaroxime, a Phase 2 candidate that inhibits the sodium-potassium ATPase and also activates sarco endoplasmic reticulum Ca2+ -ATPase 2a, or SERCA2a, for acute heart failure and associated cardiogenic shock; preclinical SERCA2a activators for heart failure; rostafuroxin for the treatment of hypertension in patients with a specific genetic profile; and a preclinical atypical protein kinase C iota, or aPKCi, inhibitor (topical and oral formulations), being developed for potential application in rare and broad oncology indications. The Company also has a licensing business model with partnership out-licenses currently in place. Philadelphia, Pennsylvania-based EisnerAmper LLP, the company's auditor since 2022, issued a "going concern" qualification in its report dated Apr. 15, 2025, attached to the Company's Annual Report on Form 10-K for the year ended Dec. 31, 2024, citing that the Company has suffered recurring losses from operations and expects to incur losses for the foreseeable future, that raise substantial doubt about its ability to continue as a going concern. As of Dec. 31, 2024, Windtree Therapeutics had $27.9 million in total assets, $14.7 million in total liabilities, $3.2 million in total mezzanine equity, and a total shareholders' equity of $10 million. WINDTREE THERAPEUTICS: WINT Real Estate Inks $43M Property Deal --------------------------------------------------------------- Windtree Therapeutics, Inc. disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that WINT Real Estate, LLC, a wholly owned subsidiary of the Company, entered into an Assignment and Conditional Assumption Agreement with Way Maker Growth Fund, LLC relating to that certain Purchase and Sale Agreement dated June 28, 2024, as amended by that certain First Amendment to Purchase and Sale Agreement, dated December 19, 2024 and that certain Second Amendment to Purchase and Sale Agreement, dated March 25, 2025, and that certain development services agreement, dated February 4, 2025. Pursuant to the Purchase Agreement, TBB CPD agreed to sell to Way Maker real property commonly known as the Aubrey, located at 11755 Southlake, Houston, Texas. Pursuant to the terms of the Assignment, Way Maker agreed to assign to WINT LLC its right, title and interest in the Assigned Agreements. WINT LLC will not be deemed to have assumed or have any liability under the Assigned Agreements until certain conditions have been met, including: (i) the Purchase Agreement is amended as required by WINT LLC, (ii) WINT has reviewed and approved the Development Agreement, (iii) WINT LLC has reviewed and approved the title commitment and current permitted encumbrances provided for in the Purchase Agreement, (iv) WINT LLC has reviewed and approved the survey with respect to the Property, and (v) WINT LLC has reviewed and approved all terminated and non-terminable contracts provided for in the Sales Agreement. Notwithstanding the Assumption Conditions, WINT LLC has advanced $1,400,000 to TBB CPD to be held as part of the earnest money due under the Purchase Agreement in exchange for an extension of the closing date under the Purchase Agreement to May 23, 2025. The purchase price for the Property pursuant to the Purchase Agreement is approximately $43,000,000. Pursuant to the Purchase Agreement, the sale of the Property must close on or before May 23, 2025, provided WINT LLC is entitled to extend the Closing Date by up to two times, each extension being for 30 days, by payment of $1,000,000 per extension to TBB CPD. The Extension Payments shall be held as part of the Earnest Money and shall be applicable to the Purchase Price on the Closing Date. "Windtree is expected to become a revenue generating company and these additional assets are intended to diversity and stabilize the Company," said Jed Latkin, Chief Executive Officer of Windtree. "By identifying opportunities to bring in stable revenue, we believe the Company can reduce its need for capital that could be dilutive to the stock price. We are actively looking at multiple acquisition candidates that could provide near term revenue and profits. We will continue in our mission to help patients in need with our existing unique drug candidates in cardiogenic shock, heart failure and cancer. We believe that this new approach will allow the Company to grow and limit future stockholder dilution." About Windtree Therapeutics Headquartered in Warrington, Pennsylvania, Windtree Therapeutics, Inc. -- windtreetx.com -- is a biotechnology company focused on advancing early and late-stage innovative therapies for critical conditions and diseases. The Company's portfolio of product candidates includes: (a) istaroxime, a Phase 2 candidate that inhibits the sodium-potassium ATPase and also activates sarco endoplasmic reticulum Ca2+ -ATPase 2a, or SERCA2a, for acute heart failure and associated cardiogenic shock; preclinical SERCA2a activators for heart failure; rostafuroxin for the treatment of hypertension in patients with a specific genetic profile; and a preclinical atypical protein kinase C iota, or aPKCi, inhibitor (topical and oral formulations), being developed for potential application in rare and broad oncology indications. The Company also has a licensing business model with partnership out-licenses currently in place. Philadelphia, Pennsylvania-based EisnerAmper LLP, the company's auditor since 2022, issued a "going concern" qualification in its report dated April 15, 2025, attached to the Company's Annual Report on Form 10-K for the year ended Dec. 31, 2024, citing that the Company has suffered recurring losses from operations and expects to incur losses for the foreseeable future, that raise substantial doubt about its ability to continue as a going concern. As of Dec. 31, 2024, Windtree Therapeutics had $27.9 million in total assets, $14.7 million in total liabilities, $3.2 million in total mezzanine equity, and a total shareholders' equity of $10 million. WINDWARD DESIGN: Gets Final OK to Use Cash Collateral ----------------------------------------------------- The U.S. Bankruptcy Court for the Middle District of Florida granted Windward Design Group, Inc. final approval to use cash collateral. The final order signed by Judge Catherine Peek McEwen authorized the company to use cash collateral to pay the amounts expressly authorized by the court, including payments to the U.S. trustee for quarterly fees; the expenses set forth in the budget, plus an amount not to exceed 10% for each line item; and additional amounts expressly approved in writing by secured creditor, South State Bank, whose claim was satisfied as of April 14. Windward may pay outstanding business obligations incurred through April 9, the day before the sale closed. South State Bank was granted access to business records and premises for inspection, without disrupting operations. About Windward Design Group Inc. Windward Design Group, Inc. filed Chapter 11 petition (Bankr. M.D. Fla. Case No. 25-00780) on February 6, 2025, listing up to $10 million in both assets and liabilities. David G. Peace, president of Windward Design Group, signed the petition. Judge Catherine Peek McEwen oversees the case. Edward J. Peterson, Esq., at Johnson, Pope, Bokor, Ruppel & Burns, LLP, represents the Debtor as legal counsel. WOOD DESIGN: Unsecureds Will Get 100% of Claims over 60 Months -------------------------------------------------------------- Wood Design R US, LLC, filed with the U.S. Bankruptcy Court for the Southern District of Florida a Plan of Reorganization dated April 10, 2025. The Debtor is a Florida Limited Liability Company founded in 2020. Mrs. Jodi D'Amelio is the Debtor's sole member. The Debtor manufactures wood signs and sells them via Amazon, Etsy and Debtor's Website. The Debtor's principal place of business is 8120 Belvedere Rd, Suite 2-6, West Palm Beach Location, and the lease is being assumed in this Plan. The Debtor's Plan will be funded by the current and future income earned by the Debtor. The Debtor proposes a reasonable Plan which is proposed in good faith and not by any means forbidden by law. This Plan provides for one class of priority claims, one secured claims, one class of general unsecured claims, and one class of equity security holders. Secured and unsecured creditors holding allowed claims will receive a distribution on their claim, payable over five years. This Plan also provides for the payment of administrative and priority claims under the terms to the extent permitted by the Code or by agreement between the Debtor and the claimants. Class 3 consists of General Unsecured Claims. The Debtor will pay claimants in this class approximately 100% of their allowed claim without interest in equal quarterly installments, with payments commencing on the effective date of the Plan and continuing for a total of 60 consecutive months. The Debtor estimates that there is a total of $277,372.91 of claims in this class. Security Equity Holder will retain ownership in the Debtor post-confirmation. Current equity will continue to manage the Debtor post-confirmation. The Plan will be funded by the continued operations of the Debtor. In addition, this plan will be funded by monies being returned to the Debtor from American Express pursuant to the Debtor's request and American Express' agreement. A full-text copy of the Plan of Reorganization dated April 10, 2025 is available at https://urlcurt.com/u?l=CHH8iO from PacerMonitor.com at no charge. About Wood Design R US Wood Design R US, LLC filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 25-10236) on Jan. 10, 2025, with up to $50,000 in assets and up to $500,000 in liabilities. Aleida Martinez Molina, Esq., serves as Subchapter V trustee. Judge Erik P. Kimball presides over the case. The Debtor is represented by: Robert A. Stiberman, Esq. Stiberman Law, P.A. 2601 Hollywood Blvd. Hollywood, FL 33020 Telephone: (954) 922-2283 Facsimile: (954) 302-8707 Email: ras@stibermanlaw.com WORLD OF MISTRY: 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 World of Mistry, LLC. About World of Mistry World of Mistry, LLC is a single-asset real estate debtor as defined in 11 U.S.C. Section 101(51B). World of Mistry sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Calif. Case No. 25-10602) on April 11, 2025. In its petition, the Debtor reported between $1 million and $10 million in both assets and liabilities. Judge Victoria S. Kaufman handles the case. The Debtor is represented by Ron Bender, Esq., at Levene, Neale, Bender, Yoo & Golubchik, LLP. WW INTERNATIONAL: Gibson Dunn & Pachulski Advise Ad Hoc Group ------------------------------------------------------------- In the Chapter 11 cases of WW International Inc. and affiliates, the Ad Hoc Group filed a verified statement pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure. On or around April 2024, the Ad Hoc Group (as comprised from time to time) formed and retained Gibson, Dunn & Crutcher LLP to represent it as counsel in connection with a potential restructuring of the outstanding debt obligations of the Debtors. Subsequently, in April 2025, Gibson Dunn contacted Pachulski Stang Ziehl Jones ("PSZJ") to serve as Delaware co-counsel to the Ad Hoc Group. Gibson Dunn and PSZJ represent the Ad Hoc Group, comprised of the beneficial holders or the investment advisors or managers for certain beneficial holders in their capacities as lenders under that certain (i) Credit Agreement (as amended, restated, amended and restated, supplemented, or otherwise modified from time to time, the "Credit Agreement"), dated as of April 13, 2021, by and among WW International, Inc. as borrower, WW North America Holdings, LLC, WW Canada Holdco, Inc., WW.com, LLC, W Holdco, Inc., WW Health Solutions, Inc., Weekend Health, Inc. and WW NewCo, Inc., as guarantors, the lenders under the Revolving Credit Facility, the lenders under the Term Loan Facility and Bank of America, N.A., as administrative agent and collateral agent and (ii) Indenture (as amended, restated, amended and restated, supplemented, or otherwise modified from time to time, the "Indenture"), dated as of April 13, 2021, by and among WW International, Inc. as issuer, WW North America Holdings, LLC, WW Canada Holdco, Inc., WW.com, LLC, W Holdco, Inc., WW Health Solutions, Inc., Weekend Health, Inc., and WW NewCo, Inc., as guarantors, the noteholders under the Senior Secured Notes and The Bank of New York Mellon, as trustee and notes collateral agent. Gibson Dunn and PSZJ do not represent or purport to represent any other entities in connection with the Debtors' chapter 11 cases. Gibson Dunn and PSZJ do not represent the Ad Hoc Group as a "committee" and do not undertake to represent the interests of, and are not fiduciaries for, any creditor, party in interest, or other entity that has not signed a retention agreement with Gibson Dunn or PSZJ. In addition, the Ad Hoc Group does not represent or purport to represent any other entities in connection with the Debtors' chapter 11 cases. Each member of the Ad Hoc Group does not represent the interests of, nor act as a fiduciary for, any person or entity other than itself in connection with the Debtors' chapter 11 cases. The Ad Hoc Group Members' address and the nature and amount of disclosable economic interests held in relation to the Debtors are: 1. Arini Capital Management Limited as investment manager or sub-investment manager for certain funds 2 Park Street, London W1K 2HX, UK * Term Loan Facility ($66,936,186.49) * Senior Secured Notes ($98,757,000.00) 2. Aristeia Capital, L.L.C., as Investment Manager to Underlying Funds One Greenwich Plaza, Suite 300 Greenwich, CT 06830 * Revolving Credit Facility ($35,000,000.00) * Term Loan Facility ($178,294,525.00) * Senior Secured Notes ($20,173,000.00) * Short position in respect of 3,149,022 shares of common stock 3. Invesco Senior Secured Management, Inc., on behalf of certain funds and accounts it manages or advises 225 Liberty Street, New York, NY 10281 * Term Loan Facility ($65,131,034.96) 4. Sound Point Capital Management, LP 375 Park Ave, 34th Floor New York, NY 10152 * Term Loan Facility ($50,897,706.74) 5. Western Asset Management Company 385 East Colorado Boulevard Pasadena, CA 91101 * Term Loan Facility ($20,008,000.00) * Senior Secured Notes ($29,024,000.00) 6. Mackay Shields 299 Park Avenue, 32nd floor New York, NY * Term Loan Facility ($9,159,000.00) * Senior Secured Notes ($38,699,000.00) 7. Accounts and funds managed by Guggenheim Partners Investment Management, LLC or its affiliates 330 Madison Avenue, 10th Floor New York, NY 10017 * Term Loan Facility ($11,180,750.00) * Senior Secured Notes ($36,297,000.00) * 627 shares of common stock 8. Funds managed by LCM Asset Management LLC 399 Park Avenue, 22nd Floor, New York, NY 10022 * Term Loan Facility ($42,095,131.56) 9. Investcorp Credit Management US LLC 280 Park Avenue, 36th Floor New York, NY 10017 * Term Loan Facility ($39,373,344.69) 10. Certain funds and accounts managed or advised by CARRONADE CAPITAL MANAGEMENT, LP 17 Old Kings Highway South, Suite 140 Darien, CT 06820 * Term Loan Facility ($59,338,797.00) 11. Summit House Capital Management, LLC 8235 Douglas Avenue Suite 395 Dallas, TX 75225 * Term Loan Facility ($33,741,696.11) * Senior Secured Notes ($18,097,000.00) 12. BARCLAYS BANK PLC, solely in respect of its U.S. Special Situations Trading Desk and not any other desk, unit, group, division, or affiliate of Barclays 745 Seventh Avenue New York, NY 10019 * Term Loan Facility ($21,586,156.77) * Senior Secured Notes ($4,240,000.00) 13. MJX Asset Management LLC 12 East 49th Street, 38 Floor New York, NY 10017 * Term Loan Facility ($35,714,500.00) 14. AEGON USA INVESTMENT MANAGEMENT, LLC 222 W. Adams Street, Suite 2050 Chicago, IL 60606 * Senior Secured Notes ($33,247,000.00) 15. Certain funds and/or accounts, or subsidiaries of such funds and/or accounts, managed, advised or controlled by BLACKROCK FINANCIAL MANAGEMENT, INC, or a subsidiary or an affiliate thereof. 50 Hudson Yards New York, NY 10001 * Term Loan Facility ($24,987,650.00) * Senior Secured Notes ($16,626,000.00) 16. Wellington Management 280 Congress Street Boston, MA 02210 * Term Loan Facility ($13,640,997.36) * Senior Secured Notes ($17,295,000.00) 17. Bank of America (Bank of America N.A., BofA Securities Inc., Banc of America Credit Products Inc.), solely on behalf of the US Distressed & Special Situations Group 150 N College Street; NC1- 028-19-06 Charlotte, NC 28202 * Revolving Credit Facility ($17,500,000.00) * Term Loan Facility ($10,686,546.45) * Senior Secured Notes ($19,807,000.00) * 200,985 shares of common stock 18. CVC Credit Partners 712 5th Ave, 42nd Floor, New York, NY 10019 * Term Loan Facility ($22,459,678.96) * Senior Secured Notes ($6,495,000.00) 19. Algebris (UK) Limited 1st Floor, 11 Waterloo Place, SW1Y 4AU, London * Senior Secured Notes ($27,715,000.00) 20. Riva Ridge Capital Management LP 55 Fifth Avenue, 18th Floor New York, NY 10003 * Term Loan Facility ($26,412,205.46) * Senior Secured Notes ($9,786,000.00) 21. Whitebox Advisors LLC 3033 Excelsior Boulevard, Suite 500 Minneapolis, MN 55416 * Term Loan Facility ($23,470,000.00) * Senior Secured Notes ($1,000,000.00) * 355,745 short shares of common stock 355,745 long shares of common stock held on swap 22. Blue Owl Liquid Credit Advisors LLC (fka Wellfleet Credit Partners, LLC) 1 Greenwich Plaza 2nd Floor Suite C, Greenwich, CT 06830 * Term Loan Facility ($24,220,756.71) 23. ELEVATION CLO LTD. (DBA ARROWMARK PARTNERS) 100 Fillmore St. Suite 325 Denver, CO 80206 * Term Loan Facility ($18,113,421.05) 24. Morgan Stanley Senior Funding, Inc. 1585 Broadway, 3rd Floor New York, NY 10036 * Term Loan Facility ($15,809,111.98) 25. Morgan Stanley & Co. LLC 1585 Broadway, 3rd Floor New York, NY 10036 * Senior Secured Notes ($11,707,000.00) 26. Steele Creek Investment Management 201 South College St., Suite 1690, Charlotte, NC 23244 * Term Loan Facility ($16,562,500.01) 27. South Dakota Investment Council 4009 W. 49th St. Suite 300 Sioux Falls, SD 57106 * Senior Secured Notes ($14,921,000.00) 28. Wolverine Flagship Fund Trading Limited Care of: Wolverine Asset Management, LLC 175 W. Jackson Blvd., Suite 340 Chicago, IL 60604 * Senior Secured Notes ($13,168,000.00) * 455,269 shares of common stock 29. FFI Fund Ltd. C/O Waystone Corporate Services (Cayman) Ltd., Suite 5B201, 2nd Floor One Nexus Way, Grand Cayman, Camana Bay, KY1-1108, Cayman Islands * Term Loan Facility ($9,230,000.00) 30. FYI Ltd. C/O Waystone Corporate Services (Cayman) Ltd., Suite 5B201, 2nd Floor One Nexus Way, Grand Cayman, Camana Bay, KY1-1108, Cayman Islands * Term Loan Facility ($1,820,000.00) 31. Olifant Fund, Ltd. C/O Waystone Corporate Services (Cayman) Ltd., Suite 5B201, 2nd Floor One Nexus Way, Grand Cayman, Camana Bay, KY1-1108, Cayman Islands * Term Loan Facility ($1,950,000.00) 32. Cygnus Opportunity Fund, LLC 3060 Peachtree Road NW, Suite 1080 Atlanta, GA 30305 * Senior Secured Notes ($11,981,000.00) 33. Columbia Cent CLO Advisers, LLC 300 Continental Blvd., Ste 570, El Segundo, CA 90245 * Term Loan Facility ($8,885,821.48) 34. Columbia Management Investment Advisers, LLC 300 Continental Blvd., Ste 570, El Segundo, CA 90245 * Term Loan Facility ($4,043,750.00) 35. MetLife Investment Management 1717 Arch Street, Suite 1500 Philadelphia, PA 19103 * Senior Secured Notes ($12,855,000.00) 36. By: Angelo, Gordon & Co., LP As Collateral Manager 245 Park Ave, 24th Floor, New York, NY, 10167 * Term Loan Facility ($7,081,179.54) 37. Aviva Investors 80 Fenchurch Street London, EC3M 4AE * Senior Secured Notes ($650,000.00) 38. Gallatin CLO VIII 2017-1, Ltd. 190 Elgin Avenue George Town, Grand Cayman, KY1-9008 * Term Loan Facility ($6,500,000.00) * Senior Secured Notes (1,000,000.00) 39. Funds and/or accounts, or subsidiaries of such funds and/or accounts, managed or advised by BEACH POINT CAPITAL MANAGEMENT LP or a subsidiary thereof 1620 26th Street, Suite 6000N Santa Monica, CA 90404 * Term Loan Facility ($7,435,000.00) 40. Fulcra Asset Management Inc. Suite 1201 – 333 Seymour Street Vancouver, BC V6B 5A6 * Term Loan Facility ($4,243,362.28) * Senior Secured Notes ($2,000,000.00) 41. Fort Washington Investment Advisors, Inc. 303 Broadway, Suite 1200 Cincinnati, Ohio 45202 * Term Loan Facility ($5,725,000.00) 42. Contrarian Funds, L.L.C. 411 West Putnam Avenue Suite 425 Greenwich, CT 06830 Suite 425 * Term Loan Facility ($5,000,000.00) 43. Silvermine Capital Management (18-1) Attn: Wells Fargo 9062 Old Annapolis Rd Columbia, MD 21045 * Term Loan Facility ($2,746,577.15) 44. GLG LLC (21-1) Attn: Wells Fargo 9062 Old Annapolis Rd Columbia, MD 21045 * $1,925,891.17 45. Accounts managed by subsidiaries of Bardin Hill Loan Management LP c/o Bardin Hill Loan Management LP 299 Park Ave., 24th Floor New York, NY 10171 * Term Loan Facility ($4,267,574.69) 46. Cottonwood Capital Group, LLC Overland Park, KS 66221 * Term Loan Facility ($4,000,000.00) 47. Nuveen Opportunistic Strategies LLC 730 Third Avenue New York, NY 10017 * Term Loan Facility ($3,472,000.00) 48. Trimaran Advisors, L.L.C. 601 Lexington Avenue, 30th Floor New York, NY 10022 * Term Loan Facility ($3,079,342.10) 49. Victory Capital 15935 La Cantera Pkwy San Antonio, TX 78256 * Senior Secured Notes ($1,500,000.00) 50. JPMorgan Chase Bank, N.A., solely with respect to only its Global BSL Financing -Credit Trading Group and not any other affiliates or any of their other respective groups, desks, divisions, business units, subsidiaries or affiliates) 4041 Ogletown Stanton Rd, Floor 02, Newark, DE 19713 * Term Loan Facility ($1,500,000.00) 51. J.P. MORGAN SECURITIES LLC, solely with respect to only its North Americas Special Situations and Distressed Trading group and not any other affiliates or any of their other respective groups, desks, divisions, business units, subsidiaries or affiliates) 4041 Ogletown Stanton Rd, Floor 02, Newark, DE 19713 * Senior Secured Notes ($530,000.00) 52. LIVELLO CAPITAL SPECIAL OPPORTUNITIES MASTER FUND LP 104 West 40th Street, 19th Floor New York, NY 10018 * Term Loan Facility ($4,500,000.00) * Senior Secured Notes ($2,000,000.00) Attorneys for the Ad Hoc Group: Laura Davis Jones, Esq. Timothy P. Cairns, Esq. PACHULSKI STANG ZIEHL & JONES LLP 919 North Market Street, 17th Floor Wilmington, Delaware 19801 Telephone: (302) 652-4100 Facsimile: (302) 652-4400 Email: ljones@pszjlaw.com tcairns@pszjlaw.com Scott J. Greenberg, Esq. Matthew Williams, Esq. Jason Zachary Goldstein, Esq. Tommy Scheffer, Esq. GIBSON, DUNN & CRUTCHER LLP 200 Park Avenue New York, New York 10166 Telephone: 212-351-4000 Email: Sgreenberg@gibsondunn.com MJWilliams@gibsondunn.com JGoldstein@gibsondunn.com TScheffer@gibsondunn.com About WW International WW International Inc. (NASDAQ: WW) is a global provider of science-based weight management programs, offering behavior change solutions, clinical support services, and business-to-business initiatives. Headquartered in New York City, the Company operates in 11 countries and supports 3.4 million subscribers, delivering over 20,000 coach-led workshops monthly. Founded in 1963, WW has evolved its offerings to include digital tools, clinical care, and a proprietary Points Program, making it one of the most recognized and studied brands in commercial weight loss. On May 6, 2025, WW International announced that it has entered into an agreement with the requisite supermajority of its lenders and noteholders to implement a financial reorganization transaction that will eliminate $1.15 billion in debt from its balance sheet. WeightWatchers and its affiliates voluntarily initiated "pre-packaged" chapter 11 cases (Bankr. D. Del. Lead Case No. 25-10829) on May 6, 2025. The Debtors tapped Simpson Thacher & Bartlett LLP as lead bankruptcy counsel, and Young Conaway Stargatt & Taylor, LLP as Delaware co-counsel. PJT Partners LP and Matthews South LLC serve as investment bankers to the Debtors; and Alvarez & Marsal serves as restructuring advisor; C Street Advisory Group serves as strategic communications advisor, and ICR serves as investor relations advisor Company. Kroll Restructuring Administration LLC serves as claims and noticing agent to the Debtors. Gibson, Dunn & Crutcher LLP is serving as legal advisor and Houlihan Lokey is serving as investment banker to an ad hoc group of lenders and noteholders that entered into the agreement. X4 PHARMACEUTICALS: Reports Net Income of $0.3 Million in Q1 FY25 ----------------------------------------------------------------- X4 Pharmaceuticals, Inc. filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net income of $0.3 million on $28.8 million of revenues for the three months ended March 31, 2025, compared to a net loss of $51.8 million with no reported revenues for the three months ended March 31, 2024. As of March 31, 2025, the Company had $130 million in total assets, $107.1 million in total liabilities, and total stockholders' equity of $22.9 million. "The first quarter of 2025 was an extremely productive and value-adding period for X4," said Paula Ragan, Ph.D., President and Chief Executive Officer of X4 Pharmaceuticals. "Not only did we make significant progress in activating sites and enrolling participants in our ongoing mavorixafor Phase 3 trial in chronic neutropenia, but we also continued to support U.S. commercialization of XOLREMDI (mavorixafor) in WHIM syndrome, while also significantly expanding our global potential following acceptance of our EU regulatory submission in WHIM and the announcement of two international commercialization partnerships. We look forward to continuing to deliver on our milestones in the coming year toward our goal of maximizing the potential of mavorixafor to benefit patients with rare immunodeficiencies." Although the Company has an approved drug product, licensing and sales of the Company's drug product over the next 12 months will not be sufficient to fund the Company's operating expenses. Since inception, the Company has incurred significant operating losses and negative cash flows from operations, and the Company expects to continue to generate operating losses and negative cash flows from operations for the foreseeable future. A full-text copy of the Company's Form 10-Q is available at: https://tinyurl.com/2xnsyazh About X4 Pharmaceuticals Boston, Mass.-based X4 Pharmaceuticals, Inc. is a biopharmaceutical company focused on discovering, developing, and commercializing novel therapeutics for the treatment of rare diseases and those with limited treatment options, particularly conditions resulting from immune system dysfunction. Boston, Mass.-based PricewaterhouseCoopers LLP, the Company's auditor since 2016, issued a "going concern" qualification in its report dated March 25, 2025, attached to the Company's Annual Report on Form 10-K for the year ended Dec. 31, 2024, citing that the Company has incurred operating losses and negative cash flows from operations since inception that raise substantial doubt about its ability to continue as a going concern. [^] Recent Small-Dollar & Individual Chapter 11 Filings ------------------------------------------------------- In re Reign Unlimited Inc. Bankr. M.D. Ga. Case No. 25-50726 Chapter 11 Petition filed May 5, 2025 See https://www.pacermonitor.com/view/BTS5TOA/Reign_Unlimited_Inc__gambke-25-50726__0001.0.pdf?mcid=tGE4TAMA Filed Pro Se In re A&A Remodeling and Construction Inc. Bankr. N.D. Ga. 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Bond, Esq. BOND LAW OFFICE E-mail: attybond@me.com In re First American Capital Corporation Bankr. M.D. Fla. Case No. 25-02804 Chapter 11 Petition filed May 9, 2025 See https://www.pacermonitor.com/view/F2Y5MPY/First_American_Capital_Corporation__flmbke-25-02804__0001.0.pdf?mcid=tGE4TAMA represented by: Justin M. Luna, Esq. LATHAM LUNA EDEN & BEAUDINE LLP E-mail: jluna@lathamluna.com In re R & L Handyman Inc. Bankr. M.D. Fla. Case No. 25-03055 Chapter 11 Petition filed May 9, 2025 See https://www.pacermonitor.com/view/MYGPJXQ/R__L_HANDYMAN_INC__flmbke-25-03055__0001.0.pdf?mcid=tGE4TAMA represented by: Matthew J Kovschak, Esq. SUTTON LAW FIRM E-mail: mjkovschak@aol.com In re Jean-Pierre Louis Brunet and Valerie Brunet Bankr. N.D. Ill. Case No. 25-07191 Chapter 11 Petition filed May 9, 2025 represented by: Lars Peterson, Esq. In re Kenneth D Martin, II and Aimee L Martin Bankr. S.D. Ind. Case No. 25-90556 Chapter 11 Petition filed May 9, 2025 represented by: Weston Overturf, Esq. KROGER, GARDIS & REGAS, L.L.P. Email: woverturf@kgrlaw.com In re Patrick Horace Hamilton Bankr. S.D.N.Y. Case No. 25-35497 Chapter 11 Petition filed May 9, 2025 represented by: Linda DuBois, Esq. In re Companion Care Partners, LLC Bankr. E.D. Pa. Case No. 25-11859 Chapter 11 Petition filed May 9, 2025 See https://www.pacermonitor.com/view/SBMAQVY/Companion_Care_Partners_LLC__paebke-25-11859__0001.0.pdf?mcid=tGE4TAMA represented by: Demetrius Parrish, Esq. LAW OFFICES OF DEMETRIUS J. PARRISH E-mail: djpbkpa@gmail.com In re J-K.A.B.S Transportation LLC Bankr. E.D. Va. Case No. 25-31875 Chapter 11 Petition filed May 11, 2025 See https://www.pacermonitor.com/view/DH3N7EQ/J-KABS_Transportation_LLC__vaebke-25-31875__0001.0.pdf?mcid=tGE4TAMA represented by: Martin C. Conway, Esq. CONWAY LAW GROUP, PC E-mail: martin@conwaylegal.com In re Carlos Antonio Rodriguez Quintanilla Bankr. C.D. Cal. Case No. 25-13959 Chapter 11 Petition filed May 12, 2025 represented by: Onyinye Anyama, Esq. In re Aurora Akele Galaz Bankr. C.D. Cal. Case No. 25-13954 Chapter 11 Petition filed May 12, 2025 represented by: Onyinye Anyama, Esq. In re Alicia Maria Kidd Bankr. N.D. Cal. Case No. 25-40822 Chapter 11 Petition filed May 12, 2025 In re Edward F. Sporl, 4th Bankr. N.D. Cal. Case No. 25-10287 Chapter 11 Petition filed May 12, 2025 represented by: Lars Fuller, Esq. In re Silver MCA Bankr. N.D. Cal. Case No. 25-40823 Chapter 11 Petition filed May 12, 2025 See https://www.pacermonitor.com/view/FJD4LLI/Silver_MCA__canbke-25-40823__0001.0.pdf?mcid=tGE4TAMA Filed Pro Se In re Santis & Argenta, LLC Bankr. S.D. Fla. Case No. 25-15278 Chapter 11 Petition filed May 12, 2025 See https://www.pacermonitor.com/view/4V44H3Y/Santis__Argenta_LLC__flsbke-25-15278__0001.0.pdf?mcid=tGE4TAMA represented by: Chad Van Horn, Esq. VAN HORN LAW GROUP, P.A. E-mail: chad@cvhlawgroup.com In re Tandem Enterprise LLC Bankr. E.D.N.Y. Case No. 25-71856 Chapter 11 Petition filed May 12, 2025 See https://www.pacermonitor.com/view/3FE3QUY/Tandem_Enterprise_LLC__nyebke-25-71856__0001.0.pdf?mcid=tGE4TAMA Filed Pro Se In re Jones Real Estate Properties, LLC Bankr. N.D.N.Y. Case No. 25-30378 Chapter 11 Petition filed May 12, 2025 See https://www.pacermonitor.com/view/ZSOUM7Q/Jones_Real_Estate_Properties_LLC__nynbke-25-30378__0001.0.pdf?mcid=tGE4TAMA represented by: Peter A. Orville, Esq. ORVILLE & MCDONALD LAW, P.C. In re Tanis Holdings, LLC Bankr. S.D.N.Y. Case No. 25-22406 Chapter 11 Petition filed May 12, 2025 See https://www.pacermonitor.com/view/DKRH7EY/Tanis_Holdings_LLC__nysbke-25-22406__0001.0.pdf?mcid=tGE4TAMA Filed Pro Se In re Ronald Scott Killen Bankr. E.D. Pa. Case No. 25-11869 Chapter 11 Petition filed May 12, 2025 represented by: Thomas Bielli, Esq. In re Custom Concrete Solutions, LLC Bankr. W.D. Pa. Case No. 25-21226 Chapter 11 Petition filed May 12, 2025 See https://www.pacermonitor.com/view/NQCMDKY/Custom_Concrete_Solutions_LLC__pawbke-25-21226__0001.0.pdf?mcid=tGE4TAMA represented by: Brian C. Thompson, Esq. THOMPSON LAW GROUP, P.C. E-mail: bthompson@thompsonattorney.com In re Troy Englert Bankr. E.D. Va. Case No. 25-10960 Chapter 11 Petition filed May 12, 2025 represented by: James Campbell, Esq. In re Joel Antonio Colon Pagan and Dagmar Matos Rodriguez Bankr. D.P.R. Case No. 25-02120 Chapter 11 Petition filed May 12, 2025 represented by: Jesus Batista Sanchez, Esq. ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. 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