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250522.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 22, 2025, Vol. 29, No. 141 Headlines 17FARMHADEN LLC: Seeks Chapter 11 Bankruptcy in Maryland 72ND & COLUMBUS: Seeks Chapter 11 Bankruptcy in New York 7419 LLC: Hires Nexus Bankruptcy as General Bankruptcy Counsel 7Q59 AMHERST: Court Extends Cash Collateral Access to July 10 9270 W. BAY: U.S. Trustee Unable to Appoint Committee A.B.O.D.E. TREATMENT: Claims to be Paid From Continued Operations A.E. SCHLUETER: Section 341(a) Meeting of Creditors on June 16 A/C DUCTOLOGIST: Gets OK to Use Cash Collateral Until June 20 AAR CORP: S&P Affirms 'BB' ICR on Strong Demand, Outlook Stable ADVANCE COMPANIES: Seeks Subchapter V Bankruptcy in Minnesota AKOUSTIS TECHNOLOGIES: Completes $30.2M Asset Sale to SpaceX ALTISOURCE PORTFOLIO: Warrants Approved for Listing on Nasdaq AMPLIFYBIO LLC: Seeks Chapter 11 Bankruptcy With $60MM Debt ANGELA'S BRIDALS: Unsecureds to Recover No Less Than 1% in Plan ARCHES HOLDINGS: Moody's Alters Outlook on 'B2' CFR to Stable ARCTERA HOLDINGS: S&P Upgrades ICR to 'CCC+', Off CreditWatch Neg. AVON PRODUCTS: Gets Court Okay for Ch. 11 Plan Votes w/ Talc Claims AZZUR GROUP: DBCI Inc. Withdraws From Creditors' Committee AZZUR GROUP: Struggles to Secure Chapter 11 Plan Confirmation BAYER PHARMACEUTICALS: Considers Chapter 11 Filing for Monsanto Biz BEST CHEER: Seeks Subchapter V Bankruptcy in California BEST CHOICE: Gets Extension to Access Cash Collateral BIZ AS USUAL: Voluntary Chapter 11 Case Summary BMX TRANSPORT: Case Summary & 20 Largest Unsecured Creditors BOOKS INC: Seeks to Extend Plan Exclusivity to July 25 BOOTH EXCAVATING: Hires Azalea City Tax as Accountant BREWER MACHINE: Seeks Chapter 11 Bankruptcy in Kentucky BRIGHT CARE: Court OKs Deal to Use BofA's Cash Collateral CACI INTERNATIONAL: S&P Rates New Unsecured Notes Rated 'BB-' CBDMD INC: NYSE American to Delist Preferred Stock After Conversion CBRM REALTY: Seeks Chapter 11 Bankruptcy in New Jersey CCI BUYER: S&P Withdraws 'B-' ICR Following Debt Repayment CHAPMAN CBC: Seeks Subchapter V Bankruptcy in California CHARTER COMMUNICATIONS: Moody's Alters Outlook on Ba2 CFR to Stable CHUNGA-JINGA LLC: Seeks to Hire Spence Law Office as Attorney CMN GROUP: Seeks to Hire John P. Forest as Bankruptcy Counsel CTN HOLDINGS: Secures Creditor Deal, DIP Financing Court Approval DAVITA INC: S&P Rates New $750MM Senior Unsecured Notes 'BB-' DIAMOND ELITE: Unsecureds to Get Financing or Sale Proceeds DIAMOND SPORTS: Court Approves Ex-Owner's $9.8MM Claim DUNBAR PROPERTIES: Case Summary & One Unsecured Creditor EARTH SCIENCE: CEO Cites Growth in Annual Shareholder Letter EMMAUS LIFE: CBIZ CPAs Replaces Marcum as Auditor ENERGIZER HOLDINGS: Continues to Defend Battery Prices Class Suit ENVELOPE MART: Seeks Subchapter V Bankruptcy in Ohio ENVISION CIVIL: Gets Final OK to Use Cash Collateral FMC CORP: Fitch Rates 30-Yr. Jr. Subordinated Notes 'BB' FRANCHISE GROUP: Says Chapter 11 Plan Reduces Debt by $1.5 Billion FREE SPEECH: Hook Families Oppose Jones’ Request for New Auction FRONTIERSMEN INC: Section 341(a) Meeting of Creditors on June 17 FUTURE FINTECH: Appeals NY Court Ruling to Turn Over Shares GARRISON INDUSTRIAL: Seeks Chapter 11 Bankruptcy in Louisiana GENUINE GENIUS: U.S. Trustee Unable to Appoint Committee GIFTCRAFT LTD: Chapter 15 Case Summary GOL LINHAS: Asks NY Court for Chapter 11 Plan Confirmation GOOD EARTH: Section 341(a) Meeting of Creditors on June 23 GPD COS: S&P Downgrades ICR to 'CC', Outlook Negative GRANT ANTIQUES: Seeks Chapter 11 Bankruptcy in Florida GREEN SAPPHIRE: Seeks Chapter 11 Bankruptcy in Illinois HERITAGE COAL: Chapter 11 Sale Timeline Approved in Delaware HOLZHAUER FORD: Seeks to Sell GMC and Mitsubishi Vehicles HOOTERS OF AMERICA: Quilling Selander Files Rule 2019 Statement HUMPER EQUIPMENT: Hires Roberts Mckenzie Mangan as Accountant IQSTEL INC: Preliminary Q1 Results Show 12% Revenue Growth IVANKOVICH FAMILY: Seeks to Sell Celadon Stocks and Bond J&L LANDSCAPE: Gets Interim OK to Use Cash Collateral J.C.C.M. PROPERTIES: Seeks Chapter 11 Bankruptcy in Georgia JERVOIS GLOBAL: Liquidators Confirm No Shareholder Distributions JOANN INC: Unsecureds to Recover Up to 1% of Claims in Plan KEEP IT GYPSY: Seeks Subchapter V Bankruptcy in Arkansas KIDZ TYME: Seeks Subchapter V Bankruptcy in Florida LAKESHORE LEARNING: Moody's Alters Outlook on 'B3' CFR to Negative LAZARUS INDUSTRIES: U.S. Trustee Appoints Creditors' Committee LEFEVER MATTSON: Seeks to Extend Plan Exclusivity to September 5 LEISURE INVESTMENTS: Xpand Appointed as New Committee Member LI-CYCLE HOLDINGS: Glencore Agrees to $10.5M DIP Financing LILLY INDUSTRIES: Claims to be Paid From Asset Sale Proceeds MARIN SOFTWARE: Reduces Annual Base Salaries of 3 Execs by 25% MIRION TECHNOLOGIES: S&P Affirms 'B+' ICR, Outlook Stable MP OCTOPUS: Court OKs Pizza Business Sale to JNY OM 2 NAKED JUICE: S&P Cuts ICR to 'D' on Distressed Debt Restructuring NATIONAL FOOD: Seeks Chapter 11 Bankruptcy in Louisiana NEBRASKA BREWING: Gets Interim OK to Use Cash Collateral NORTH AMERICAN SEALING: Gets Final OK to Use Cash Collateral NOVARIA HOLDINGS: S&P Affirms 'B-' ICR, Outlook Positive OUTKAST ELECTRICAL: Unsecureds Will Get 12% over 5 Years PARTIDA HOLDINGS OF FAYETTEVILLE: US Trustee Unable to Form Panel PARTIDA HOLDINGS OF LAWTON: US Trustee Unable to Appoint Committee PARTIDA HOLDINGS OF LITTLE ROCK: U.S. Trustee Unable to Form Panel PARTIDA HOLDINGS OF TULSA: U.S. Trustee Unable to Form Committee PARTY EMPORIUM: Unsecureds to Get .04 Cents on Dollar in Plan PATCHELL HOLDINGS: S&P Upgrades ICR to 'B', Outlook Positive PAWLUS DENTAL: Seeks Subchapter V Bankruptcy in Indiana PHOENIX ROSE: Hires Lefkovitz & Lefkovitz as Bankruptcy Counsel PRIVATE LENDER: Voluntary Chapter 11 Case Summary PROJECT PIZZA LLC: Case Summary & 20 Largest Unsecured Creditors PROMENADE NORTH: Claims Will be Paid from Property Sale/Refinance PUERTO RICO: New Fortress Energy Barred from Power Auction Q TECHNOLOGY: Seeks Chapter 11 Bankruptcy in California RITE AID: To Close Baker City and Ontario Stores After Ch.11 Filing RITE AID: U.S. Trustee Appoints Creditors' Committee RYMAN HOSPITALITY: S&P Raises ICR to 'BB-' on Asset Diversification S3 GROUP: Case Summary & 20 Largest Unsecured Creditors SALEM 46-48: To Sell Salem Property to Kent 22 for $195K SEBASTIAN HABIB: Hires Merbaum Law Group as Special Counsel SIRENS SONG: Gets Final OK to Use Cash Collateral SPECIALTY CARTRIDGE: Gets Interim OK to Use Cash Collateral STRATHCONA RESOURCES: S&P Places 'B+' ICR on Watch Positive STS RENEWABLES: Chapter 15 Case Summary SWAIN LANDING: Seeks Subchapter V Bankruptcy in D.C. SYNTHEGO CORP: U.S. Trustee Unable to Appoint Committee THUNDER INTERNATIONAL: Seeks Chapter 11 Bankruptcy in New Jersey TOWN LOUNGE: Seeks Subchapter V Bankruptcy in Nevada TZADIK SIOUX FALLS III: Seeks Chapter 11 Bankruptcy in Florida UNIFIED SCIENCE: Seeks Chapter 11 Bankruptcy in Wisconsin URBAN ONE: Zazove Associates Holds 11.5% Equity Stake US COATING: Gets Extension to Access Cash Collateral VISTRA CORP: S&P Alters Outlook to Positive, Affirms 'BB+' ICR VIVA LIBRE: Gets Interim OK to Use Cash Collateral Until July 15 WARNER BROS: S&P Downgrades ICR to 'BB+' on Weak Credit Metrics WINTHROP STREET: Seeks Chapter 11 Bankruptcy in Massachusetts WOLFSPEED INC: Prepares Chapter 11 Bankruptcy Filing WT REPAIR: Seeks Subchapter V Bankruptcy in Kansas ZMETRA LAND: Gets Extension to Access Cash Collateral [^] Recent Small-Dollar & Individual Chapter 11 Filings ********* 17FARMHADEN LLC: Seeks Chapter 11 Bankruptcy in Maryland -------------------------------------------------------- On May 19, 2025, 17Farmhaden LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the District of Maryland. According to court filing, the Debtor reports between $500,000 and $1 million in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. About 17Farmhaden LLC 17Farmhaden LLC is a Florida-based company that owns and leases residential properties, excluding apartment buildings. 17Farmhaden LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Md. Case No. 25-14496) on May 19, 2025. In its petition, the Debtor reports estimated assets between $1 million and $10 million and estimated liabilities between $500,000 and $1 million. The Debtors are represented by John D. Burns, Esq. at THE BURNS LAW FIRM, LLC. 72ND & COLUMBUS: Seeks Chapter 11 Bankruptcy in New York -------------------------------------------------------- On May 16, 2025, 72nd & Columbus Restaurant LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the Southern District of New York. According to court filing, the Debtor reports between $1 million and $10 million in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. About 72nd & Columbus Restaurant LLC 72nd & Columbus Restaurant LLC operates a restaurant at 269 Columbus Avenue in New York, NY, under the name Harvest Kitchen. The establishment serves American cuisine with a focus on sustainable, farm-to-table ingredients. 72nd & Columbus Restaurant LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 25-11007) on May 5, 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 David S. Jones handles the case. The Debtors are represented by Lawrence F. Morrison, Esq. at MORRISON TENENBAUM PLLC. 7419 LLC: Hires Nexus Bankruptcy as General Bankruptcy Counsel -------------------------------------------------------------- 7419 LLC seeks approval from the U.S. Bankruptcy Court for the Central District of California to hire Nexus Bankruptcy as its general bankruptcy counsel. The firm will render these services: a. advise the Debtor regarding matters of bankruptcy law and rules, including its powers and duties as Debtor-in-Possession; b. advise and assist the Debtor with respect to compliance with the United States Trustee's requirements; c. represent the Debtor in proceedings before this Court; d. prepare pleadings, reports, schedules, and other documents necessary in this proceeding; e. assist in the resolution of disputes with creditors; f. make court appearances on behalf of the Debtor; and g. perform all other legal services reasonably necessary in this case. The firm will be paid at these rates: Attorneys $350 per hour Paralegal $100 per hour The firm received a retainer in the amount of $4,000. As disclosed in the court filing, Nexus does not have any connection or relationship with the Debtor's creditors or any party in interest and is a "disinterested person" within the meaning of 11 U.S.C. Sec. 101(14). The firm can be reached through: Benjamin Heston, Esq. Nexus Bankruptcy 3090 Bristol Street, Suite 400 Costa Mesa, CA 92626 Tel: (949) 312-1377 Email: ben@nexusbk.com About 7419 LLC 7419, LLC, a company in Highland, Calif., filed Chapter 11 petition (Bankr. C.D. Calif. Case No. 24-12519) on May 7, 2024, with total assets of $1,900,000 and total liabilities of $1,326,654 as of May 6, 2024. Judge Magdalena Reyes Bordeaux oversees the case. Benjamin Heston, Esq., at Nexus Bankruptcy is the Debtor's legal counsel. 7Q59 AMHERST: Court Extends Cash Collateral Access to July 10 ------------------------------------------------------------- 7Q59 Amherst, LLC received another extension from the U.S. Bankruptcy Court for the District of Massachusetts to use cash collateral. The interim order penned by Judge Elizabeth Katz extended the company's authority to use cash collateral from May 8 to July 10 to pay the expenses set forth in its budget. As protection for the use of their cash collateral, secured creditors will be granted replacements liens to the same extent, validity and enforceability as their pre-bankruptcy liens. The next hearing is scheduled for July 10. 7Q59's cash collateral consists of rentals from its two properties: a 12-unit apartment complex at 1-23 Eastern Avenue, Northampton, Mass., and a single-family rental at 11 South Whitney Street, Amherst, Mass. The 1-23 Eastern Avenue property is valued at $2.1 million while the 11 South Whitney Street property is valued at $430,000. Greenfield Cooperative Bank holds a first mortgage on both properties totaling an estimated $1.6 million. Greenfield Cooperative Bank, as secured creditor, is represented by: Jerry B. Plumb, Jr., Esq. O'Connell & Plumb, P.C. 75 Market Place Springfield, MA 01115 Phone: (413) 733-9111 Fax: (413) 733-9888 jplumb@ocpllaw.com About 7Q59 Amherst LLC 7Q59 Amherst, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Mass. Case No. 25-30150) on March 17, 2025, listing up to $10 million in both assets and liabilities. Xian Dole, manager of 7Q59 Amherst, signed the petition. Judge Elizabeth D. Katz oversees the case. Louis S. Robin, Esq., at Law Offices of Louis S. Robin, represents the Debtor as bankruptcy counsel. 9270 W. BAY: U.S. Trustee Unable to Appoint Committee ----------------------------------------------------- The U.S. Trustee for Region 21, until further notice, will not appoint an official committee of unsecured creditors in the Chapter 11 case of 9270 W. Bay Harbor Dr., LLC, according to court dockets. About 9270 W. Bay Harbor Dr. LLC 9270 W. Bay Harbor Dr. LLC sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 25-13979) on April 11, 2025, listing up to $50,000 in both assets and liabilities. Judge Robert A Mark presides over the case. Mark S. Roher, Esq. at Law Office of Mark S. Roher, P.A. represents the Debtor as counsel. A.B.O.D.E. TREATMENT: Claims to be Paid From Continued Operations ----------------------------------------------------------------- A.B.O.D.E. Treatment, Inc. filed with the U.S. Bankruptcy Court for the Northern District of Texas a Consolidated Plan and Disclosure Statement dated May 5, 2025. ABODE is an addiction treatment center specializing in outpatient counseling services. It employs independent licensed therapists for the outpatients and independent contractors who are licensed medical professionals. ADOBE does not directly perform medical services. One of its significant partnerships is with the Texas Department of Criminal Justice ("TDCJ"), which is its largest contractor. The Debtor currently provides supportive outpatient treatment programs in Abilene, Dallas, and Fort Worth. However, the COVID-19 pandemic and changes in governmental contracts necessitated a shift. The Debtor had to eliminate the residential component of its treatment programs, but it adapted by reorganizing its financial structure. This adaptability allowed the Debtor to continue regular operations and meet their obligations. This Plan provides 100% payment to secured creditors per their terms or over a five-year period at 8% interest. The priority claims to the taxing authorities, if any, will also be paid in full at the closing of the sale of the homesteads. Unsecured creditors with claims of professional fees will be paid 100% of their claims in one single lump sum payment to be made within 180 days of the Effective Date. Other Unsecured Creditors will be paid pursuant to their terms. Class 8 consists of Unsecured Claim. The following unsecured claims will be paid its Allowed Unsecured Claim over five (years) in annual installments. * Spectrum VOIP; Claim 2-1 $12,798.58 * Texas Health & Human Services Commission; Claim 4-1 $0.00, Debtor provides a Medicaid provider and receives state and federal Medicaid funds that are prepaid. * Wells Fargo Financial Leasing, Inc.; Claim 6-1 $88,6442.63. Class 11 consists of Equity Interest of McKinley Knox and Rosita Knox. This class consists of the holders of the equity interest. These claims will be satisfied by the retention of this interest. This class is non-voting as insiders. Old Section 1129(a)(7) of the Bankruptcy Code required that each Holder of an Impaired Claim or Equity Interest either (a) accept the plan or (b) receive or retain under the plan property of a value, as of the Effective Date, that is not less than the value such Holder would receive if the Debtor were liquidated under Chapter 7 of the Bankruptcy Code. Continued operations will generate revenue by which the Debtor will be able to make additional payments to creditors under the Plan in addition to the fixed payments made on the Effective Date. This test of consent or receipt of not less than liquidation was the "best interest" test. The Debtor does not intend to sell any capital assets to fund the Plan. With current business and anticipated future business, Debtor believes that they will be able to meet their financial obligations as set forth in this Plan. A full-text copy of the Consolidated Plan and Disclosure Statement dated May 5, 2025 is available at https://urlcurt.com/u?l=qI7S4x from PacerMonitor.com at no charge. Counsel to the Debtor: Kevin S. Wiley, Sr., Esq. Kevin S. Wiley, Jr., Esq. The Wiley Law Group, PLLC 325 N. St. Paul Street, Suite 2750 Dallas, TX 75201 Telephone: (214) 537-9572 Facsimile: (972) 449-5717 Email: kevin.wileysr@tx.rr.com kwiley@lkswjr.com About A.B.O.D.E. Treatment A.B.O.D.E. Treatment, Inc., operates a drug and alcoholic treatment facility under state licenses. The Debtor sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Texas Case No. 25-40451) on February 4, 2025. In its petition, the Debtor reported between $500,000 and $1 million in both assets and liabilities. Judge Edward L. Morris handles the case. The Debtor is represented by Kevin S. Wiley, Sr, Esq., at The Wiley Law Group, PLLC, in Dallas, Texas. A.E. SCHLUETER: Section 341(a) Meeting of Creditors on June 16 -------------------------------------------------------------- On May 16, 2025, A.E. Schlueter Pipe Organ Sales and Service Inc. filed Chapter 11 protection in the U.S. Bankruptcy Court for the Northern District of Georgia. According to court filing, the Debtor reports between $1 million and $10 million in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. A meeting of creditors under Section 341(a) to be held on June 16, 2025 at 01:00 PM via Telephone conference. To attend, Dial 888-902-9750 and enter participation code 9635734. About A.E. Schlueter Pipe Organ Sales and Service Inc. A.E. Schlueter Pipe Organ Sales and Service Inc. designs, builds, restores, and maintains pipe organs primarily in the Southeastern United States. Founded in Lithonia, Georgia, the Company provides custom pipe organ construction, tuning, and repair services. A.E. Schlueter Pipe Organ Sales and Service Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 25-55514) on May 16, 2025. In its petition, the Debtor reports estimated assets between $100,000 and $500,000 and estimated liabilities between $1 million and $10 million. The Debtors are represented by Thomas T. McClendon, Esq. at JONES & WALDEN LLC/ A/C DUCTOLOGIST: Gets OK to Use Cash Collateral Until June 20 ------------------------------------------------------------- The A/C Ductologist, LLC got the green light from the U.S. Bankruptcy Court for the Southern District of Florida, Fort Lauderdale Division to use cash collateral. The order penned by Judge Peter Russin authorized the company's interim use of cash collateral until June 20 to pay the expenses set forth in its budget. The U.S. Small Business Administration, a secured lender, may assert lien on the cash collateral based on the loan it provided to the company. As of the petition date, SBA is owed $500,000. As protection for the use of its cash collateral, the secured lender was granted a post-petition lien on the cash collateral to the same extent and with the same validity and priority as its pre-bankruptcy lien. These replacement liens are junior to U.S. Trustee fees, court costs, and court-approved professional fees. The next hearing is scheduled for June 20. About The A/C Ductologist LLC The A/C Ductologist, LLC is a Florida-based HVAC contractor, specializing in duct replacement and repair, air conditioning installation and maintenance, and indoor air quality assessments for both residential and commercial clients. Additionally, it offers insulation installation services for homes. The A/C Ductologist sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 25-12944) on March 19, 2025. In its petition, the Debtor reported total assets of $433,330 and total liabilities of $1,891,442. Judge Peter D. Russin handles the case. The Debtor is represented by Zach B. Shelomith, Esq., at LSS Law. AAR CORP: S&P Affirms 'BB' ICR on Strong Demand, Outlook Stable --------------------------------------------------------------- S&P Global Ratings affirmed the 'BB' issue-level rating on AAR Corp's senior unsecured notes. The recovery rating on this debt is '3', indicating expectations for meaningful recovery (50%-70%; rounded estimate: 65%). The stable outlook reflects S&P's expectations that funds from operations (FFO) to debt will remain above 20% and free operating cash flow (FOCF) gradually improve as demand within high-margin business lines supports EBITDA growth. S&P said, "We expect growing demand across end markets, with favorable mix and operating efficiency improvements leading to margin expansion. We anticipate that the continued use of an aging fleet will persist as airframe and engine original equipment manufacturers (OEMs) deliver assets at rates significantly lower than demand. Consequently, we expect aftermarket parts and service providers to experience sustained strong demand, which will benefit AAR Corp. The company's revenue is projected to expand significantly, with growth anticipated between 15% and 20% in fiscal 2025 ending May 31, following the acquisition of Triumph's product support group. Additionally, we expect growth between 7% and 12% in FY2026, as airline traffic stabilizes and carriers maintain their aging fleets. AAR has successfully enhanced its already extensive parts inventory, including Chromalloy's PMA parts associated with the CFM56 and V2500 engines, while its hangars remain fully operational. This segment faces a substantial backlog for airframe and component overhaul services. The government end markets have also experienced significant growth and will likely continue expanding throughout the forecast period. Although the Department of Government Efficiency initiative has introduced some uncertainty, AAR's value-added services support cost-containment, leading us to believe that there will be limited negative impact.] In the medium term, as we anticipate an increase in retirements, we expect the company to be well-positioned to capitalize on a more accessible usable service material (USM) market, which will lead to margin expansion. Furthermore, we project enhanced operating efficiencies following the completion of all integration and facility consolidation efforts. At this point, we expect S&P Global Ratings-adjusted EBITDA margins to range between 10%-12% in FY2025 and FY2026. "We expect credit metrics to strengthen in the near term. We anticipate that AAR's credit metrics will show meaningful improvement in FY2026, returning to levels appropriate for the rating. [mention lack of non-recurring items that affected recent financial results] The improvement will come from a growing topline and margin expansion following integration consolidation efforts. We expect cash flow to strengthen as margins expand. We think these cash flow levels will support working capital investments, such as parts inventory, as well as capital expenditures. In addition, we expect excess cash flows, as well as the proceeds from the sale of AAR's landing gear business line to be strategically allocated toward paying down debt. We expect funds from operations (FFO) to debt to measure between 20%-25% in fiscal 2025, while S&P Global Ratings-adjusted debt to EBITDA to be between 3.0x-3.25x. Absent one time charges such as impairments and litigation penalties, we expect metrics to improve, with FFO to debt between 23%-28% and S&P Global Ratings-adjusted debt to EBITDA between 2.5x-2.75x in FY2026. "We expect the company's financial policy to remain moderate over the next 12 months. Following the acquisition, the company has focused on deleveraging. We anticipate the company to refrain from returning to a regular dividend for at least the next 12 months, while share buybacks in the near term remain in line with fiscal 2024 levels of between $3 million and $5 million, aimed at offsetting dilution. Further, we expect the company will not pursue debt-funded acquisitions until company defined net leverage levels approach its public target of between 2.0x-2.5x. "The stable outlook reflects our expectations that AAR Corp. is well positioned to benefit from robust demand for aftermarket parts and services. With an aging fleet continuing to see strong utilization and slow delivery of new assets, aftermarket demand will remain strong, leading to topline growth and margin expansion. Additionally, we expect AAR's management team to remain committed to a moderate financial policy, making debt paydown a priority. Further, we do not anticipate meaningful onetime expenses to continue to be a drag on credit metrics going forward." S&P could lower its rating on AAR if leverage remained elevated at levels above 3.5x or FFO to debt remained below 25%, and it expected metrics to remain at these levels. This would likely occur if: -- The company ran into integration difficulties related to the Product Support acquisition; -- Supply chain pressures increased in severity and persisted, resulting in margin erosion; or -- The company pursued a more aggressive financial policy, including additional debt-funded acquisitions or significant share repurchases. S&P could raise its rating on AAR if the company's scale expands and margins improve consistent with a stronger business risk, while maintaining leverage below 3.0x and FFO to debt above 30%, and we expected metrics to remain at these levels. This would likely occur if: -- Demand in high-yielding parts supply and maintenance segments grows beyond expectations, and. -- Margins improved beyond expectations due to improved product mix, integration synergies beyond what has been forecasted, and/or more meaningful improvement in operating efficiency; and -- Management continued its conservative financial policy while focusing on deleveraging. ADVANCE COMPANIES: Seeks Subchapter V Bankruptcy in Minnesota ------------------------------------------------------------- On May 18, 2025, Advance Companies Inc. filed Chapter 11 protection in the U.S. Bankruptcy Court for the District of Minnesota. According to court filing, the Debtor reports $1,515,858 in debt owed to 100 and 199 creditors. The petition states funds will be available to unsecured creditors. About Advance Companies Inc. Advance Companies Inc. is a family-owned restoration and remodeling contractor based in Fridley, Minnesota. The Company serves the Minneapolis-St. Paul area, specializing in water and fire damage restoration, mold remediation, and remodeling projects. It holds contractor licensing and certifications, offering services including emergency board-up and insurance claim assistance. Advance Companies Inc. sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Minn. Case No. 25-41603) on May 18, 2025. In its petition, the Debtor reports total assets of $98,837 and total liabilities of $1,515,858. Honorable Bankruptcy Judge William J. Fisher handles the case. The Debtors are represented by John D. Lamey III, Esq. at LAMEY LAW FIRM, P.A. AKOUSTIS TECHNOLOGIES: Completes $30.2M Asset Sale to SpaceX ------------------------------------------------------------ Akoustis Technologies, Inc. (together with its wholly-owned subsidiaries Akoustis, Inc. and RFM Integrated Device Inc.), an integrated device manufacturer (IDM) of patented bulk acoustic wave (BAW) high-band RF filters for mobile and other wireless applications, announced that the Company has successfully completed the sale of substantially all of its assets to Tune Holdings Corp., a wholly owned subsidiary of Space Exploration Technologies Corp., in a going-concern transaction pursuant to Section 363 of the U.S. Bankruptcy Code. Through the Transaction and in compliance with the sale order entered by the U.S. Bankruptcy Court for the District of Delaware, Tune Holdings has acquired substantially all of Akoustis's assets, with the exception of those owned by debtor Grinding and Dicing Services, Inc., for approximately $30.2 million in cash and the assumption of certain liabilities. "We are pleased to close this strategic transaction, which will maximize value for our creditors and preserve the vast majority of our employees' jobs," said Mark Podgainy, Finance Transformation Officer of Akoustis. "We are grateful to our loyal customers, suppliers and employees who have stood with us through this process." Following completion of the Court-approved auction process on April 25, 2025, the Company selected Tune Holdings as the winning bidder for substantially all of its assets, except those owned by GDSI. As part of the Transaction, Tune Holdings will continue Akoustis's operations and team infrastructure, ensuring ongoing support for customers worldwide. Going forward, Tune Holdings will deliver next-generation BAW high-band RF filters to customers around the world. Additional information is available at https://cases.stretto.com/Akoustis. Stakeholders with questions may call the Company's claims agent Stretto, toll-free at 855.316.4019 or 714.881.5615 if calling from outside the U.S. or Canada or contact Stretto by email at TeamAkoustis@stretto.com. Advisors K&L Gates LLP is serving as legal counsel, Landis Rath & Cobb LLP is serving as Delaware counsel, Raymond James & Associates, Inc. is serving as investment banker, Getzler Henrich & Associates LLC is serving as financial advisor, and C Street Advisory Group is serving as strategic communications advisor to Akoustis. Gibson, Dunn & Crutcher LLP is serving as legal counsel to Tune Holdings and SpaceX. About Akoustis Technologies Akoustis Technologies, Inc. -- http://www.akoustis.com/-- is a high-tech BAW RF filter solutions company that is pioneering next-generation materials science and MEMS wafer manufacturing to address the market requirements for improved RF filters -- targeting higher bandwidth, higher operating frequencies and higher output power compared to legacy polycrystalline BAW technology. The Company utilizes its proprietary and patented XBAW(R) manufacturing process to produce bulk acoustic wave RF filters for mobile and other wireless markets, which facilitate signal acquisition and accelerate band performance between the antenna and digital back end. Superior performance is driven by the significant advances of poly-crystal, single-crystal, and other high purity piezoelectric materials and the resonator-filter process technology which enables optimal trade-offs between critical power, frequency and bandwidth performance specifications. Akoustis owns and operates a 125,000 sq. ft. ISO-9001:2015 registered commercial wafer-manufacturing facility located in Canandaigua, NY, which includes a class 100 / class 1000 cleanroom facility -- tooled for 150-mm diameter wafers -- for the design, development, fabrication and packaging of RF filters, MEMS and other semiconductor devices. Akoustis is headquartered in the Piedmont technology corridor near Charlotte, North Carolina. Akoustis and three affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 24-12796) on Dec. 16, 2024. Akoustis disclosed $53,371,000 in total assets against $122,586,000 in total debt as of Sept. 30, 2024. The Hon. Laurie Selber Silverstein is the case judge. The Debtors tapped K&L Gates, LLP as bankruptcy counsel; Landis Rath & Cobb, LLP as local counsel. Raymond James & Associates, Inc. as investment banker; Getzler Henrich & Associates, LLC as financial advisor; and C Street Advisory Group as strategic communications advisor. Stretto is the claims agent and has launched the page https://cases.stretto.com/Akoustis. The U.S. Trustee for Region 3 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. ALTISOURCE PORTFOLIO: Warrants Approved for Listing on Nasdaq ------------------------------------------------------------- Altisource Portfolio Solutions S.A. announced that the Warrants that were distributed on April 3, 2025 had been approved for listing on the Nasdaq Global Select Market and trading of the Warrants commenced on May 7, 2025. Altisource previously announced the distribution of: (i) warrants to purchase shares of Altisource's common stock requiring cash settlement through the cash payment to the Company of the exercise price and (ii) warrants to purchase Common Stock requiring settlement through the forfeiture of shares of Common Stock to the Company equal to the exercise price of such Warrants. The Cash Exercise Stakeholder Warrants are to trade on Nasdaq under the ticker "ASPSZ" and the Net Settle Stakeholder Warrants are to trade on Nasdaq under the ticker "ASPSW". Summary of Certain Terms of the Warrants: Each Warrant entitles the holder thereof to purchase from the Company 1.625 shares, subject to certain adjustments, of Common Stock at an Exercise Price of $1.95 per Warrant (initially equal to $1.20 per share of Common Stock). The Warrants may be exercised beginning on the later of: (i) July 2, 2025 and (ii) the first date on which the VWAP (as defined in the Warrant Agent Agreement) of the Common Stock equals or exceeds the Implied Per Share Exercise Price (as such term is defined in the Warrant Agent Agreement) of the Warrants, which is initially $1.20, for a period of 15 consecutive Trading Days (as such term is defined in the Warrant Agent Agreement). Upon exercise of Warrants, the Company will not issue fractional shares of Common Stock or pay cash in lieu thereof. If a Warrant holder would otherwise be entitled to receive fractional shares of Common Stock upon exercise of Warrants, the Company will first aggregate the total number of shares Common Stock a Warrant holder would receive upon exercise of the Cash Exercise Stakeholder Warrants or the Net Settle Stakeholder Warrants, as applicable, and then round down the total number of shares of Common Stock to be issued to the Warrant holder to the nearest whole number. The Cash Exercise Stakeholder Warrants, if not previously exercised or terminated, will expire on April 2, 2029. The Net Settle Stakeholder Warrants, if not previously exercised or terminated, will expire on April 30, 2032. About Altisource Headquartered in Luxembourg, Altisource Portfolio Solutions S.A. -- https://www.Altisource.com/ -- is an integrated service provider and marketplace for the real estate and mortgage industries. Combining operational excellence with a suite of innovative services and technologies, Altisource helps solve the demands of the ever-changing markets it serves. * * * In March 2025. S&P Global Ratings raised its Company credit rating on Altisource Portfolio Solutions S.A. to 'CCC+' from 'SD'. S&P said, "We also assigned our 'B' issue-level rating and '1' recovery rating to the new $12.5 million senior secured debt (super senior facility), 'CCC-' issue-level rating and '6' recovery rating to the new $160 million senior subordinated debt (new first lien loan), and withdrew our ratings on the company's exchanged senior secured term loan, which was rated 'D'. "The stable outlook reflects our expectation that over the next 12 months, while we expect Altisource to generate positive cash flow from operations, we believe its liquidity will remain constrained and the company will remain dependent on favorable financial and economic conditions to meet its financial commitments. AMPLIFYBIO LLC: Seeks Chapter 11 Bankruptcy With $60MM Debt ----------------------------------------------------------- Vince Sullivan of Law360 Bankruptcy Authority reports that on Friday, May 16, 2025, contracted biotechnology research firm AmplifyBio filed for Chapter 11 protection in Ohio bankruptcy court, citing around $60 million in debt. The company announced plans to sell its assets after failing to generate adequate revenue to support its capital-heavy business model, the report states. About AmplifyBio LLC AmplifyBio LLC is a preclinical contract research and manufacturing organization based in Ohio that offers integrated services for therapeutic development, including R&D, preclinical testing, and scalable manufacturing for advanced therapies such as cell and gene therapies, mRNA, and non-viral gene editing platforms. Formed as a 2021 spinout from Battelle Memorial Institute, the Company has expanded through acquisitions and facility investments, including a 350,000-square-foot cGMP manufacturing site in New Albany. Its wholly owned subsidiary, ADOC SSF, LLC, is fully integrated into its operations and participates in scientific, operational, and financial activities. AmplifyBio LLC and affiliate sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Ohio Lead Case No. 25-52140) on May 16, 2025. In its petition, the Debtor reports estimated assets between $100 million and $500 million and estimated liabilities between $10 million and $50 million. Honorable Bankruptcy Judge Mina Nami Khorrami handles the case. The Debtor is represented by Scott N. Opincar, Esq. and Maria G. Carr, Esq. at MCDONALD HOPKINS LLC. HUTCHISON PLLC is the Debtor's co-counsel. EPIQ CORPORATE RESTRUCTURING, LLC is the Debtors' Notice, Claims and Balloting Agent. ANGELA'S BRIDALS: Unsecureds to Recover No Less Than 1% in Plan --------------------------------------------------------------- Angela's Bridals, Inc., filed with the U.S. Bankruptcy Court for the Northern District of New York a Small Business Subchapter V Plan of Reorganization. The Debtor is a corporation duly formed under the laws of the State of New York. The Debtor is operated and managed by its Sole Shareholder, Ms. Janet Cooper. The Debtor is a bridal shop, selling wedding gowns, bridesmaids dresses, and associated accessories, with its principal place of business located at 112 N Greenbush Road, Troy, NY 12180. The Debtor was formed on June 2, 2008, and began doing business thereafter. Ms. Cooper purchased the business in or around August, 2008 and has been operating it ever since. Prior to operating in its current location, the Debtor operated out of leased retail space in downtown Troy, New York. The retail space was located below street level and included a grand entrance with stairs and an elevator leading down to the retail space. Shortly after moving in, the Debtor began facing multiple issues with the elevator located at the leased space. Due to the ongoing issues, Debtor terminated its lease with the commercial landlord and sought alternative space. This led to protracted litigation by and between the commercial landlord and Debtor. While the Debtor and landlord ultimately settled the matter, the financial damage was done and Debtor found itself relying on business loans to buoy its business. The ongoing payments for said business loans were onerous and beyond the Debtor's means, resulting in it falling behind on priority obligations, namely taxes. Given the relative size of Debtor's operations coupled with its limited resources, Debtor determined that Bankruptcy protection would most effectively allow it to consolidate its efforts to maintain overhead while adjusting its debt loads to a manageable level in order to continue operations. At the time of filing, Debtor owed secured debts (without accounting for bifurcation) in the amount of approximately $329,000.00 arising from various UCC filings by Pursuit Lending and the Small Business Administration. At the time of filing, Debtor owed approximately $50,821.25 in priority unsecured tax debt and approximately $212,015.64 in general unsecured debts. The Debtor's goal in this reorganization is to maintain ongoing operations in order to satisfy the secured portion of its debt with Pursuit Lending and the Small Business administration and provide a reasonable dividend to its general unsecured creditors. The Plan shall be funded from ongoing revenues derived by the Debtor's ongoing business operations. The final Plan payment is expected to be paid 60-months from date of Confirmation. Non-priority unsecured creditors holding allowed claims will receive distributions of no less than 1%. Class 3 consists of General Unsecured Creditors. If allowed, shall receive their pro rata share of $82,653.71. This number represents Debtor's projected net income after accounting for ongoing expenses, and necessary payments to the SBA and Priority amounts to Taxing Authorities. Disputed Claims that have failed to file a claim will receive no distribution. The Debtor shall make ongoing payments based on available cashflow to General Unsecured Creditors until such time as litigation funding proceeds have been recovered. This Class is impaired. Class 4 consists of Equity Shareholders shall make additional contributions, as necessary, to further fund the Debtor's operations. Class 4 Equity Shareholders may hold pre-petition general unsecured claims against the Debtor. If so, they shall share in the distribution as articulated under Class 3 Creditors in the Plan. The Plan will be implemented by the Debtor remitting payment to creditors as provided for herein from the Debtor's cash flow as well as ongoing capital contributions (as necessary) from the Debtor's membership. A full-text copy of the Plan of Reorganization dated May 5, 2025 is available at https://urlcurt.com/u?l=Ih7NEK from PacerMonitor.com at no charge. Counsel to the Debtor: Michael L. Boyle, Esq. Boyle Legal, LLC 64 2nd Street Troy NY 12180 Telephone: (518) 407-3121 Email: mike@boylebankruptcy.com About Angela's Bridals Inc. Angela's Bridals, Inc., operates a brick-and-mortar bridal shop that sells dresses and other accessories. Angela's Bridals filed a Chapter 11 petition (Bankr. N.D.N.Y. Case No. 25-10119) on February 4, 2025, listing between $100,001 and $500,000 in assets and between $500,001 and $1 million in liabilities. Janet M. Cooper, president of Angela's Bridals, signed the petition. Michael Boyle, Esq., at Boyle Legal LLC, represents the Debtor as legal counsel. ARCHES HOLDINGS: Moody's Alters Outlook on 'B2' CFR to Stable ------------------------------------------------------------- Moody's Ratings has revised the outlook for Arches Holdings Inc. (dba "Ancestry") and Arches Buyer Inc. to stable from negative, based on Moody's expectations of steadily improving credit metrics and cash flow generation. Concurrently, Moody's affirmed Arches Holdings Inc.'s corporate family rating at B2 and its probability of default rating at B2-PD. Additionally, Moody's affirmed Arches Buyer Inc.'s backed first lien senior secured bank credit facilities ($34.4 million revolver due 2025, $250.6 million revolver due 2028, $1.95 billion term loan B due 2027, and $375 million incremental term loan B due 2027) at B1, $950 million backed senior secured first lien notes due 2028 at B1, and the $500 million backed senior unsecured notes due 2028 at Caa1. Ancestry is a provider of family history and consumer genomics services. "The rating affirmations and the change in outlook to stable from negative reflect Moody's growing confidence that Ancestry's financial performance and credit metrics will steadily improve over the next 12-18 months," said Oleg Markin, lead analyst for Ancestry. "Ancestry's ability to expand EBITDA margin and generate healthy free cash flow underscores its compelling product offering and competitive positioning within its market niche," added Markin. Ancestry has executed well since the back half of 2024 amid macroeconomic uncertainty by delivering higher value in its premium family history research and prudently managing costs. Subscription billings began to grow in 2024 despite the impact of inflationary pressures, which Moody's expects the company to sustain in 2025, supporting Moody's anticipations for low-single digit percentage range revenue growth. Moody's projects the company's debt/EBITDA of around 7.3x as of twelve months ended March 31, 2025 will improve to around 6.5x by end of 2026, and its free cash flow-to-debt will be sustained above 5%. Moody's expects the company to sustain positive net subscriber growth, with EBITDA growth at a higher rate than revenue over the next 12-18 months. While Moody's expects Ancestry to use its free cash flow to distribute cash to shareholders, given the high financial leverage, any incremental debt borrowings to fund these initiatives could pressure the B2 CFR and other ratings. As a result, ESG governance considerations, notably financial strategies and a tolerance for high debt leverage, are key factors in the rating action. RATINGS RATIONALE Ancestry's B2 CFR reflects the company's strong market position within the family history research niche, supported by a customer base of more than 3.8 million subscribers (as of March 31, 2025) and the largest DNA database in the industry with about 28 million genomes. Ancestry's family history business, represented 86% of the company's consolidated revenue in 2024, which provides earnings and cash flow stability while making the company a formidable force in the genomic industry. The company's DNA segment is a strategically important part of the business despite its lower profitability because it contributes to the gross subscriber additions in the family history segment and its cash flows help fund the company's investment needs, product development, marketing and promotional activity. The rating is also supported by the company's strong EBITDA margin with low capital investment requirements and Moody's expectations that the company will sustain free cash flow-to-debt above 5% over the next 12-18 months. All financial metrics cited reflect Moody's standard adjustments. The rating also considers Ancestry's high level of debt and debt/EBITDA leverage, modest topline growth, and high promotional activity, with its subscription revenue mix shifting towards lower priced offers. The ratings also consider the company's concentrated operations within the niche genealogy industry and dependence on highly cyclical and discretionary consumer spending. Ancestry's high governance risk associated with concentrated ownership and a history of shareholder-friendly transactions further constrains the ratings. The B1 senior secured debt ratings (revolver, term loan, incremental term loan and secured notes) are positioned one notch above the company's B2 CFR, reflecting their priority position in the capital structure that benefits from loss absorption provided by the unsecured notes and non-debt obligations. Arches Buyer Inc. is the obligor under the credit facility (revolver and term loans), secured and unsecured notes. The bank credit facility and secured notes are collateralized by substantially all assets of the issuer and guaranteed, jointly and severally, by Arches Intermediate Inc., the direct parent entity of the Issuer ("Holdings"), and each of the Issuer's wholly-owned domestic restricted subsidiaries. The Caa1 senior unsecured notes rating is two notches below the company's B2 CFR, reflecting the notes junior ranking and effective subordination to the senior secured credit facility and secured notes. Moody's expects Ancestry to maintain good liquidity over the next 12-15 months, supported by a cash balance of approximately $75 million as of March 31, 2025 and full availability under its existing $285 million revolving credit facility ($34.4 million matures in December 2025, and $250.6 million matures in December 2028). Moody's projects Ancestry to generate annual free cash flow in excess of $150 million (before $23.3 million annual term loan amortization, paid quarterly) in 2025 and 2026. The company's revolver is subject to a springing first lien net leverage ratio when utilization exceeds 35%. Moody's do not expect the covenant to spring over the next 12-15 months but estimate that the company would maintain comfortable cushion even if the covenant is triggered. The stable outlook reflects Moody's expectations for steadily improving financial performance, declining debt/EBITDA leverage and strong liquidity. The company should realize EBITDA margin expansion from positive top-line growth and cost-savings initiatives, which Moody's expects to drive the company's debt/EBITDA to around 6.5x over the next 12-18 months. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could upgraded if the company commits to more balanced financial policies, including achieving and maintaining debt/EBITDA below 5.0x and free cash flow-to-debt in the high-single digit percentages. The ratings upgrade would also require Ancestry to maintain healthy organic revenue and EBITDA growth. The ratings could be downgraded if business fundamentals weaken as evidenced by higher subscriber churn, declining average revenue per user (ARPU) or more intense competition. A deterioration in liquidity or more aggressive financial policy, including debt-funded distributions could negatively pressure the ratings. This could be manifested by the company's debt/EBITDA being sustained above 6.5 times or if internally generated cash flows soften such that free cash flow-to-debt is maintained below 5%. The principal methodology used in these ratings was Business and Consumer Services published in November 2021. Arches Holdings Inc. is a holding company for Ancestry.com, a provider of family history and consumer genomics services. Ancestry generates its revenue primarily by providing customers with subscriptions to its family history platform and through the sale of its AncestryDNA service. Ancestry is majority owned by Blackstone, with a minority ownership held by Singaporean sovereign wealth fund GIC and management. The company generated revenue of around $1.3 billion in 2024. ARCTERA HOLDINGS: S&P Upgrades ICR to 'CCC+', Off CreditWatch Neg. ------------------------------------------------------------------ S&P Global Ratings raised its issuer credit rating on Arctera Holdings Ltd. (and previous debt issuing subsidiary Veritas NL Intermediate Holdings B.V.) to 'CCC+' from 'CCC' and removed it from CreditWatch with positive implications, where S&P placed it in December 2024. S&P subsequently withdrew its rating on Veritas NL Intermediate Holdings B.V. S&P said, "We assigned our 'CCC+' issuer credit rating to Arctera's debt issuing subsidiaries, Arctera Global II BV and Arctera US Holdings LLC. At the same time, we assigned our 'B' issue level rating to the super-priority revolver expiring 2028 and our 'CCC+' issue level rating to the senior secured exchange term loan due 2029. The recovery ratings are '1' and '3' respectively. The margin loans are not rated. "The stable outlook is based on our expectation that Arctera will maintain adequate liquidity despite incurring meaningful cash flow outflows because of high one-time transaction costs related to the data protection business spinoff in December 2024 and implementation of its stand-alone expense structure." The sale of the enterprise data protection business significantly reduces Arctera's operating scale and diversity. This may limit the company's ability to withstand demand cyclicality or unexpected underperformance. Arctera generated about $466 million of revenue in fiscal 2024, representing about 30% of the pre-spinoff company's revenue base. S&P believes its reduced business scale and diversity and its short track history operating as a stand-alone entity increase its business risk. While Arctera may benefit from data growth and resiliency requirements, the retained businesses experienced inconsistent growth historically and lower client retention rates than the corporate average. These businesses have meaningful recurring revenues at about 95% of total revenues and retention metrics have improved recently, but we believe the company will likely need to increase product investments to maintain its competitiveness. Most of the research and development investments historically focused on Veritas's flagship NetBackup enterprise data protection business (sold to Cohesity Inc.). As such, S&P expects Arctera may face high execution risk as it establishes new business strategies considering the challenging macroeconomic backdrop. S&P said, "The debt exchange transaction reduced cash interest bearing debt, but we view Arctera's free cash flow profile as unclear. Arctera reduced its cash interest bearing debt by about $3.4 billion to approximately $722 million. A portion of the exchange term loan coupon will be pay-in-kind (PIK). The company also incurred two tranches of margin loans totaling $799 million that have full PIK interest coupons and no required amortization. We expect this will help alleviate the cash flow burden; however, the company will likely incur meaningful stand-up and restructuring expenses following the spinoff of the data protection business. This may pressure earnings and free cash flow generation over the next 12-18 months, but it has prospects to generate positive free operating cash flow (FOCF) thereafter as business operations stabilizes. We expect the company will generate slightly negative FOCF in fiscal 2025. It will have access to a $140 million revolver ($64 million drawn as of Jan. 31, 2025). Arctera had about $138 million of cash on hand (as of Jan. 31. 2025) to manage liquidity needs over the next 12 months." Arctera has somewhat of a short dated capital structure. Its extended debt maturity profile provides some flexibility to execute business strategies over the next one to two years. The company's $199 million preferred margin loan is due December 2027, and its $600 million margin loan from Cohesity Inc. is due December 2029. These PIK loans do not receive direct credit support from Arctera or Cohesity, but the underlying collateral may be liquidated to repay these loans. S&P said, "We include the margin loans in our debt and leverage calculations because of a potential limited recourse guarantee by Arctera in the unlikely event the special purpose entity loan borrowers file bankruptcy. We expect Arctera's debt to EBITDA to be elevated above 10x including the PIK margin loans but for it to be moderate at about 6.4x in fiscal 2025 when excluding the margin loans." The stable outlook is based on S&P's expectation Arctera will maintain adequate liquidity over the next 12 months despite experiencing cash flow pressures temporarily because of high one-time transaction costs related to the separation of its data protection business in January 2025. S&P could lower the rating if: -- The company is unable to stabilize operations and incurs higher-than-expected separation costs that weaken liquidity; and -- S&P believes weak operating performance increases the risk of a liquidity event. An upgrade is unlikely over the next 12 months because of our expectations for weak FOCF generation. S&P could raise the rating if: -- S&P believes Arctera will generate meaningful positive FOCF on a sustained basis; and -- It establishes a sustainable long-term capital structure. AVON PRODUCTS: Gets Court Okay for Ch. 11 Plan Votes w/ Talc Claims ------------------------------------------------------------------- Alex Wittenberg of Law360 Bankruptcy Authority reports that on Monday, May 19, 2025, a Delaware bankruptcy judge permitted Avon Products Inc., a cosmetics seller, to seek votes on its Chapter 11 liquidation plan, dismissing an insurer’s challenge to the inclusion of talc claims in the voting process. 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. AZZUR GROUP: DBCI Inc. Withdraws From Creditors' Committee ---------------------------------------------------------- The U.S. Trustee for Region 3 disclosed in a court filing the withdrawal of DBCI, Inc. from the official committee of unsecured creditors in the Chapter 11 cases of Azzur Group Holdings, LLC and its affiliates. The remaining members of the committee are: 1. Barker Contracting, Inc. Attn: Brian Barker 2127 E. Speedway Blvd., Suite 101 Tucson, AZ 85717 Phone: 520-323-3831 Fax: 520-323-3834 Email: BBarker@barkerone.com 2. Southworth-Milton Inc. d/b/a Milton-Cat Attn: Jacqueline R. Benard 30 Industrial Drive Londonderry, New Hampshire Email: Jackie.benard@miltoncat.com 3. Thomas Scientific Inc. Attn: Anna Walker 1654 High Hill Road Swedesboro, NJ 08085 Phone: 865-590-3046 Email: Anna.Walker@thomassci.com 4. Shiraz Partners LP Attn: Benjamin Weiss, Esq. c/o Badiee Development 888 Prospect At., Suite 240 La Jolla, CA 92037 Phone: 310-770-8727 Email: bweiss@badieedevelopment.com 5. Controlled Contamination Services, LLC Attn: Catherine McNealy 14800 Landmark Blvd., Suite 155 Dallas, TX 75254 Phone: 214-220-4804 Email: legal@cleanroomcleaning.com 6. NESPA, Inc. Attn: Daniel Sarno 208 Broadway Malden, MA 02148 Phone: 617-322-6372 Email: dsarno@newenglandsecurity.com About Azzur Group Holdings Azzur Group Holdings, LLC is a Pennsylvania-based professional services company, which operates across multiple locations including Boston, Chicago, San Diego, and San Francisco. It provides specialized life sciences services including consulting, laboratory testing, cleanrooms-on-demand, and technical training services. Azzur Group Holdings and more than 30 of its affiliates sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 25-10342) on March 2, 2025. In their petitions, the Debtors reported between $100 million and $500 million in both assets and liabilities. Judge Karen B. Owens handles the cases. The Debtors tapped DLA Piper, LLP as general bankruptcy counsel; Ankura Consulting Group, LLC as restructuring advisor; Brown Gibbons Lang & Co. Securities Inc. as investment banker; and Stretto Inc. as claims and noticing agent. The U.S. Trustee for Region 3 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. Pachulski Stang Ziehl & Jones, LLP and Huron Consulting Services, LLC serve as the committee's legal counsel and financial advisor, respectively. AZZUR GROUP: Struggles to Secure Chapter 11 Plan Confirmation ------------------------------------------------------------- Ben Zigterman of Law360 Bankruptcy Authority reports that a Delaware bankruptcy judge warned attorneys for pharmaceutical services company Azzur Group on Monday, May 19, 2025, that they face significant challenges in obtaining court approval for their client's Chapter 11 plan, as the confirmation hearing got underway. About Azzur Group Holdings Azzur Group Holdings, a Pennsylvania-based professional services company operates across multiple locations including Boston, Chicago, San Diego, and San Francisco, providing specialized life sciences services including consulting, laboratory testing, cleanrooms-on-demand, and technical training services. Azzur Group Holdings and more than 30 of its affiliates sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 25-10342) on March 2, 2025. In their petitions, the Debtors reported estimated assets and liabilities between $100 million and $500 million. Honorable Bankruptcy Judge Karen B. Owens handles the cases. DLA Piper LLP represents the Debtors as general bankruptcy counsel. Ankura Consulting Group LLC serves as restructuring advisor to the Debtors, Brown Gibbons Lang & Co. Securities Inc. acts as investment banker, and Stretto Inc. acts as claims and noticing agent. BAYER PHARMACEUTICALS: Considers Chapter 11 Filing for Monsanto Biz ------------------------------------------------------------------- The Wall Street Journal reports that Bayer Pharmaceuticals is reportedly making another effort to settle lawsuits linking its Roundup weedkiller to cancer, while also considering filing for bankruptcy for its Monsanto agricultural division if the settlement plan fails. Sources cited by The Wall Street Journal say Bayer plans to address some lawsuits in Missouri state court, where most cases are pending. At the same time, the company is preparing a Chapter 11 bankruptcy filing for Monsanto, the U.S. manufacturer of Roundup. This move would halt the remaining 67,000 lawsuits alleging that glyphosate, the herbicide's main ingredient, causes non-Hodgkin lymphoma. It would also establish a court-supervised process for handling these claims, according to The Wall Street Journal. Bayer acquired Monsanto in 2018 for $63 billion, taking on years of litigation from cancer patients who claim Monsanto failed to adequately warn consumers of the risks. Of the 181,000 Roundup lawsuits, Bayer says 114,000 have been resolved or dismissed as of January 31, 2025. Reuters reports Bayer has paid about $10 billion in settlements and set aside $5.9 billion in reserves for ongoing litigation, the report states. Bayer did not immediately respond to requests for comment. Its U.S. headquarters is located in Whippany. Bayer maintains that Roundup is safe for consumers and cites endorsements from regulatory agencies such as the Environmental Protection Agency. Roundup generated $2.8 billion in revenue in 2024, but Bayer recently warned that ongoing litigation could force the product off the U.S. market. The company argues that EPA approval should protect it from state lawsuits and is lobbying for state and federal laws that could largely end the Roundup litigation, according to report. The Wall Street Journal noted that Bayer is considering a more traditional bankruptcy approach, rather than the controversial "Texas Two-Step" method used by companies like Johnson & Johnson. Under Bayer's proposed plan, Monsanto's U.S. operations would enter Chapter 11 directly. About Bayer Pharmaceuticals Bayer Pharmaceuticals is a division of Bayer AG focused on discovering, developing, manufacturing, and commercializing products for human health. BEST CHEER: Seeks Subchapter V Bankruptcy in California ------------------------------------------------------- On May 19, 2025, Best Cheer Stone Inc. filed Chapter 11 protection in the U.S. Bankruptcy Court for the Central District of California. According to court filing, the Debtor reports between $1 million and $10 million in debt owed to 100 and 199 creditors. The petition states funds will be available to unsecured creditors. About Best Cheer Stone Inc. Best Cheer Stone Inc. supplies natural and engineered stone products, including granite, marble, and quartzite, for residential and commercial use. Headquartered in Anaheim, California, the Company operates a vertically integrated business with global quarries and manufacturing facilities. Established in 1994, it also offers prefabricated countertops, cabinets, and related home improvement materials. Best Cheer Stone Inc. sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal.Case No. 25-11344) on May 19, 2025. In its petition, the Debtor reports estimated assets and liabilities between $1 million and $10 million each. Honorable Bankruptcy Judge Scott C. Clarkson handles the case. The Debtors are represented by Robert P. Goe, Esq. at GOE FORSYTHE & HODGES LLP. BEST CHOICE: Gets Extension to Access Cash Collateral ----------------------------------------------------- Best Choice Trucking, LLC received another extension from the U.S. Bankruptcy Court for the District of Massachusetts to use its secured creditors' cash collateral. The order penned by Judge Christopher Panos authorized the company to continue to use the cash collateral of Trans Lease Inc. and Advance Servicing Inc., including accounts receivable and cash on hand, to pay the expenses set forth in its budget. The budget projects total operational expenses of $729,990 for the period from April 28 to July 28. As protection, the secured creditors will be granted replacement lien, with the same validity, priority and enforceability as their pre-bankruptcy liens. Trans Lease has a security interest in the company's accounts under a loan and security agreement with the company. The current balance of the loan is $386,585.56. Meanwhile, Advance Servicing is owed $14,223.00 under an agreement with Best Choice Trucking for services. The next hearing is scheduled for June 24. Objections are due by June 23. Trans Lease may be reached at: Trans Lease, Inc. 1400 W. 62nd Avenue Denver, CO 80221 Fax: 720-681-6746 rob.taylor@transleaseinc.com Advance Servicing may be reached at: Advance Servicing, Inc. 15 Main Street Holmdel, NJ 07733 Fax: 866-331-3499 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 BIZ AS USUAL: Voluntary Chapter 11 Case Summary ----------------------------------------------- Debtor: Biz as Usual, LLC P.O. Box 447 Ardmore, PA 19003 Business Description: Biz as Usual, LLC leases real estate properties and operates from Ardmore, Pennsylvania. Chapter 11 Petition Date: May 20, 2025 Court: United States Bankruptcy Court Eastern District of Pennsylvania Case No.: 25-11985 Judge: Hon. Derek J Baker Debtor's Counsel: Jonathan Stanwood, Esq. JONATHAN H. STANWOOD, LLC 1617 JFK Blvd, Suite 1560 Philadelphia PA 19103 Email: jhs@stanwoodlaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $500,000 to $1 million The petition was signed by Antoine Gardiner as president/owner. A list of the Debtor's 20 largest unsecured creditors was not provided alongside the petition. A full-text copy of the petition is available for free on PacerMonitor at: https://www.pacermonitor.com/view/76EVHPQ/Biz_as_Usual_LLC__paebke-25-11985__0001.0.pdf?mcid=tGE4TAMA BMX TRANSPORT: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: BMX Transport, LLC 1408 Jag Drive Gainesville GA 30507 Business Description: BMX Transport LLC provides long-distance specialized freight trucking services across the United States, focusing on goods that require unique handling or equipment. The Company offers full truckload transport using dry vans and refrigerated trailers, supported by warehousing and 24/7 logistics operations. Headquartered in Georgia, it operates a federally authorized fleet of trucks and trailers. Chapter 11 Petition Date: May 20, 2025 Court: United States Bankruptcy Court Northern District of Georgia Case No.: 25-20705 Judge: Hon. James R Sacca Debtor's Counsel: Benjamin Keck, Esq. KECK LEGAL, LLC 2801 Buford Highway NE Suite 115 Atlanta GA 30329 Tel: 470-826-6020 Email: bkeck@kecklegal.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Ilya Stepanskiy as president. A full-text copy of the petition, which includes a list of the Debtor's 20 largest unsecured creditors, is available for free on PacerMonitor at: https://www.pacermonitor.com/view/XJK6UAA/BMX_Transport_LLC__ganbke-25-20705__0001.0.pdf?mcid=tGE4TAMA BOOKS INC: Seeks to Extend Plan Exclusivity to July 25 ------------------------------------------------------ Books Inc. asked the U.S. Bankruptcy Court for the Northern District of California to extend its exclusivity periods to file a plan of reorganization and obtain acceptance thereof to July 25 and September 26, 2025, respectively. This is the Debtor's first request in a complicated case that has not been pending long. The Debtor has extensive lease holdings, each with unique circumstances and separate negotiations necessary to maximize value to the estate. The Debtor explains that it has filed for bankruptcy less than four months ago, and it has made substantial progress in that time. This Motion represents the Debtor's best efforts to estimate the time needed to complete negotiations and formulate a plan of reorganization. However, as this is only an estimate, the Debtor reserves the right to seek further extension if necessary. The Debtor claims that it has demonstrated meaningful progress toward formulating a viable plan. While the Debtor acknowledges operating losses during certain post-petition periods, such losses are not surprising given the Debtor's preexisting lease obligations. Importantly, since filing for bankruptcy, the Debtor has actively and productively negotiated with landlords and reduced its expenses, resulting in steadily decreasing operating losses. The Debtor asserts that it has already obtained Court approval of an amendment to its Alameda lease, and it anticipates seeking approval for three more agreements in the coming days. The Debtor has established and continues to maintain open lines of communication with creditors and key stakeholders demonstrates a commitment to transparency and a collaborative approach to achieve consensus on a plan, and it believes that these efforts reflect a viable path forward for the reorganization process. Lastly, the Debtor submits that it is proceeding entirely in good faith. Throughout this bankruptcy proceeding, the Debtor has timely filed required documents, complied fully with reporting obligations, openly provided information when requested, and has consistently engaged in constructive negotiations with interested parties. There is no indication that the Debtor seeks leverage to pressure creditors into unfavorable outcomes. Rather, the requested extensions serve solely to facilitate comprehensive and thoughtful preparation of a reorganization plan. Books Inc. is represented by: Stephen D. Finestone, Esq. Ryan A. Witthans, Esq. Finestone Hayes LLP 456 Montgomery Street, Suite 1300 San Francisco, CA 94104 Tel: (415) 481-5481 Fax: (415) 398-2820 Email: sfinestone@fhlawllp.com Email: rwitthans@fhlawllp.com About Books Inc. Books Inc. is the oldest independently owned bookstore in the western U.S. and operates eleven brick-and-mortar stores in the Bay Area. In addition to its physical locations, the Company runs an online store, offering a mix of direct shipping and in-store pickup for customers. The Company also fosters strong community engagement, hosting hundreds of author events, book clubs, and other activities each year. Books Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Cal. Case No. 25-40087 on January 20, 2025, with $3,283,300 in assets and $5,161,574 in liabilities. Andrew Perham, chief executive officer of Books Inc., signed the petition. Judge William J. Lafferty oversees the case. The Debtor is represented by Stephen D. Finestone, Esq. at Finestone Hayes LLP. BOOTH EXCAVATING: Hires Azalea City Tax as Accountant ----------------------------------------------------- Booth Excavating & Construction, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Alabama to employ Azalea City Tax and Accounting as accountant. The firm will render accounting services to the Debtor in the bankruptcy case. The firm will be paid at $100 per hour. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Kenneth Germany, a Certified Public Accountant at Azalea City Tax and Accounting, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Kenneth Germany Azalea City Tax and Accounting 1010 Schillinger Rd. S. Mobile, AL 36695 Tel: (251) 380-6293 About Booth Excavating & Construction, LLC Booth Excavating & Construction, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Ala. Case No. 24-12655) on October 18, 2024, with $100,001 to $500,000 in assets and $50,001 to $100,000 in liabilities. Vallee V. Connor, Esq. at Hollinger Connor, LLC represents the Debtor as legal counsel. Booth Excavating & Construction, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Ala. Case No. 24-12655) on October 18, 2024, with $100,001 to $500,000 in assets and $50,001 to $100,000 in liabilities. Vallee V. Connor, Esq. at Hollinger Connor, LLC represents the Debtor as legal counsel. BREWER MACHINE: Seeks Chapter 11 Bankruptcy in Kentucky ------------------------------------------------------- On May 15, 2025, Brewer Machine & Parts LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the Western District of Kentucky. According to court filing, the Debtor reports between $1 million and $10 million in debt owed to 50 and 99 creditors. The petition states funds will be available to unsecured creditors. About Brewer Machine & Parts LLC Brewer Machine & Parts LLC manufactures woodworking and material handling equipment used in industries such as sawmills, pallet production, and cooperage. Based in Central City, Kentucky, the Company serves domestic and international markets including the U.S., Australia, Uruguay, and Saudi Arabia. Established in 1967, it offers both new and refurbished machinery. Brewer Machine & Parts LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Ky.Case No. 25-40336) on May 15, 2025. In its petition, the Debtor reports estimated assets up to $50,000 and estimated liabilities between $1 million and $10 million. The Debtors are represented by Robert C. Chaudoin, Esq. at HARLIN PARKER. BRIGHT CARE: Court OKs Deal to Use BofA's Cash Collateral --------------------------------------------------------- The U.S. Bankruptcy Court for the Central District of California, Santa Ana Division approved a stipulation allowing Bright Care Veterinary Group, Inc.'s interim use of Bank of America, N.A.'s cash collateral. The stipulation authorizes Bright Care Veterinary Group, an affiliate of Bright Care Veterinary Hospital, Inc., to use the lender's cash collateral until July 31 to pay the expenses set forth in its 13-week projection. As protection, the lender will be granted a replacement lien on any property acquired by Bright Care Veterinary Group after the petition date excluding avoidance claims and causes of action under Chapter 5. In addition, Bank of America will receive monthly payments of $31,759.79 for its loans, starting on June 1 as further protection. About Bright Care Veterinary Hospital Bright Care Veterinary Hospital, Inc. and Bright Care Veterinary Group, Inc. filed Chapter 11 petitions (Bankr. C.D. Calif. Lead Case No. 25-10900) on April 8, 2025. At the time of the filing, the Debtors reported between $1 million and $10 million in both assets and liabilities. Judge Scott C. Clarkson oversees the cases. The Debtors are represented by: David B. Golubchik, Esq. Levene, Neale, Bender, Yoo & Golubchik L.L.P. Tel: 310-229-1234 Email: dbg@lnbyg.com CACI INTERNATIONAL: S&P Rates New Unsecured Notes Rated 'BB-' ------------------------------------------------------------- S&P Global Ratings assigned its 'BB-' issue-level rating and '6 (rounded estimate: 0%)' recovery rating to CACI International Inc.'s proposed unsecured notes. S&P expects the company will use proceeds from the debt to repay outstanding revolver debt and add cash to its balance sheet. S&P said, "Our 'BB+' issuer credit rating and stable outlook on CACI are unchanged. The turnover to the Trump administration and the implementation of the Department of Government Efficiency created uncertainty for companies that contract with Federal agencies. To date, CACI has not experienced material contract cancelations. In the near term, staffing changes could result in delays in new contract awards as well as payments, which we expect CACI will be able to manage. Longer-term effects are harder to quantify because spending priorities could shift, contracts could be lost, or new business could be added. "In the absence of any significant acquisitions at the end of fiscal year 2025, we expect debt to EBITDA will be near our upgrade trigger of 3x, while funds from operations (FFO) to debt is near 25%, below our 30% upgrade trigger. We incorporate financial policies that include periodic sizable acquisitions that may result in higher leverage into our rating." CBDMD INC: NYSE American to Delist Preferred Stock After Conversion ------------------------------------------------------------------- NYSE American, LLC disclosed in a 25-NSE that it has notified the U.S. Securities and Exchange Commission of its intention to remove the entire class of the stated securities from listing and registration on the Exchange pursuant to the provisions of Rule 12d2-2 (a). [ X ] 17 CFR 240.12d2-2(a)(3) That on May 6, 2025 the instruments representing the securities comprising the entire class of this security came to evidence, by operation of law or otherwise, other securities in substitution therefore and represent no other right except, if such be the fact, the right to receive an immediate cash payment. The Mandatory Conversion became effective on May 6, 2025. Each share of cbdMD, Inc.'s 8.0% Series A Cumulative Convertible Preferred Stock was converted into 13 shares of cbdMD, Inc. Common Stock, inclusive of all accumulated and unpaid dividends. The Automatic Conversion of cbdMD, Inc.'s 8.0% Series A Cumulative Convertible Preferred Stock will be immediately followed by a 1-for-8 Reverse Split of cbdMD, Inc.'s Common Stock. The Exchange also notified the Securities and Exchange Commission that as a result of the above indicated conditions this security was suspended from trading on May 6, 2025. About cbdMD, Inc. Headquartered in Charlotte, NC, cbdMD, Inc. -- www.cbdmd.com -- owns and operates the nationally recognized CBD (cannabidiol) brands cbdMD, Paw CBD, and cbdMD Botanicals. Its mission is to enhance its customers' overall quality of life while bringing CBD education, awareness, and accessibility of high-quality and effective products to all. The Company sources cannabinoids, including CBD, which are extracted from non-GMO hemp grown on farms in the United States. Charlotte, North Carolina-based Cherry Bekaert LLP, the Company's auditor since 2016, issued a "going concern" qualification in its report dated Dec. 18, 2024, citing that the Company has historically incurred losses, including a net loss of approximately $3.7 million in the current year, resulting in an accumulated deficit of approximately $182 million as of September 30, 2024. These conditions raise substantial doubt about the Company's ability to continue as a going concern. CBRM REALTY: Seeks Chapter 11 Bankruptcy in New Jersey ------------------------------------------------------ On May 19, 2025, CBRM Realty Inc. filed Chapter 11 protection in the U.S. Bankruptcy Court for the District of New Jersey. According to court filing, the Debtor reports between $100 million and $500 million in debt owed to 100 and 199 creditors. The petition states funds will be available to unsecured creditors. About CBRM Realty Inc. CBRM Realty Inc. is a Somerset, New Jersey-based real estate investment firm. CBRM Realty Inc. and affiliates sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.N.J. Lead Case No. 25-15343) on May 19, 2025. In its petition, the Debtor reports estimated assets and liabilities (on a consolidated basis) between $100 million to $500 million each. Honorable Bankruptcy Judge Michael B. Kaplan handles the case. The Debtors are represented by Andrew Zatz, Esq., Barrett Lingle, Esq., Gregory F. Pesce, Esq., and Adam Swingle, Esq. at WHITE & CASE LLP. The Debtors co-counsel is Kenneth A. Rosen, Esq. at KEN ROSEN ADVISORS PC. ISLANDDUNDON LLC is the Debtors' financial advisor. CCI BUYER: S&P Withdraws 'B-' ICR Following Debt Repayment ---------------------------------------------------------- S&P Global Ratings withdrew its 'B-' issuer credit rating on CCI Buyer Inc. following the company's private refinancing, through which it repaid all its outstanding rated debt. At the same time, S&P discontinued its 'B-' issue-level rating and '3' recovery rating on CCI Buyer's senior secured first-lien debt and 'CCC' issue-level rating and '6' recovery rating on its senior secured second-lien debt because it has repaid all of its rated debt facilities. At the time of withdrawal, S&P's outlook on the company was stable. CHAPMAN CBC: Seeks Subchapter V Bankruptcy in California -------------------------------------------------------- On May 14, 2025, Chapman CBC LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the Central District of California. According to court filing, the Debtor reports $2,690,047 in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. About Chapman CBC LLC Chapman CBC LLC operates Chapman Crafted Beer, a brewery based in Old Towne Orange, California. The Company produces craft beer with a focus on flavor and freshness, using high-quality ingredients and traditional brewing methods. It emphasizes community engagement and aims to provide a distinctive Chapman CBC LLC sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 25-11286) on May 14, 2025. In its petition, the Debtor reports total assets as of March 31, 2025 amounting to $792,051 and total liabilities as of March 31, 2025 totalling $2,690,047. Honorable Bankruptcy Judge Mark D. Houle handles the case. The Debtors are represented by Gregory K. Jones, Esq. at STRADLING YOCCA CARLSON & RAUTH LLP. CHARTER COMMUNICATIONS: Moody's Alters Outlook on Ba2 CFR to Stable ------------------------------------------------------------------- Moody's Ratings has affirmed Charter Communications, Inc.'s (Charter) Ba2 corporate family rating, Ba2-PD probability of default rating, Ba1 senior secured notes and senior secured bank credit facilities at Charter Communications Operating, LLC (CCO), Ba1 senior secured notes at Time Warner Cable LLC, Time Warner Cable Enterprises LLC and CCO Safari II, LLC (together with CCO, the Secured Entities Group), and B1 senior unsecured notes at CCO Holdings, LLC and co-borrowed by CCO Holdings Capital Corp. The outlook change to stable from negative is prompted by an agreement by Charter to merge with Cox Communications, Inc. (CCI), a wholly-owned subsidiary of Cox Enterprises, Inc. (CEI). The $34.5 billion transaction will be funded with $11.9 billion of partnership common units at Charter Communications Holdings, LLC (CCH) exchangeable into Charter common stock, $6.0 billion of CCH partnership convertible preferred units with a 6.875% preferred cash dividend coupon convertible into common units at CCH, $4 billion of cash (assumed to be funded with secured debt at close) and the assumption of $12.6 billion of CCI's outstanding debt. Moody's assumptions is the CCI debt will be assumed at a new Charter subsidiary on a secured basis and under the same terms as the entities comprising Charter's Secured Entities Group. The transaction is expected to close by year-end 2026 and is subject to regulatory approvals. Moody's expects debt leverage (Moody's adjusted) of 4.2x on a pro forma basis at year-end 2026. Charter's SGL-2 speculative grade liquidity (SGL) rating is unchanged. The change in outlook to stable from negative reflects the transaction's credit accretive financing structure and Moody's expectations for operating and capital synergies. RATINGS RATIONALE Charter's credit profile is supported by sizable scale, its large number of household and business passings in its service footprints, significant market share and a competitively positioned high speed broadband network. As the second largest cable company in the US already, Charter's enhanced scale post its merger with CCI will further support strong EBITDA margins of around 40% given its solid share of high margin wireline broadband customers. The company's business model remains predictable, with a diversified geographic footprint and customer base and a largely recurring revenue model. Moody's anticipates steady deleveraging from the integration of Charter and CCI as a result of operating and capital spending synergies. Moody's expects Charter's financial policy to become slightly more conservative post transaction close as well, with a lower company-defined net debt leverage target in the 3.5x to 4.0x range. On a pro forma combined basis, Moody's anticipates that Charter will also operate with decreased capital intensity and generate increasing free cash flow as a percentage of total debt. Charter faces unfavorable secular trends and pressure in its wireline voice and video offerings as evidenced by sustained subscription losses for these services, with the latter driven by significant consumer shifts in media consumption. The company is also now beginning to suffer broadband subscriber losses due to higher competitive intensity from fixed wireless access (FWA) and fiber broadband operators. While Charter's mobile virtual network operator (MVNO) services continue to grow at high rates and help reduce overall customer churn, Moody's believes the longer term economics of this segment won't approach the higher margin levels of the company's wireline broadband offerings. Charter has good liquidity supported by positive operating cash flow. As of March 31, 2025, the company had $796 million of balance sheet cash and $6.4 billion of undrawn availability under existing revolving credit facilities, including adequate headroom under maintenance covenants. The instrument ratings reflect both the probability of default of Charter, as reflected in the Ba2-PD probability of default rating, an average expected family recovery rate of 50% at default, and the loss given default assessment of the debt instruments in the capital structure based on a priority of claims. The senior secured bank credit facilities and senior secured notes at Charter Communications Operating, LLC, Time Warner Cable LLC, and Time Warner Cable Enterprises LLC are rated Ba1, one notch higher than the Ba2 CFR given the loss absorption provided by the B1-rated senior unsecured notes issued at CCO Holdings, LLC and CCO Holdings Capital Corp. (both of which have no guarantees). The senior secured bank credit facilities and senior secured notes benefit from guarantees from all material operating subsidiaries and are secured by substantially all assets. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Moody's could consider an upgrade if debt leverage is sustained below 3.75x and retained cash flow to net debt is sustained above 20%, both on a Moody's adjusted basis. An upgrade could also be conditioned on a sustained and more conservative financial policy, steady and profitable organic revenue growth and improved liquidity. Moody's could consider a downgrade if the company is unable to sustain organic revenue and EBITDA growth and debt leverage (Moody's adjusted) rises above 4.25x on a sustained basis. In addition, a downgrade could be warranted if retained cash flow to net debt (Moody's adjusted) is sustained below 15%. Moody's could also consider a negative rating action if liquidity deteriorates, financial policy turns more aggressive or scale or geographic diversity declines. LIST OF AFFECTED RATINGS Issuer: Charter Communications, Inc. Affirmations: LT Corporate Family Ratings, Affirmed Ba2 Probability of Default Rating, Affirmed Ba2-PD Outlook Actions: Outlook, Changed To Stable From Negative Issuer: CCO Holdings, LLC Affirmations: Senior Unsecured, Affirmed B1 Outlook Actions: Outlook, Changed To Stable From Negative Issuer: CCO Safari II, LLC Affirmations: Senior Secured, Affirmed Ba1 Issuer: Charter Communications Operating, LLC Affirmations: Senior Secured Bank Credit Facility, Affirmed Ba1 Backed Senior Secured, Affirmed Ba1 Senior Secured, Affirmed Ba1 Outlook Actions: Outlook, Changed To Stable From Negative Issuer: Time Warner Cable Enterprises LLC Affirmations: Senior Secured, Affirmed Ba1 Outlook Actions: Outlook, Changed To Stable From Negative Issuer: Time Warner Cable LLC Affirmations: Senior Secured, Affirmed Ba1 Backed Senior Secured, Affirmed Ba1 Outlook Actions: Outlook, Changed To Stable From Negative The principal methodology used in these ratings was Telecommunications Service Providers published in November 2023. Charter Communications, Inc., headquartered in Stamford, Connecticut, provides video, data, phone and wireless services. As of March 31, 2025 and across a footprint spanning 41 states, Charter served 31.4 million customers (30.0 million of which are internet customers) and 10.4 million mobile lines, making it the second largest US cable operator. The company markets its services under the Spectrum brand. Revenue for the 12 months ended March 31, 2025 was $55.1 billion. Charter is a public company and its largest shareholders are Liberty Broadband Corporation (unrated) and the Advance/Newhouse family. CHUNGA-JINGA LLC: Seeks to Hire Spence Law Office as Attorney ------------------------------------------------------------- Chunga-Jinga LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the Eastern District of New York to hire Spence Law Office, P.C. as counsel. The firm's services include: (a) advise the Debtor with respect to its powers and responsibility in the continued management of its property; (b) attend creditors' meetings and Section 341 hearings; (c) negotiate with creditors of the Debtor in formulating a Chapter 11 plan of reorganization and take the necessary legal steps in order to institute a plan of reorganization; (d) aid the Debtor in the preparation and drafting of disclosure statement; (e) prepare legal papers; (f) appear before the U.S. Bankruptcy Court and represent the Debtor in all matters pending before the said court; and (g) perform all legal services that may be necessary and appropriate. The firm will be paid at these hourly rates: Members $495 Associates/Of Counsel $325 - $495 Paralegals $125 Prior to the filing date, the firm received a retainer in the amount of $25,000. Robert Spence, Esq., principal at Spence Law Office, disclosed in a court filing that the firm is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached through: Robert J. Spence, Esq. Spence Law Office, P.C. 55 Lumber Road, Suite 5 Roslyn, NY 11576 Tel: (516) 336-2060 Fax: (516) 605-2084 Email: rspence@spencelawpc.com About Chunga-Jinga LLC Chunga-Jinga LLC is a real estate management company based in Brooklyn, New York, primarily focused on owning and managing residential properties. Chunga-Jinga LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.Y. Case No. 25-41417) on March 26, 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 Nancy Hershey Lord handles the case. The Debtor is represented by Robert J. Spence, Esq. at SPENCE LAW OFFICE, P.C. CMN GROUP: Seeks to Hire John P. Forest as Bankruptcy Counsel ------------------------------------------------------------- CMN Group LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of Virginia to hire John P. Forest, II, Esq., an attorney practicing in Fairfax, Va., to handle its Chapter 11 case. The services to be rendered by the attorney include giving the Debtor legal advice with respect to its powers and duties as a debtor and performing all other legal services for the Debtor which may be necessary to advance this case to a conclusion. Mr. Forest will be compensated at his hourly rate of $400. In a court filing, Mr. Forest disclosed that he is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The attorney can be reached at: John P. Forest, II, Esq. 11350 Random Hills Rd., Suite 700 Fairfax, VA 22030 Telephone: (703) 691-4940 Email: john@forestlawfirm.com About CMN Group LLC CMN Group LLC, founded in 2013, specializes in comprehensive design/build and renovation solutions for large construction programs, focusing on civil, capital, and vertical construction projects for federal agencies. The Company provides a range of services, including HVAC and plumbing installation, facility infrastructure, and excavation. It also offers expertise in electronic security systems, such as video surveillance, access control, and intrusion detection. CMN Group LLC sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Va. Case No. 25-10908) on May 2, 2025. In its petition, the Debtor reports estimated assets between $500,000 and $1 million and estimated liabilities between $1 million and $10 million. The Debtor is represented by John P. Forest, II, Esq. at LAW OFFICE OF JOHN P. FOREST, II. CTN HOLDINGS: Secures Creditor Deal, DIP Financing Court Approval ----------------------------------------------------------------- Rick Archer of Law360 Bankruptcy Authority reports that on Monday, May 19, 2025, Aspiration Partners, a financial services firm focused on sustainability, informed a Delaware bankruptcy judge that it had resolved creditor objections to its nearly $20 million Chapter 11 financing by excluding litigation claims from the asset auction scheduled for next week. About CTN Holdings CTN Holdings Inc., formerly known as Aspiration Partners Inc., is a climate finance company specializing in providing high-quality carbon solutions to businesses worldwide. They connect companies with effective decarbonization strategies and a wide range of carbon removal projects, selling carbon credits sourced from a diverse network of project developers. The company is famous for providing carbon creditors of Microsoft Corp., Meta Platforms Inc., and other big companies. CTN Holdings Inc. and six of its affiliates sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 25-10613) on March 30, 2025. In the petition, the Debtors reported estimated assets of $50 million to $100 million and up to $50,000 and estimated liabilities of $100 million to $500 million. The petitions were signed by Miles Staglik as chief restructuring officer. The Debtors are represented by Whiteford, Taylor & Preston LLC. The Debtors' claims and noticing agent is Kurtzman Carson Consultants, LLC dba Verita Global. DAVITA INC: S&P Rates New $750MM Senior Unsecured Notes 'BB-' ------------------------------------------------------------- S&P Global Ratings assigned its 'BB-' issue-level rating to DaVita Inc.'s (BB/Stable) proposed $750 million senior unsecured notes due 2033. The recovery rating on these notes is '5', reflecting its expectation for modest (10%-30%; rounded estimate: 20%) recovery in the event of a default. S&P expects the company will use the proceeds of the new unsecured debt to repay a portion of the outstanding balance on its revolving credit facility (RCF) and increase its cash balance for general corporate purposes. DaVita is one of the two leaders in the consolidated dialysis sector. Combined, DaVita and its closest peer, Fresenius, have about a 75% market share in the U.S. DaVita benefits from this leading position because it provides the company with the ability to procure drugs and other supplies at lower costs and enhanced bargaining power with commercial insurers. These advantages are important given chronically constrained reimbursement. S&P also believes the essential life-saving nature of dialysis somewhat mitigates legislation risk that could adversely affect the business. S&P's ratings on DaVita also reflect its expectation that the company's S&P Global Rating-adjusted debt to EBITDA will remain about 4x and that the company will generate about $1 billion of free operating cash flow (FOCF) over the next 12 months. Issue Ratings--Recovery Analysis Key analytical factors -- DaVita's capital structure consists of a $1.5 billion revolving credit facility, a $2.230 billion term loan A, a $1.63 billion term loan B, and $6 billion of senior notes. In addition, there are about $54 million of acquisition obligations and other notes payable, which are not rated and treated as priority debt. -- The EBITDA S&P uses for its recovery analysis (and its analysis more broadly) only incorporates the EBITDA from wholly owned subsidiaries and the company's share of EBITDA generated by partially owned subsidiaries, excluding amounts attributable to third-party equity holders. -- S&P's simulated default contemplates a decrease in reimbursement rates and higher operating costs related to labor and overhead, leading to a default in 2030. -- Given the critical life-saving role of dialysis treatment, S&P believes DaVita would remain a viable business and would reorganize rather that liquidate following a payment default. -- S&P valued the company on a going-concern basis using a 5.5x multiple of its projected emergence EBITDA, consistent with peers with similar business positioning and scale. Simulated default assumptions -- Simulated year of default: 2030 -- EBITDA at emergence: $1,132 million -- EBITDA multiple: 5.5x Simplified waterfall -- Net emergence value (after 5% administrative costs): $5,912 million -- Valuation split (obligors/nonobligors): 76%/24% -- Priority claims: $56 million -- Remaining joint-venture value to be distributed: $1,363 million -- Collateral value available to secured lenders: $5,379 million -- Estimated secured debt at default: $4,508 million --Recovery expectations: 90%-100% (rounded estimate 95%) -- Total value available to unsecured claims: $1,349 million -- Estimated unsecured claims at default: $6,328 million --Recovery expectations: (10%-30%) rounded estimate: 20%) Notes: All debt amounts include six months of prepetition interest: DIAMOND ELITE: Unsecureds to Get Financing or Sale Proceeds ----------------------------------------------------------- Diamond Elite 6516, LLC filed with the U.S. Bankruptcy Court for the District of Arizona a Disclosure Statement describing Plan of Reorganization dated May 5, 2025. The Debtor is a real estate holding company with a single asset that is the real property located at 6516 North 7th Street, Phoenix, Arizona 85014 (the "Property"). The Property is a commercial property, zoned to allow mixed usage, and is currently worth at least $3.2 million. In March 2023, the Debtor borrowed funds to pay off the original purchase loan and to obtain additional funds to assist in paying for the renovations and construction for the expansion. The note is now held by BCIF Holdings 1 LLC. The Debtor has attempted to obtain another loan to pay off the Lender's loan and currently is in negotiations with a potential lender who has expressed interest and may be able to provide funds within the next three to six weeks. Unfortunately, before the Debtor could arrange the new financing, BCIF issued a notice of Trustee's sale regarding the Property. Although the Trustee's sale notice was issued on October 31, 2024, the Debtor did not learn of it until mid-January 2025. The sale was scheduled to occur on February 3, 2025. The Debtor's counsel attempted to reach the Trustee to ask that it postpone the sale to allow the Debtor some additional time to finalize the financing to pay off the BCIF loan, but was unable to reach the Trustee, so the Debtor was forced to file its bankruptcy petition to prevent the Trustee’s sale, which would have led to a below-market-price sale and potentially even a deficiency claim against the Debtor. Class 2 consists of the Allowed Unsecured Claims of Creditors. The creditors with Allowed Unsecured Claims in Class 2 shall be paid in full from the post-petition financing to be obtained or, if the Property is sold, the creditors with Allowed Unsecured Claims in Class 3 shall be paid in in full (if sufficient funds are available) or shall be paid their pro rata share of the total amount of allowed unsecured claims (currently $409,064.95) out of the net proceeds of the sale of the Property after all administrative, priority, and secured claims are paid in full. Class 3 consists of Allowed Interests of the Debtor. Pursuant to Sections 1129(a)(15) and (b)(2)(B)(ii) of the Bankruptcy Code, the Debtor shall retain its interest in all estate property in consideration of its funding of the Allowed Claims from its post-petition operations. Allowed Interests shall receive a pro-rata distribution, based upon their interest percentage, after all costs of operations, and allowed administrative, priority, secured, and unsecured creditors are paid in full. The Debtor is continuing to operate to make payments to vendors and creditors. Additionally, Diamond Elite Estates, LLC, the Debtor's management company, is providing and will continue to provide funding as needed to make up operational shortfalls while this bankruptcy case is pending. On or as soon as practicable following the Effective Date, the Debtor shall fund an account with any unencumbered cash. The Debtor shall deposit funds into the account to be distributed in accordance with the Plan. Pursuant to Section 1123(a)(8) of the Bankruptcy Code, the Debtor shall operate its business in the same manner and under the same structure as it has operated its business prior to Confirmation, to provide for the funds to make the payments to creditors under its Plan of all or such portion of earnings from real estate transactions performed by the Debtor after the commencement of the case or other future operations of the Debtor, as is necessary for the execution of the Plan. A full-text copy of the Disclosure Statement dated May 5, 2025 is available at https://urlcurt.com/u?l=vbBsDo from PacerMonitor.com at no charge. Counsel to the Debtor: D. Lamar Hawkins, Esq. JoAnn Falgout, Esq. Karen Bentley, Esq. Guidant Law, PLC 402 E. Southern Ave. Tempe, AZ 85282 Telephone: (602) 888-9229 Facsimile: (480) 725-0087 Email: lamar@guidant.law About Diamond Elite 6516 Diamond Elite 6516, LLC is a single asset real estate debtor as defined in 11 U.S.C. Section 101(51B). Diamond Elite 6516 filed Chapter 11 petition (Bankr. D. Ariz. Case No. 25-00905) on February 3, 2025, listing between $1 million and $10 million in both assets and liabilities. The Debtor is represented by D. Lamar Hawkins, Esq., at Guidant Law, PLC. DIAMOND SPORTS: Court Approves Ex-Owner's $9.8MM Claim ------------------------------------------------------ Clara Geoghegan of Law360 Bankruptcy Authority reports that a Texas bankruptcy judge ruled on Tuesday, May 20, 2025, that reorganized sports broadcaster Diamond Sports Group must pay $9.8 million to its former parent company, Sinclair Inc., partially approving a contested Chapter 11 administrative expense claim related to a management transition agreement. About Diamond Sports Group Diamond Sports Group, LLC, and its affiliates own and/or operate the Bally Sports Regional Sports Networks, making them the nation's leading provider of local sports programming. DSG's 19 Bally Sports RSNs serve as the home for 42 MLB, NHL, and NBA teams. DSG also holds joint venture interests in Marquee, the home of the Chicago Cubs, and the YES Network, the local destination for the New York Yankees and Brooklyn Nets. The RSNs produce about 4,500 live local professional telecasts each year in addition to a wide variety of locally produced sports events and programs. DSG is an unconsolidated and independently run subsidiary of Sinclair Broadcast Group. Diamond Sports Group and 29 of its affiliates sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 23-90116) on March 14, 2023. In the petition signed by David F. DeVoe, Jr., as chief financial officer and chief operating officer, Diamond Sports Group listed $1 billion to $10 billion in both assets and liabilities. Judge Christopher M. Lopez oversees the cases. The Debtors tapped Paul, Weiss, Rifkind, Wharton & Garrison, LLP and Porter Hedges, LLP as bankruptcy counsel; Wilmer Cutler Pickering Hale, Dorr, LLP and Quinn Emanuel Urquhart & Sullivan, LLP as special counsel; AlixPartners, LLP as financial advisor; Moelis & Company, LLC and LionTree Advisors, LLC as investment bankers; Deloitte Tax, LLP, as tax advisor; Deloitte Financial Advisory Services, LLP, as accountant; and Deloitte Consulting, LLP as consultant. Kroll Restructuring Administration, LLC is the claims agent. The U.S. Trustee for Region 7 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. The committee tapped Akin Gump Strauss Hauer & Feld LLP as counsel; FTI Consulting, Inc., as financial advisor; and Houlihan Lokey Capital, Inc., as investment banker. DUNBAR PROPERTIES: Case Summary & One Unsecured Creditor -------------------------------------------------------- Debtor: Dunbar Properties, LLC 1100 E State St. Camden, NJ 08105 Business Description: Dunbar Properties, LLC owns 15 real estate assets across multiple locations in Camden, New Jersey. The properties have a combined current value of $1.27 million. Chapter 11 Petition Date: May 20, 2025 Court: United States Bankruptcy Court District of New Jersey Case No.: 25-15368 Debtor's Counsel: David A. Kasen, Esq. KASEN & KASEN, P.C. 1874 E. Marlton Pike Suite 3 Cherry Hill, NJ 08003 Tel: 856-424-4144 Fax: 856-424-7565 Email: dkasen@kasenlaw.com Total Assets: $1,268,700 Total Liabilities: $1,830,098 The petition was signed by Tyrone Pitts as managing member. The Debtor has identified Camden County M.U.A. at 1645 Ferry Ave., Camden, NJ 08104 as its only unsecured creditor, with a claim amounting to $62,757. A full-text copy of the petition is available for free on PacerMonitor at: https://www.pacermonitor.com/view/RHPOYBY/Dunbar_Properties_LLC__njbke-25-15368__0001.0.pdf?mcid=tGE4TAMA EARTH SCIENCE: CEO Cites Growth in Annual Shareholder Letter ------------------------------------------------------------ Earth Science Tech, Inc. released its Annual Shareholder Letter for the fiscal year ending March 31, 2025. Dear Shareholders, It is with great pride and appreciation that I present to you the 2024 Annual Shareholder Letter for Earth Science Tech, Inc. This past year has been a milestone period of growth, operational focus, and strategic execution across our organization. As a holding company committed to the optimization and long-term success of our subsidiaries, our core mission remains to unlock value through operational excellence and smart capital stewardship. I am pleased to report that our disciplined approach has yielded exceptional financial and operational results in FY Ending March 31st, 2025. Financial Performance Earth Science Tech, Inc. delivered record-breaking results this year, highlighted by a PROJECTED net income of $3.6 million, representing a PROJECTED 340% increase year-over-year. The company is PROJECTED to surpass revenue of $32 million for the FY ending March 31st, 2025, representing a PROJECTED increase of 175%. Our earnings per share (EPS) are PROJECTED to be $0.01, marking a strong return on our capital and a clear indication of the underlying profitability across our businesses. In addition, we significantly strengthened our financial position, increasing total assets to a PROJECTED $7.2 million, a PROJECTED 85% growth compared to the prior fiscal year. This expansion reflects both the intrinsic growth of our subsidiaries and our ability to deploy capital into high-yielding, strategically aligned investments in our subsidiaries. Strategic Progress The FY ending March 31st, 2025 was a year of execution. Our focus was not simply on growth, but on optimizing the operational frameworks of our holdings to support scalable, sustainable expansion. Through improved governance, stronger cross-subsidiary synergies, and targeted efficiencies, we have positioned Earth Science Tech, Inc. to drive long-term value. Highlights of FY Ending March 31st, 2025 * The Board of directors expanded to 7 members, including 2 independent members. * The Board of Directors has created a compensation committee of three members, with one independent director serving on the committee. * The company has qualified to have its shares listed on the new OTCID market beginning in the month of July 2025 when the new tier is live by OTCMarkets. * The company has 67 official employees with an additional 9 independent/temporary contractors who we intend to convert into full-time or for whom we intend to create in-house positions as soon as reasonably possible, for a total of 76. This is up from 42 a year ago. * The company repurchased 15,634,212 common shares in the latest fiscal year and subsequent period. This brings the total share reduction under the current $5m repurchase program to 20,834,214. The total cost to date of the program has been $1,830,617.71. * RxCompoundStore is licensed in 24 States/Territories with multiple applications pending. The revenue at RXCS has continued to increase as this subsidiary has expanded its unique formulations. * Peaks Curative has expanded its properties and product offerings. The sales have dramatically increased from a year ago. As Mister Meds comes online to open the Texas market, RXCS expands in states and the marketing/customer service teams continue to streamline; we expect the revenues to improve. Peaks has also launched Zoolzy and begun targeting the animal health market with specialty compounded formulations to be fulfilled by RxCompoundStore and Mister Meds. * The company acquired Mister Meds, LLC, subsequently built out MisterMeds.com and a state-of-the art compounding pharmacy in Abilene, Texas. This facility is expected to be live in the current quarter and accretive to our bottom line immediately. * The company acquired Avenvi, LLC. This subsidiary has already contracted to build out the real estate in its portfolio and is currently in the permitting process for its first development. Avenvi also owns the real estate property where Mister Meds is located. * The company acquired Las Villas Health Care, LLC, VillasHealth.com and DOConsultations.com. This brings a brick and mortar healthcare facility as a subsidiary and provides an online telehealth platform tailored to the Spanish speaking community. We expect the team at DOC to compliment Peaks Curative. * The company acquired Magnefuse, LLC (Magnechef.com). We expect this subsidiary to leverage the patents and intellectual properties for expansion of their current product lines and the development of new applications for their patents. As this subsidiary ramps up, we expect it will be a growth driver in the consumer retail space. Looking Ahead As we move into the next FY, our strategy remains clear: identify promising ventures, strengthen operational foundations, and pursue innovation where it drives measurable value. With a healthy balance sheet and proven management, we are entering the new fiscal year with confidence and momentum. On behalf of the entire leadership team, I extend my sincere gratitude to our shareholders for your continued trust and support. Our achievements this year are the result of collective dedication -- and they mark only the beginning of what we believe is a much larger story. We remain committed to transparency, accountability, and a relentless focus on shareholder value. Warm regards, Giorgio R. Saumat Chief Executive Officer Earth Science Tech, Inc. About Earth Science Tech Miami, Fla.-based Earth Science Tech, Inc. was incorporated under the laws of the State of Nevada on April 23, 2010, subsequently changed to the State of Florida on June 27, 2022. As of November 8, 2022, the Company is a holding entity set to acquire companies with its current focus in the health and wellness industry. The Company is presently in compounding pharmaceuticals and telemedicine through its wholly owned subsidiaries RxCompoundStore.com, LLC., Peaks Curative, LLC., and Earth Science Foundation, Inc. Boca Raton, Fla.-based R. Bolko, CPA P.A, the Company's auditor since 2022, issued a "going concern" qualification in its report attached to the Company's Annual Report on Form 10-K for the year ended March 31, 2024, citing that the Company has suffered negative cash flows and has a significant accumulated deficit. These factors raise substantial doubt about the Company's ability to continue as a going concern. EMMAUS LIFE: CBIZ CPAs Replaces Marcum as Auditor ------------------------------------------------- Emmaus Life Sciences, Inc. disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that on November 1, 2024, CBIZ CPAs P.C. acquired the attest business of Marcum LLP. Accordingly, on May 2, 2025, as a result of the acquisition, Marcum resigned as the independent registered public accounting firm of the company and, with the approval of the Audit Committee of our Board of Directors, CBIZ CPAs was engaged as our independent registered public accounting firm. On October 22, 2024, the Audit Committee of the Board of Directors engaged Marcum as the Company's independent registered public accounting firm for the quarter ended September 30, 2024 and the fiscal year ended December 31, 2024. The audit report of Marcum on its consolidated financial statements as of and for the fiscal year ended December 31, 2024 did not contain an adverse opinion or a disclaimer of opinion, and was not qualified or modified as to uncertainty, audit scope, or accounting principles, except that the audit report contained a paragraph indicating that there was substantial doubt about the Company's ability to continue as a going concern. Marcum was not engaged or consulted, and rendered no report, with respect to its 2023 annual financial statements. During the fiscal year ended December 31, 2024, and through May 2, 2025, the date of Marcum's resignation, there were (a) no "disagreements" (as defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions) with 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 report and (b) no "reportable events" (as defined in Item 304(a)(1)(v) of Regulation S-K). During the fiscal year ended December 31, 2024, and through May 2, 2025, neither the Company nor anyone on its behalf consulted with CBIZ CPAs regarding (i) the application of accounting principles to a specific completed or contemplated transaction or regarding the type of audit opinions that might be rendered by CBIZ CPAs on our financial statements, and CBIZ CPAs did not provide any written or oral advice that was an important factor considered by us in reaching a decision as to any such accounting, auditing, or financial reporting issue or (ii) any matter that was either the subject of a "disagreement" (as defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions) or a "reportable event" (as defined in Item 304(a)(1)(v) of Regulation S-K). About Emmaus Life Sciences Emmaus Life Sciences, Inc. is a commercial-stage biopharmaceutical company engaged in the marketing and sales of the Company's lead product Endari (prescription grade L-glutamine oral powder), which is approved by the U.S. Food and Drug Administration, or FDA, to reduce the acute complications of sickle cell disease in adult and pediatric patients five years of age and older. Endari has received Orphan Drug designation from the FDA, which designation generally affords marketing exclusivity for Endari in the U.S. for a seven-year period ending in July 2024. Costa Mesa, California-based Marcum LLP, the Company's auditor since 2024, issued a "going concern" qualification in its report dated April 14, 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 significant working capital deficiency, has incurred significant losses and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. As of December 31, 2024, the Company had $23.6 million in total assets, $80.1 million in total liabilities, and total stockholders' deficit of $56.5 million. ENERGIZER HOLDINGS: Continues to Defend Battery Prices Class Suit ----------------------------------------------------------------- Energizer Holdings 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 company continues to defend itself from the battery prices conspiracy class suit in the United States District Court for the Northern District of California. In 2023, three purported class action lawsuits were filed against the Company and Wal-Mart Inc. in the Northern District of California alleging that the defendants conspired to inflate the prices of certain Energizer battery and lighting products charged by the Company to other retailers and to prevent other retailers from charging consumers prices below Wal-Mart's pricing, in violation of antitrust and consumer protection laws. The matters were filed on behalf of putative classes of entities that purchased the Products directly from Energizer, persons who purchased the Products directly from a Wal-Mart brick-and-mortar store, and persons who indirectly purchased the Products (other than for resale). All three lawsuits have been consolidated. The plaintiffs seek, among other things, monetary damages, costs and disbursements, reasonable attorneys' fees, as well as injunctive relief. The Company has not recorded any accruals in its consolidated financial statements as the likelihood of a loss from these cases is not probable nor estimable at this time. The Company believes that it has substantial defenses against the claims and intends to vigorously defend against them. Energizer Holdings is an American manufacturer and one of the world's largest manufacturers of batteries, headquartered in St. Louis, Missouri. ENVELOPE MART: Seeks Subchapter V Bankruptcy in Ohio ---------------------------------------------------- On May 18, 2025, Envelope Mart of Northeast Ohio Inc. filed Chapter 11 protection in the U.S. Bankruptcy Court for the Northern District of Ohio. According to court filing, the Debtor reports between $1 million and $10 million in debt owed to 50 and 99 creditors. The petition states funds will be available to unsecured creditors. About Envelope Mart of Northeast Ohio Inc. Envelope Mart of Northeast Ohio Inc., d/b/a Envelope Mart Print Group and EM Print Group, is a wholesale printing company that produces envelopes, sheet printing, and other print services exclusively for print distributors. Founded in 1975, the family-owned business operates in Northeast Ohio and handles high-volume print orders, including stationery management, instruction sheet programs, and warehousing. Envelope Mart of Northeast Ohio Inc. sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ohio Case No. 25-12125) on May 18, 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 Suzana Krstevski Koch handles the case. The Debtors are represented by Michael A Steel, Esq. ENVISION CIVIL: Gets Final OK to Use Cash Collateral ---------------------------------------------------- Envision Civil, LLC received final approval from the U.S. Bankruptcy Court for the Western District of North Carolina, Shelby Division, to use cash collateral. The final order penned by Judge Ashley Austin Edwards authorized the company to use cash collateral in accordance with its budget through the effective date of any confirmed Chapter 11 reorganization plan. Spending must not exceed the budget by more than 10% per line item on a cumulative basis unless it is used to provide protection to secured creditors. As protection, secured creditors were granted replacement liens on any property acquired by Envision Civil after the petition date and the proceeds generated by such property. About Envision Civil LLC Envision Civil LLC is a contractor specializing in site development services for a wide range of heavy civil and development projects. With offices in Charlotte and Raleigh, the Company offers a comprehensive solution for project owners, managing every aspect from initial site preparation to heavy site work, including grading, underground utilities, drainage, and the construction of roads and parking lots. Envision also boasts a fleet of specialized equipment and a team of experienced professionals, ensuring reliable execution of both commercial and residential projects. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. N.C. Case No. 25-40067) on March 24, 2025. In the petition signed by Tiffany N. England, member, the Debtor disclosed up to $1 million in assets and up to $10 million in liabilities. Judge Ashley Austin Edwards oversees the case. John C. Woodman, Esq., at Essex Richards, PA, represents the Debtor as legal counsel. FMC CORP: Fitch Rates 30-Yr. Jr. Subordinated Notes 'BB' -------------------------------------------------------- Fitch Ratings has assigned a 'BB' rating to FMC Corporation's (FMC) issuance of 30-year junior subordinated notes. The rating reflects Fitch's standard notching for a hybrid instrument with its risk characteristics. Fitch expects that FMC will use proceeds from the offering for debt repayment and general corporate purposes. Key Rating Drivers Subordinated Notes Assigned 50% Equity Credit: Fitch has assigned equity credit to FMC's junior subordinated notes under its Corporate Hybrids Treatment and Notching Criteria. Key factors include the notes' subordination to senior debt, absence of material covenants or events of default, maturity beyond five years with no call dates within that period and FMC's unconstrained ability to defer coupon payments for more than five years, although deferred coupon payments are cumulative. Fitch believes that FMC plans to have this instrument in its capital structure until leverage materially improves to support a stronger rating. Diversified Global Platform: FMC's rating is supported by its role as a major global crop protection company, with a diverse product mix, geographic footprint and crop exposure. It has balanced sales across Latin America, North America, EMEA and Asia, with revenue from a variety of crops including soybeans, fruits and vegetables, rice, and others. Demand is largely stable, driven by food, animal feed and biofuels, leading to predictable consumption. Elevated Leverage and Execution Risk: Fitch expects FMC's leverage will remain steady in 2025 with flat EBITDA and break-even FCF after dividends. Fitch anticipates improvement in 2026 as the company benefits from its growth portfolio and investments in Brazil. FMC faced tough destocking trends in 2023, which hurt results and increased leverage. During 2024, FMC reduced debt and leverage through asset sales and working capital release in response to continued weak demand. FMC faces further execution challenges in 2025 as the company draws down channel inventory in some markets, invests in its Brazilian sales and marketing efforts, faces increased generic competition and absorbs a pricing cut passed on to third-party partners. Product Portfolio and Generic Competition: FMC generated around 25% of its fiscal year (FY) 2024 revenue from Rynaxypyr, which faces generic competition, affecting prices. Fitch expects results in FMC's growth portfolio to offset these headwinds. Growth in plant health and active ingredient products should help maintain a competitive edge and pricing power. Failure to sustain commercial success from new product introductions could pressure FMC's credit quality without further debt reductions. Tighter FCF Generation: Fitch expects tighter FCF, with EBITDA margins in the low 20% range and dividends of around $300 million, leading to FCF margins of about 2% to 3% over the forecast period. FMC's growth portfolio and marketing efforts could boost growth, margins and FCF. Failure to grow earnings after 2025 with unchanged dividends could pressure FMC's ratings. Supportive Agriculture Outlook: Fitch expects a positive agricultural environment in 2025. Strong crop production, limited arable land and increased climate stresses support crop protection chemical use. The U.S. Department of Agriculture projects stable coarse grain production at 1,496 million metric tons, with global rice output of over 532 million metric tons and soybean production at 421 million metric tons. Seasonality: FMC has significant working capital swings due to its seasonal business, with net working capital and seasonal borrowing typically peaking in the second quarter. FMC exited 2023 with higher borrowings due to industry destocking, which largely reversed by YE 2024 as inventory and payables rose. Peer Analysis FMC's credit profile is supported by its leading market position in the crop protection industry and the underlying attractive fundamentals of its end markets. FMC is smaller in scale than peers Corteva, Inc. (A/Stable), The Mosaic Company (BBB/Stable) and CF Industries, Inc. (BBB/Stable). It is also more narrowly focused on crop protection than Corteva, which also has a substantial seed segment. FMC's market position is not as dominant as that of Mosaic and CF Industries, which are among the world's largest fertilizer producers. FMC's revenue is more variable than Corteva's, as Corteva benefits from the diversity of the more stable seed business. Compared with CF Industries and Mosaic, FMC's revenue and EBITDA are more stable, as the company is not as exposed to global commodity prices and the more volatile nature of the fertilizer market. FMC's EBITDA margin compares well to Corteva's, due in part to its singular focus on crop protection, lack of licensing fees and diamide pricing benefits. FMC's EBITDA margin is generally lower than that of Mosaic and CF Industries, but it also exhibits greater consistency due to the nature of the fertilizer market. FMC has the weakest financial profile among its peers. Corteva maintains a more conservative capital structure, often carrying negative net debt at YE in advance of seasonal working capital needs. FMC's EBITDA leverage is higher than that of CF Industries and Mosaic, but its more stable end-markets and lower capital expenditure (capex) burden allow it to carry comparatively greater leverage at a given rating category. Key Assumptions - Modest revenue decline in 2025 driven by lower partner sales and full-year impact of asset sales, partially offset by strong revenues in FMC's growth portfolio. Growth improves in 2025 on better price and mix, and increased volume. Revenue growth of mid-single digits thereafter; - Gross profit margin of 39% to 40%; - R&D averaging around 6.5% of sales. Flat selling, general and administration expenses in 2025 and 2026, as cost savings from restructuring largely offset additional investments in marketing and other corporate investments; - Capex around 3% of revenue; - Dividends remaining unchanged and no share repurchases until 2029. RATING SENSITIVITIES - Continued earnings weakness and/or inconsistent capital allocation leading to EBITDA leverage durably above 3.5x; - Loss of competitive position in the diamides segment, potentially from stronger-than-expected generic diamides penetration, leading to a loss of market share and an EBITDA margin sustained below 20%. - Gross debt reduction and/or improved operating performance leading to EBITDA leverage sustained below 2.8x; - Successful broadening of the business platform through diamide product extensions and/or new product introductions, leading to an EBITDA margin that is sustained in the mid-20%s. Liquidity and Debt Structure FMC's liquidity position is solid, with demonstrated access to capital. At YE 2024, FMC held $357 million in cash and maintained over $1.6 billion in availability under its $2 billion revolving credit facility due 2028, with an accordion to $2.75 billion. In February 2025, FMC amended its financial covenants under the credit agreement and subsequently extended the revolver maturity by a year to 2028. Following its contemplated subordinated note issuance and debt repayment, FMC will have minimal debt maturities until 2029. Issuer Profile FMC is the fifth-largest crop protection company, focusing on insecticides, herbicides and fungicides, with a global manufacturing platform and diversified sales footprint across Latin America, North America, EMEA and Asia. 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 ----------- ------ FMC Corporation junior subordinated LT BB New Rating FRANCHISE GROUP: Says Chapter 11 Plan Reduces Debt by $1.5 Billion ------------------------------------------------------------------ Vince Sullivan of Law360 Bankruptcy Authority reports that on May 20, 2025, bankrupt retail franchise operator Franchise Group Inc. told a Delaware judge that its Chapter 11 plan aims to reduce $1.5 billion in debt and preserve its network of 1,700 retail locations post-restructuring. About Franchise Group Inc. Franchise Group, Inc., through its subsidiaries, operates franchised and franchisable businesses including The Vitamin Shoppe, Pet Supplies Plus, LLC, Badcock Home Furniture & More, American Freight, Buddy's Home Furnishings and Sylvan Learning Systems, Inc. Franchise Group, Inc. and its affiliates filed their voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 24-12480) on Nov. 3, 2024, listing $1,000,000,001 to $10 billion in both assets and liabilities. The petitions were signed by David Orlofsky as chief restructuring officer. Willkie Farr & Gallagher LLP and Young Conaway Stargatt & Taylor, LLP are serving as legal counsel, AlixPartners is serving as financial advisor and Chief Restructuring Officer, and Ducera Partners is serving as investment banker to the Company. Paul Hastings LLP is serving as legal counsel and Lazard is serving as investment banker to the first lien ad hoc group. FREE SPEECH: Hook Families Oppose Jones’ Request for New Auction ------------------------------------------------------------------ James Nani of Bloomberg Law reports that the families of Sandy Hook Elementary School shooting victims are urging a bankruptcy court to block right-wing conspiracy theorist Alex Jones' attempt to relaunch the auction of his Infowars media company. In a filing on Monday, May 19, 2025, with the U.S. Bankruptcy Court for the Southern District of Texas, the families argued that the request should be denied as they prepare to continue pursuing substantial financial judgments against Infowars' parent company in state court. About Free Speech Systems Free Speech Systems LLC is a broadcast media production and distribution company that provides broadcasting aural programs by radio to the public. Free Speech Systems is a family-run business founded by Alex Jones. FSS is presently engaged in the business of producing and syndicating Jones' radio and video talk shows and selling products targeted to Jones' loyal fan base via the Internet. Today, FSS produces Alex Jones' syndicated news/talk show (The Alex Jones Show) from Austin, Texas, which airs via the Genesis Communications Network on over 100 radio stations across the United States and via the internet through websites including Infowars.com. Due to the content of Alex Jones' shows, Jones and FSS have faced an all-out ban of Infowars from mainstream online spaces. Shunning from financial institutions and banning Jones and FSS from major tech companies began in 2018. Conspiracy theorist Alex Jones has been sued by victims' family members over Jones' lies that the 2012 Sandy Hook Elementary School shooting was a hoax. Jones' InfoW LLC and affiliates, IWHealth, LLC and Prison Planet TV, LLC, filed petitions under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D. Texas Lead Case No. 22-60020) on April 18, 2022. FRONTIERSMEN INC: Section 341(a) Meeting of Creditors on June 17 ---------------------------------------------------------------- On May 13, 2025, Frontiersmen Inc. filed Chapter 11 protection in the U.S. Bankruptcy Court for the Northern District of Indiana. According to court filing, the Debtor reports $6,972,465 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 17, 2025 at 02:00 PM via Telephonic Meeting with Assistant US Trustee. About Frontiersmen Inc. Frontiersmen Inc., doing business as Funk's Frontiersmen, is a seed company based in Kentland, Indiana. Founded in 1979, the family-owned business provides hybrid corn and soybean varieties tailored for local agricultural needs. Frontiersmen Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ind. Case No. 25-40144) on May 13, 2025. In its petition, the Debtor reports total assets of $296,040 and total liabilities of $6,972,465. The Debtors are represented by Jeffrey Hester, Esq. at HESTER BAKER KREBS LLC. FUTURE FINTECH: Appeals NY Court Ruling to Turn Over Shares ----------------------------------------------------------- As previously disclosed, FT Global Capital, Inc., a former placement agent of Future FinTech Group Inc. filed a lawsuit against the Company in the Superior Court of Fulton County, Georgia in January 2021, relating to alleged breaches of an exclusive placement agent agreement between FT Global and the Company in July 2020. The Company timely removed the case to the United States District Court for the Northern District of Georgia on February 9, 2021 based on diversity of jurisdiction. On April 11, 2024, the Court entered a judgment awarding FT Global $8,875,265.31 and on April 16, 2024, the Court issued an amended judgment, awarding FT Global $10,598,379.93, which includes $7,895,265.31 in damages, $1,723,114.62 in prejudgment interest, and $980,000.00 in attorney's fees. On May 9, 2024, the Company filed a post-trial motion to set aside the jury verdict and for a new trial and the Court denied the motion on March 3, 2025. The Company filed notice of appeal to appeal the judgement to the United States Court of Appeals for the Eleventh Circuit on April 2, 2025 and the Company will continue to vigorously defend the action against FT Global. FT Global has registered the Court's judgment in the United States District Court for Southern District of New York, where FT Global has brought a motion requiring the Company to turn over its stock in its subsidiary companies. On August 28, 2024, NY Court granted FT Global's motion for turnover of Defendant's shares in Defendant's wholly-owned subsidiaries as Defendant 1) failed to satisfy the $10.8 million judgment rendered in the Northern District of Georgia and registered in the Southern District of New York, and 2) is in possession of money and property in which it has an interest. The NY Court ordered Defendant shall turn over the shares, membership, or limited partnership interests in all of its subsidiaries, and the corporate seals of its China and Hong Kong-based subsidiaries, to the U.S. Marshal for auction or sale until the judgment is satisfied. Pursuant to the order issued by the United States District Court for the Southern District of New York on August 28, 2024, the United States Marshal for the Southern District of New York sold the securities of the subsidiaries of the Company other than those in Hong Kong and China in auction of: (i) all of the membership interests in Future Fintech Digital Capital Management LLC; (ii) all of the outstanding shares of FTFT UK Limited; (iii) the corporate seal of DigiPay FinTech Limited; (iv) the corporate seal of GlobalKey SharedMall Limited; (iv) all of the outstanding shares of Future Fintech Labs Inc.; and (v) all of the outstanding shares of Future Fintech Digital Number One GP, LLC (USA) to Alec Orudjiev, the general counsel of FT Global for $25,000 on December 18, 2024. On December 6, 2024, the Company agreed to sell all issued and outstanding shares of FTFT SuperComputing Inc. a wholly owned subsidiary of the Company to DDMM Capital LLC for a purchase price that equals to: (i) the assumption of the obligations of FTFT SuperComputing totaling $973,072.24 and (ii)$1,000,000, which was paid to an account at Olshan Frome Wolosky LLP to satisfy, in part, the right of payment held by FT Global Capital, Inc. arising from the judgment entered in favor of FT Global and against the Company registered in the Southern District of New York and all matters pertaining to such litigation. The Company has appealed the turnover order of the NY Court for the auction of securities of the subsidiaries of the Company in Hong Kong and China to the United States Court of Appeals for the Second Circuit and is waiting for the final decision of the Court of Appeals. On February 6, 2025, FT Global filed a motion in the NY Court, amended on February 12, 2025, seeking a turnover order for 39,825,939 (before 1 for 10 reverse stock split effected by the Company on April 1, 2025) unissued shares of the Company's common stock for sale to satisfy the judgement. On April 30, 2025, the Company received order from the NY Court to turn over its unissued shares to U.S. Marshal for auction and the Company will continue to vigorously defend the action against FT Global and has filed notice of appeal to appeal the order of the NY Court to the United States Court of Appeals for the Second Circuit. About Future FinTech Group New York, N.Y.-based Future FinTech Group Inc. is a holding company incorporated under the laws of the State of Florida. The Company historically engaged in the production and sale of fruit juice concentrates (including fruit purees and fruit juices) and fruit beverages (including fruit juice beverages and fruit cider beverages) in the PRC. Due to drastically increased production costs and tightened environmental laws in China, the Company transformed its business from fruit juice manufacturing and distribution to financial technology-related service businesses. The main business of the Company includes supply chain financing services and trading in China, asset management business in Hong Kong, and cross-border money transfer service in the UK. Orange, Calif.-based Fortune CPA, Inc., the Company's auditor since 2023, 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 suffered losses from operations. Therefore, the Company has stated substantial doubt about its ability to continue as a going concern. The ability of the Company to continue as a going concern is dependent upon its ability to successfully execute its new business strategy and eventually attain profitable operations. As of Dec. 31, 2024, the Company had $25.9 million in total assets, $13.3 million in total liabilities, and a total stockholders' equity of $12.6 million. GARRISON INDUSTRIAL: Seeks Chapter 11 Bankruptcy in Louisiana ------------------------------------------------------------- On May 16, 2025, Garrison Industrial Services Inc.filed Chapter 11 protection in the U.S. Bankruptcy Court for the Western District of Louisiana. According to court filing, the Debtor reports between $10 million and $50 million in debt owed to 100 and 199 creditors. The petition states funds will be available to unsecured creditors. About Garrison Industrial Services Inc. Garrison Industrial Services Inc. provides electrical and instrumentation services, civil construction, and soft-craft solutions to clients across the oil and gas, chemical, energy, manufacturing, pharmaceutical, and distribution sectors. The Company is based in Lake Charles, Louisiana, with additional offices in Texas and Louisiana. Garrison Industrial Services Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. La. Case No. 25-20229) on May 16, 2025. In its petition, the Debtor reports estimated assets up to $50,000 and estimated liabilities between $10 million and $50 million. Honorable Bankruptcy Judge John W. Kolwe handles the case. The Debtors are represented by H. Kent Aguillard, Esq. at H. KENT AGUILLARD. GENUINE GENIUS: U.S. Trustee Unable to Appoint Committee -------------------------------------------------------- The U.S. Trustee for Region 17 disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of Genuine Genius Technologies, LLC. About Genuine Genius Technologies Genuine Genius Technologies, LLC, doing business as XVoucher, is a global platform that simplifies the management and distribution of learning and credentialing programs. It offers businesses a streamlined solution for voucher management, e-commerce, and payment processing, ensuring tax compliance and operational efficiency. Genuine Genius Technologies enables organizations to scale their learning programs and improve access to educational resources for resellers, enterprises, and their customers. Genuine Genius Technologies sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Nev. Case No. 25-11946) on April 3, 2025. In its petition, the Debtor reported between $1 million and $10 million in both assets and liabilities. Judge August B. Landis handles the case. The Debtor is represented by Matthew C. Zirzow, Esq., at Larson & Zirzow, LLC. GIFTCRAFT LTD: Chapter 15 Case Summary -------------------------------------- Lead Debtor: Giftcraft Ltd. 8550 Airport Road Brampton Brampton, ON L6T 5A3 Canada Business Description: Giftcraft Ltd., based in Canada, and Giftcraft Inc., its U.S. counterpart, operate as distributors of gift items such as home decor, jewelry, and novelties to retailers across North America . The group also includes RipSkirt Hawaii, LLC, which manufactures and distributes women's quick- drying apparel targeted at the vacation and leisure market through both e-commerce and retail channels. Foreign Proceeding: RBC v. Giftcraft Ltd. et al. CV-25 -00742864-00CL Ontario Superior Court Chapter 15 Petition Date: May 20, 2025 Court: United States Bankruptcy Court Southern District of New York Seven affiliates that concurrently filed voluntary petitions for relief under Chapter 15 of the Bankruptcy Code: Debtor Case No. ------ -------- Giftcraft Ltd. (Lead Case) 25-11030 Giftcraft Holdings, Inc. 25-11031 Giftcraft Holdings USA Inc. 25-11032 Giftcraft Inc. 25-11033 Giftcraft Midco, Inc. 25-11034 Ripskirt Hawaii, LLC 25-11035 Yosox USA Inc. 25-11036 Judge: Hon. Martin Glenn Foreign Representative: KPMG Inc. Bay Adelaide Centre, West Tower 333 Bay Street, Suite 4600 Toronto, ON M5H 2S5 Canada Signatory: Pritesh Patel Foreign Representative's Counsel: Daniel G. Egan, Esq. CHIPMAN BROWN CICERO & COLE, LLP 501 5th Ave. 15th Floor New York, New York 10017 Tel: (646) 741-5529 Email: egan@chipmanbrown.com - and - Mark L. Desgrosseilliers, Esq. CHIPMAN BROWN CICERO & COLE, LLP Hercules Plaza 1313 North Market Street, Suite 5400 Wilmington, Delaware 19801 Tel: (302) 295-0192 Email: desgross@chipmanbrown.com Estimated Assets: Unknown Estimated Debt: Unknown A full-text copy of the Lead Debtor's Chapter 15 petition is available for free on PacerMonitor at: https://www.pacermonitor.com/view/THRJUCY/Giftcraft_Ltd_and_KPMG_Inc__nysbke-25-11030__0001.0.pdf?mcid=tGE4TAMA GOL LINHAS: Asks NY Court for Chapter 11 Plan Confirmation ---------------------------------------------------------- Emily Lever of Law360 Bankruptcy Authority reports that Gol Linhas Aéreas Inteligentes SA, a Brazilian airline, has asked a New York bankruptcy judge to confirm its revised Chapter 11 plan—now in its fifth modification and third amendment—which seeks to cut $2.5 billion in debt. About Gol GOLL4.SA GOL Linhas Aereas Inteligentes S.A. provides scheduled and non-scheduled air transportation services for passengers and cargo; and maintenance services for aircraft and components in Brazil and internationally. The company offers Smiles, a frequent-flyer program to approximately 20.5 million members, allowing clients to accumulate and redeem miles. It operates a fleet of 146 Boeing 737 aircraft with 674 daily flights. The company was founded in 2000 and is headquartered in Sao Paulo, Brazil. GOL Linhas Aereas Inteligentes S.A. and its affiliates and its subsidiaries voluntarily filed for Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 24-10118) on Jan. 25, 2024. GOL Linhas estimated $1 billion to $10 billion in assets as of the bankruptcy filing. The Debtors tapped Milbank Llp as counsel, Seabury Securities Llc as restructuring advisor, financial advisor and investment banker, Alixpartners, LLP, as financial advisor, and HUGHES Hubbard & Reed LLP as aviation related counsel. Kroll Restructuring Administration LLC is the claims agent. GOOD EARTH: Section 341(a) Meeting of Creditors on June 23 ---------------------------------------------------------- On May 15, 2025, Good Earth Staging LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the Northern District of California. According to court filing, the Debtor reports between $1 million and $10 million in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. A meeting of creditors under Section 341(a) to be held on June 23, 2025 at 10:00 AM via UST Teleconference, Call in number/URL: 1-877-991-8832 Passcode: 4101242. About Good Earth Staging LLC Good Earth Staging LLC is a home staging and interior design company based in Newark, California. It provides services including full and partial home staging, interior design, moving and storage solutions, as well as cleaning and professional photography. The Company serves homeowners, realtors, investors, and developers across the San Francisco Bay Area. Good Earth Staging LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Cal. Case No. 25-40844) on May 15, 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 Charles Novack handles the case. The Debtors are represented by Gopal Krishan, Esq. at ALLIED LEGAL PC. GPD COS: S&P Downgrades ICR to 'CC', Outlook Negative ----------------------------------------------------- S&P Global Ratings lowered its issuer credit rating on plobal plastics distributor and service provider GPD Cos. Parent Inc. (GPD) to 'CC' from 'B-' and its issue-level rating on the existing 10.125% senior secured notes to 'CC' from 'B-'. S&P said, "The negative outlook reflects our expectation that we will lower our issuer credit rating to 'SD' (selective default) and issue-level rating on the existing senior secured notes to 'D' upon the completion of the transaction, which we expect in June 2025. "Thereafter, we intend to review our issuer credit ratings on GPD as well as assign issue-level ratings to the new notes after incorporating the debt exchange, other recent events, and our forward-looking opinion on the creditworthiness of the entity." The downgrade follows GPD's announcement that it has entered into a transaction-support agreement with over 95% of the holders of its 10.125% senior secured notes whereby the company will exchange the outstanding principal of eligible noteholders for a combination of new 12.5% senior secured notes due December 2029, upfront cash (which includes expected $175 million of gross debt reduction), and a transaction fee. S&P said, "Although the exchange offer is at par and there's an extension in maturity of the new 12.5% notes, we believe the transaction offers noteholders less value than they were originally promised on the securities and thus view it as a selective default. Specifically, we do not believe the upfront cash payment, transaction fee, and higher offered coupon is adequate offsetting compensation for the 3.75-year maturity extension given the company's liquidity profile, current high yield on the notes and an elevated debt leverage around 10x. The higher coupon of 12.5% contains a 10.125% cash interest and 2.375% in-kind interest components. We note the new 12.5% senior secured notes to be issued to consenting noteholders will be backed by collateral that will rank pari passu to existing 10.125% senior secured notes due 2026. Additionally, we believe GPD's leverage will remain high as the business environment continues to remain challenging, and combined with a higher interest burden, would sustain pressure on the company's negative free cash flow and liquidity." S&P said, "The negative outlook reflects our expectation that we will lower our issuer credit rating on GPD to 'SD' (selective default) upon the completion of the debt exchange because we consider it to be distressed and, therefore, tantamount to default. We would also lower our issue-level rating on the existing 10.125% notes to 'D' at that time. "We expect to lower our issuer credit rating on GPD to 'SD' when the company completes its distressed debt exchange, which we expect to occur in June 2025. "We could raise our rating on GPD if we no longer expect it to complete the distressed debt exchange." GRANT ANTIQUES: Seeks Chapter 11 Bankruptcy in Florida ------------------------------------------------------ On May 15, 2025, Grant Antiques Inc. 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 Grant Antiques Inc. Grant Antiques Inc. operates as an antique mall offering a wide range of antiques, collectibles, and vintage items. The Company is based in Grant, Florida, with additional presence in Fort Pierce, Florida. It is registered as a Florida corporation and serves antique enthusiasts through its multiple dealer booths and consignment sales. Grant Antiques Inc.sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 25-02931) on May 15, 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 Grace E. Robson handles the case. The Debtors are represented by Brian K. McMahon, Esq. at BRIAN K. MCMAHON, PA. GREEN SAPPHIRE: Seeks Chapter 11 Bankruptcy in Illinois ------------------------------------------------------- On May 14, 2025, Green Sapphire Holdings Inc. filed Chapter 11 protection in the U.S. Bankruptcy Court for the Northern District of Illinois. According to court filing, the Debtor reports between $50 million and $100 million in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. About Green Sapphire Holdings Inc. Green Sapphire Holdings Inc., f/d/b/a Organic Fuels Holdings, Inc., provides specialized financial investment services, including portfolio management and investment advisory, operating within the broader financial sector. Green Sapphire Holdings Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ill. Case No. 25-07412) on May 14, 2025. In its petition, the Debtor reports estimated assets and liabilities between $50 million and $100 million. Honorable Bankruptcy Judge Jacqueline P. Cox handles the case. The Debtors are represented by Steven B. Chaiken, Esq. at ADELMAN & GETTLEMAN, LTD. HERITAGE COAL: Chapter 11 Sale Timeline Approved in Delaware ------------------------------------------------------------ Vince Sullivan of Law360 Bankruptcy Authority reports that on Monday, May 19, 2025, a Delaware bankruptcy judge approved the proposed sale procedures for Heritage Coal, a bankrupt mining operation, rejecting objections from the company's former owners regarding specific deadlines. About Heritage Coal & Natural Resources LLC Heritage Coal & Natural Resources LLC is a coal mining company based in Meyersdale, Pennsylvania that specializes in coal extraction and processing operations in Somerset County. The company operates from its principal location at 1117 Shaw Mine Road and maintains multiple coal leases with regional landowners including Allegany Coal and Land Company, Beechwood Coal LLC, and Shaw Big Vein Coal Company for its mining operations. Heritage Coal & Natural Resources LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 25-10602) on March 30, 2025. In its petition, the Debtor reports estimated assets and liabilities between $100 million and $500 million. Honorable Bankruptcy Judge Mary F. Walrath handles the case. The Debtor is represented by Jeffrey R. Waxman at Morris James LLP. HOLZHAUER FORD: Seeks to Sell GMC and Mitsubishi Vehicles --------------------------------------------------------- Nicle Hughest, Trustee of the bankruptcy case of Holzhauer Ford Storm Lake, Inc. seeks permission from the U.S. Bankruptcy Court for the Northern District of Iowa, to sell Vehicle, free and clear of liens, interests, and encumbrances. The Debtor owns a 2019 GMC Sierra, VIN 3GTU9CED7LG320016 (GMC) and a 2014 Mitsubishi Evolution, VIN JA32W8FV4EU002230 (Mitsubishi). The Trustee is informed that State Savings Bank asserts a security interest in the GMC. The Trustee asserts there is no security interest noted on the title to either the GMC or the Mitsubishi. The Trustee intends to sell the GMC and Mitsubishi via Bring a Trailer (https://bringatrailer.com/) and Cars and Bids (https://carsandbids.com/) through Brian Lam's assistance. The Trustee proposes to sell the vehicles free and clear of liens, and for further relief as is just. About Holzhauer Ford Storm Lake Inc. Holzhauer Ford Storm Lake Inc. is a dealer of new and pre-owned automobiles. Holzhauer Ford Storm Lake Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Iowa Case No. 24-00815) on August 23, 2024. In the petition signed by Dan Winchell, as CEO, the Debtor reports estimated assets and liabilities between $1 million and $10 million each. The Debtor is represented by Jeffrey D. Goetz, Esq., at DICKINSON, BRADSHAW, FOWLER & HAGEN, PC. HOOTERS OF AMERICA: Quilling Selander Files Rule 2019 Statement --------------------------------------------------------------- The law firm of Quilling, Selander, Lownds, Winslett & Moser, P.C. ("QSLWM") filed a verified statement pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure to disclose that in the Chapter 11 cases of Hooters of America, LLC and affiliates, the firm represents: 1. FK Properties, LLC and CFT Investments, LLC, both managed by Riverbank Management, ("FK Properties" and "CFT Investments") and 2. Sheer Service, LLC ("Sheer Service") (collectively, the "Parties"). FK Properties owns real property in Prattville, Alabama and is the landlord to Hooters restaurant #884 and CFT Investments owns real property in Morrisville, North Carolina and is the landlord to Hooters restaurant #1137. Sheer Service holds claims against the Debtor arising before and after the Petition Date based upon contractual agreements and services provided to the Debtor for repairs and improvements to the Debtors' stores in Orlando, Florida, Columbus, Georgia and Anderson, South Carolina. QSLWM has written contracts of engagement with FK Properties and CFT Investments and Sheer Service. QSLWM was employed after the Petition Date as counsel for the Parties. QSLWM does not hold any claims or equity interests in the Debtor. QSLWM has not filed a proof of claim on its own behalf in these cases. The law firm can be reached at: QUILLING, SELANDER, LOWNDS, WINSLETT & MOSER, P.C. John Paul Stanford, Esq. 2001 Bryan Street, Suite 1800 Dallas, Texas 75201 (214) 871-2100 (Telephone) (214) 871-2111 (Telefax) 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. Texas Lead Case No. 25-80078) on March 31, 2025. Judge Scott W. Everett oversees the cases. The Debtors co-bankruptcy counsel are Holland N. O'Neil, Esq., Stephen A. Jones, Esq., and Zachary C. Zahn, Esq., at, in Dallas, Texas. The Debtors' general bankruptcy counsel are Ryan Preston Dahl, Esq., at Ropes & Gray LLP, in New York; and Chris L. Dickerson, Esq., Rahmon J. Brown, Esq., and Michael K. Wheat, Esq., at Ropes & Gray Llp, in Chicago, Ill. The Debtors' tapped Foley & Lardner, LLP as co-counsel with Ropes & Gray; 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. HUMPER EQUIPMENT: Hires Roberts Mckenzie Mangan as Accountant ------------------------------------------------------------- Humper Equipment, LLC seek approval from the U.S. Bankruptcy Court for the Western District of Missouri to employ Roberts, Mckenzie, Mangan & Cummings, P.C. as accountant. The firm will provide the Debtor with auditing services, certain limited bookkeeping functions, and the completion of monthly operating reports. The firm will be paid at $150 to $210 per hour. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Jeff Keeling, a partner at Roberts, McKenzie, Mangan & Cummings, P.C., disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Jeff Keeling Roberts, McKenzie, Mangan & Cummings, P.C. 4035 S Fremont Springfield, MO 65804 Tel: (417) 883-5348 Fax: (417) 883-8961 About Humper Equipment, LLC Humper Equipment LLC, a company in Strafford, Mo., filed Chapter 11 petition (Bankr. W.D. Miss. Case No. 24-60818) on December 12, 2024, with up to $50,000 in assets and $10 million to $50 million in liabilities. James A. Keltner, sole member of Humper Equipment, signed the petition. Judge Brian T. Fenimore oversees the case. The Debtor is represented by Sharon L. Stolte, Esq. at Sandberg Phoenix & Von Gontard. IQSTEL INC: Preliminary Q1 Results Show 12% Revenue Growth ---------------------------------------------------------- IQSTEL Inc. announced its preliminary first quarter 2025 financial results, delivering strong double-digit growth in revenue and a 40% increase in gross profit, reflecting continued improvements toward achieving profitability. These results reinforce the company's commitment to long-term value creation through strategic initiatives, including its planned NASDAQ uplisting and acquisition-driven growth strategy. The company has a successful track record of improving year over year across key operational financial metrics--including revenue, gross profit, EBITDA, assets, among others--while growing at a gigantic pace of 96% year-over-year. This performance demonstrates consistent execution and the scalability of its business model. Preliminary Q1 2025 Financial Highlights: * Net Revenue: $57.6 million, a 12% increase from $51.4 million in Q1 2024 * Gross Profit: $1.93 million, a 40% increase from $1.38 million in Q1 2024 * Gross Margin: Improved to 3.36%, a 25% increase from 2.68% in Q1 2024 * Adjusted EBITDA (Telecom Division): $593,604 Q4 2024 Revenue Reference: $98.8 million, highlighting the company's strong momentum heading into 2025. Historically, IQSTEL's second-half performance has significantly outpaced the first half, reinforcing confidence in continued growth. Strategic Path to NASDAQ Uplisting: The company recently executed a reverse stock split as a necessary technical step to meet NASDAQ Capital Market listing requirements. Management believes the uplisting initiative will significantly enhance IQSTEL's visibility, investor access, and long-term valuation potential. * The NASDAQ uplisting is positioned as a long-term value catalyst for IQSTEL. Comparable telecommunications and technology companies listed on NASDAQ and NYSE typically trade at revenue multiples starting at 1.0x, depending on factors such as growth outlook, profitability, market conditions, and industry subsector dynamics. * IQSTEL is currently trading at just 0.07x revenue, highlighting a significant disconnect from typical market benchmarks and signaling a compelling revaluation opportunity as the company continues to scale. * Internal analysis shows that telecom and tech companies with annual revenues exceeding $1 billion generally achieve market capitalizations over $1 billion, except in cases involving financial distress, stagnant growth, or temporary market corrections. This insight strongly reinforces the company's decision to uplist to NASDAQ. Management believes IQSTEL deserves to be measured on the same basis as its industry peers--particularly as it remains on track to achieve its $1 billion revenue target. Even under conservative assumptions, such a shift in valuation approach could lead to a transformational improvement in shareholder value. The Real Value of Our Business Platform: IQSTEL's business platform is the result of years of sustained effort, technological development, and commercial trust-building. Establishing this platform required securing interconnection agreements with the largest telecommunications networks worldwide--a process that is highly complex, resource-intensive, and not easily replicated. Once these technical interconnections are in place, the real value emerges through the cultivation of strong, long-term business relationships. IQSTEL has successfully built a global network of trusted customers and vendors, exchanging hundreds of millions of dollars annually. This level of commercial reliability and mutual trust has created a resilient and strategically valuable operating ecosystem. Maintaining and growing this platform demands: * Robust technological infrastructure * A highly skilled telecom and engineering team * Deep industry knowledge and consistent execution over time As a result, IQSTEL has built a stable and scalable business model. With the platform firmly in place, the company is now leveraging it to offer high-tech, high-margin products--including AI-powered tools, fintech services, and cybersecurity solutions--through its existing global customer base. Once IQSTEL becomes a NASDAQ-listed company, it will enter a new strategic tier. The company will be positioned not only for greater investor visibility and valuation efficiency, but also as a potential acquisition target for larger technology firms seeking immediate access to a global business platform and long-standing commercial relationships--assets that would otherwise take years and significant capital to replicate. Executive Commentary: "We are very pleased with our Q1 performance. Our business platform continues to demonstrate robust revenue generation, along with steady improvements toward profitability," said Leandro Iglesias, CEO of IQSTEL. "The consistent growth in gross profit and margin reflects our commitment to enhancing the quality of our operations and reinforcing a solid foundation for scalable, high-margin expansion." A Vision for Scalable Growth: IQSTEL remains focused on executing its strategic roadmap to reach $1 billion in annual revenue by 2027. With a diversified portfolio spanning telecom, AI, fintech, and cybersecurity, operations in over 20 countries, and a team of 100 highly motivated and committed professionals, the company is strongly positioned to scale both revenue and improvements toward profitability in the years ahead. About iQSTEL iQSTEL Inc. is a multinational technology company that provides services across telecom, fintech, blockchain, artificial intelligence, and cybersecurity. The Company operates in 21 countries and serves a global customer base. It projects $340 million in revenue for fiscal year 2025. In an auditor's report dated March 31, 2025, Urish Popeck & Co., LLC, issued a "going concern" qualification, citing that the Company has suffered recurring losses from operations, negative working capital, and does not have an established source of revenues sufficient to cover its operating costs, which raise substantial doubt about its ability to continue as a going concern. iQSTEL ended the year on Dec. 31, 2024 with a net loss of $5,180,036, significantly widening from the $219,436 loss reported for the year ended Dec. 31, 2023. The net results of the periods reported are highly impacted by the expenses in the holding entity (IQSTEL), which has a high component of interest and other financial expenses related to the funds borrowed for the acquisition of QXTEL Limited. IVANKOVICH FAMILY: Seeks to Sell Celadon Stocks and Bond -------------------------------------------------------- Ivankovich Family LLC and its affiliates, A&O Family LLC, a Florida entity (A&O FL), A&O Family LLC, an Illinois entity (A&O IL), and Atlas P2 Managing Member LLC (Atlas P2), seek permission from the U.S. Bankruptcy Court for the Southern District of Florida, Miami Division, to sell Assets in the accounts held with Celadon Financial Group (Celadon) and Wedbush Securities Inc. (Wedbush), free and clear of liens, interests, and encumbrances. The Celadon Accounts are titled and registered in the names of the Debtors and are in the possession and control of the Debtors. The Celadon Accounts are therefore indisputably bankruptcy estate assets. Alleged creditor/party in interest Jeanette Ivankovich, to the extent Steven Ivankovich also has an ownership interest over the Celadon Accounts, has a contingent ownership interest subordinate to all secured and administrative claims of the Debtors' estates. Notwithstanding her subordinate and to-date unproven interest, Jeanette Ivankovich, through the Preliminary Injunction, has prevented the Debtors from utilizing otherwise available estate assets/funds to either satisfy the secured claims of Celadon/Wedbush or to otherwise fund these cases. Jeanette's filed marital support proofs of claim at most total $1,138,785.14 plus additional support owed, and her unliquidated "marital property" proofs of claim, as that claim relates to the Celadon Accounts, can only be a percentage of what remains from their liquidation and the Debtors' satisfaction of the Celadon/Wedbush secured claims and any other administrative claims. Debtors Ivankovich Family LLC, A&O FL, A&O IL, and Debtor Atlas P2’s subsidiary, P2 Portfolio Managing Member LLC, had accounts with Celadon Financial Group LLC ("Celadon") as follows: Account Number Name on Title of Account Acct. No. XXX-1441 A&O Family LLC Acct. No. XXXX-1442 Ivankovich Family LLC Acct. No. XXX-1443 P2 Portfolio Managing Member LLC Acct. No. XXX-1444 A&O Family LLC The Celadon Accounts are managed by Celadon, and held by clearing agent Wedbush, which have an aggregate value, as of April 30, 2025, of $22,550,774.49. The Celadon Accounts are comprised of stock, bond, and other publicly traded investments, which are managed by Celadon and held in accounts at Wedbush. Three of the Celadon Accounts, of A&O FL, A&O IL, and P2 Portfolio, are subject to margin loans and liens of Wedbush Securities, Inc. and Celadon. The Secured Creditors are currently owed an aggregate of $7,459,383.32 secured by the Celadon Accounts. Their priority first-position secured status is not disputed. Jeanette Ivankovich obtained a Preliminary Injunction in a divorce proceeding between her and Steven Ivankovich, ordering a partial liquidation of the Celadon Accounts of "P2 Portfolio Managing Member LLC, Ivankovich Family LLC, and A&O Family LLC" to the extent necessary to pay legal fees of $425,000 to Schiller DuCanto & Fleck LLP and child and spousal support judgments entered November 1, 2023 through April 1, 2024, totaling $651,446.38. The Preliminary Injunction did not award or entitle Jeanette or Schiller to any amount, except for the total of $1,076,446.38. Although the Preliminary Injunction also ordered Celadon to release "all available cash" to Schiller, as it became available, such cash was to be held in escrow, subject to further order of the Court. Jeanette Ivankovich's refusal to consent to any disbursement from the Celadon Accounts post-petition, has resulted in the de facto enforcement by Jeanette of the Preliminary Injunction in this case. The Debtors seeks to advance towards confirmation of the Plan and need to use the proceeds from the liquidation of the Celadon Accounts for the purpose of paying secured claims, paying required UST fees, and paying administrative expenses. The Debtors proposes to to liquidate the Celadon Accounts through the sale of stock and bonds at their market value on the date of the sale, which value the Debtors' estimate to be $22,550,774.49 as of April 30, 2025. The Debtors also wish to use any sale proceeds to pay the margin loan balance of the Secured Creditors encumbering the Celadon Accounts, which as of May 13, 2025 total $7,459,383.32, subject to both Debtors and Secured Creditors retaining their respective rights and any unliquidated claims the parties can assert against each other. The Debtors seek to use A&O IL's proceeds from the sale of its Celadon Accounts to pay outstanding UST fees which to date total $17,284.36. The Debtors will then place any net proceeds from the liquidation of the Celadon Accounts into Debtor-in-Possession accounts (DIP Accounts), which funds will be used solely to fund UST Fees and any other disbursement authorized by the Court. About Ivankovich Family LLC Ivankovich Family, LLC and its affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Lead Case No. 24-15755) on June 10, 2024. Steven Ivankovich and Anthony Ivankovich, managers, signed the petitions. At the time of the filing, Ivankovich Family reported $50,001 to $100,000 in both assets and liabilities. Judge Laurel M. Isicoff oversees the cases. The Debtors tapped Eyal Berger, Esq., at Akerman, LLP as bankruptcy counsel; Christenson Law Firm, LLP and Schoenberg Finkel Beederman Bell Glazer, LLC as special counsel; Mandell Hahm Advisory Group, Ltd. as accountant; and CohnReznick, LLP as financial advisor. J&L LANDSCAPE: Gets Interim OK to Use Cash Collateral ----------------------------------------------------- J&L Landscape Services, LLC got the green light from the U.S. Bankruptcy Court for the Western District of Washington to use cash collateral. The order penned by Judge Timothy Dore authorized the company's interim use of cash collateral until the final hearing to pay the expenses set forth in its budget. The final hearing is scheduled for June 6. As protection, Kings Funding Group was granted replacement liens on the company's post-petition cash, receivables, inventory and the proceeds thereof, to the same extent and priority as its pre-bankruptcy lien. Objections to final use of cash collateral are due by May 30. About J&L Landscape Services J&L Landscape Services, LLC is a Marysville, Washington-based landscaping that provides professional landscaping services including design, installation, and maintenance, with operations spanning residential and commercial properties in Snohomish County. J&L Landscape Services sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Wash. Case No. 25-11215) on May 2, 2025. In its petition, the Debtor reported between $100,000 and $500,000 in assets and between $500,000 and $1 million in liabilities. Judge Timothy W. Dore oversees the case. The Debtor is represented by Thomas D. Neeleman, Esq., at Neeleman Law Group, P.C. J.C.C.M. PROPERTIES: Seeks Chapter 11 Bankruptcy in Georgia ----------------------------------------------------------- On May 14, 2025, J.C.C.M. Properties Inc. filed Chapter 11 protection in the U.S. Bankruptcy Court for the Northern District of Georgia. According to court filing, the Debtor reports between $50 million and $100 million in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. About J.C.C.M. Properties Inc. J.C.C.M. Properties Inc. leases real estate, with its main assets situated at 1585 Crater Lake in Kennesaw, Georgia. J.C.C.M. Properties Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 25-55412) on May 14, 2025. In its petition, the Debtor reports estimated liabilities between $1 million and $10 million and estimated liabilities between $50 million to $100 million. The Debtors are represented by Will Geer, Esq. at ROUNTREE, LEITMAN, KLEIN & GEER, LLC. JERVOIS GLOBAL: Liquidators Confirm No Shareholder Distributions ---------------------------------------------------------------- Jervois Global Limited released a Declaration to shareholders on May, 16, 2025. The Declaration to shareholders states that: "We refer to the announcement dated 12 May 2025 advising of the appointment of Gayle Dickerson, David Hardy and Ian Sutherland as liquidators of Jervois (Liquidators) on 9 May 2025." "On January 28, 2025, Jervois Global Limited and certain of its subsidiaries commenced chapter 11 bankruptcy cases in the United States, and on March 6, 2025, the presiding bankruptcy court approved Jervois's chapter 11 plan of reorganization . Thereafter, on 12 March 2025, Jervois and certain of its Australian subsidiaries commenced a voluntary administration in Australia, and a Deed of Company Arrangement was duly approved at a creditors' meeting, following which the DOCA was completed and all conditions to the Plan and the DOCA were declared effective on 9 May 2025 ("Effective Date"). The express terms of the Plan provided that all shares in Jervois were cancelled on the Effective Date. As a result of the Plan and the DOCA, shareholders in Jervois are not entitled to receive a distribution." "The Liquidators of Jervois, pursuant to Section 104-145(1) of the Australian Income Tax Assessment Act 1997, have declared that they have reasonable grounds to believe that there is no likelihood that the shareholders of Jervois will receive any distribution for their shares." "Having regard to the above, shareholders who acquired shares in Jervois on or after 20 September 1985 may choose to make a capital loss in the income year which includes today's date 16 May 2025 as a result of CGT event G3 happening to their shares." "This summary is prepared having regard to the Australian Income Tax Assessment Act 1997 does not address all tax considerations applicable to Jervois shareholders that may be subject to special tax rules such as banks, insurance companies, tax exempt organisations, superannuation funds, dealers in securities, Jervois shareholders which hold Jervois shares on behalf of another person or Jervois shareholders who acquired their Jervois shares as part of an employee share scheme." "We recommend that shareholders consult their own tax advisor regarding the tax consequences of the Liquidators' declaration that are particular to their circumstances." Further information As previously advised, during this process, Jervois shares are suspended from trading on the ASX, the TSX-V and US OTC market. Further information can be found at https://kpmg.com/au/en/home/creditors/jervois-group.html. For all further enquiries regarding the Liquidation, please contact at jervoisgroup@kpmg.com.au. About Jervois Global Jervois Global Limited (ASX: JRV) (TSX-V: JRV) (OTC: JRVMF) and its affiliates are global suppliers of advanced manufactured cobalt products, serving customers in the powder metallurgy, battery and chemical industries. The Debtors' principal asset base is comprised of an operating cobalt facility in Finland and non-operating plants in both the United States and Brazil. On Jan. 28, 2025, Jervois Texas, LLC and seven affiliated debtors, including Jervois Global Limited filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code. The Debtors' bankruptcy cases are seeking joint administration under Case No. 25-90002 and are pending before the Honorable Judge Christopher M. Lopez in the United States Bankruptcy Court for the Southern District of Texas. The Debtors tapped Sidley Austin LLP as restructuring counsel, Moelis & Company as investment banker, and FTI Consulting, Inc., as restructuring advisor. Stretto Inc. is claims agent to the Debtors. David Hardy and Gayle Dickerson of KPMG were appointed as administrators of the company on March 12, 2025. JOANN INC: Unsecureds to Recover Up to 1% of Claims in Plan ----------------------------------------------------------- JOANN Inc. and affiliates filed with the U.S. Bankruptcy Court for the District of Delaware a Disclosure Statement for the Amended Joint Chapter 11 Plan dated May 5, 2025. JOANN has been an American institution over the last 80 years, steadily growing into the nation's category leader in sewing and fabrics with one of the largest assortments of arts and crafts products. JOANN provides a comprehensive creative outlet for its customers, selling a variety of fabrics for a wide range of uses such as home improvement, décor, and fashion projects, sewing machines, other sewing supplies, crafting materials, technology and organizers, seasonal décor, and cake decorating materials. On January 15, 2025, the Debtors commenced the Chapter 11 Cases in the United States Bankruptcy Court for the District of Delaware, with the goal of continuing its comprehensive, strategic marketing process (the "Marketing Process"). Shortly before commencing these Chapter 11 Cases, the Company successfully negotiated a stalking horse agreement with Gordon Brothers Retail Partners, LLC (the "Stalking Horse") for the right to liquidate substantially all of the Debtors' assets (such agency agreement setting forth the terms of the GA Transaction, the "Stalking Horse Agreement," and such corresponding bid, the "Stalking Horse Bid") in exchange for (i) the Debt Payoff, (ii) the Wind-Down Payments, (iii) Central Service Payments, and (iv) Expenses (all as defined in the Stalking Horse Agreement), setting the floor for other potential bids in the Debtors' Chapter 11 Cases. Following the Marketing Process, which involved regular consultation with the requisite parties described in the Bidding Procedures, including the Official Committee of Unsecured Creditors (the "Committee"), and competition between two bidders at an auction held February 21–22, 2025 (the "Auction"), the Debtors entered into an agreement (the "Agency Agreement") with GA Joann Retail Partnership, LLC and the Prepetition Term Loan Agent (together, the "Purchaser") for the right to liquidate substantially all of the Debtors' assets (the "GA Transaction"). On February 26, 2025, the Bankruptcy Court entered an order approving the GA Transaction (the "Approval Order"). Having completed the GA Transaction, the Plan's primary objective is to maximize value for all stakeholders and to distribute property of the Estates that is or becomes available for distribution in accordance with the priorities established by the Bankruptcy Code. The Debtors believe that the Plan accomplishes this objective and is in the best interest of the Estates. Generally, the Plan: * designates a Plan Administrator to wind down the Debtors' affairs, pay and reconcile certain Claims, and administer the Plan in an efficient manner; * contemplates distributions being made pursuant to a waterfall priority scheme in accordance with the Bankruptcy Code; * contemplates recoveries to Holders of Administrative Claims and Other Priority Claims as is necessary to satisfy section 1129 of the Bankruptcy Code; and * provides for the creation of the GUC Trust for the benefit of Holders of General Unsecured Claims and Prepetition Term Loan Deficiency Claims pursuant to the Committee Settlement. Class 4 consists of General Unsecured Claims. Except to the extent that a Holder of a General Unsecured Claim or Prepetition Term Loan Deficiency Claim agrees to less favorable treatment, each Holder of an Allowed General Unsecured Claim and Allowed Prepetition Term Loan Deficiency Claim shall receive the following: (i) Holders of Allowed General Unsecured Claims, excluding Holders of Allowed Prepetition Term Loan Deficiency Claims, shall receive their Pro Rata share of the Class A GUC Trust Interests; and (ii) Holders of Allowed Prepetition Term Loan Deficiency Claims shall receive their Pro Rata share of the Class B GUC Trust Interests. This Class will receive a distribution of 0% to 1% of their allowed claims. The Debtors, Wind-Down Debtors, and the GUC Trust, as applicable, shall make the distributions and perform their respective obligations under the Plan with the Wind-Down Debtors' Assets (excluding any amounts to be included in the Professional Fee Escrow Account) and the GUC Trust Assets, as applicable, on and after the Effective Date. A full-text copy of the Disclosure Statement dated May 5, 2025 is available at https://urlcurt.com/u?l=sfGygb from PacerMonitor.com at no charge. Co-Counsel to the Debtors: Joshua A. Sussberg, P.C. Aparna Yenamandra, P.C. KIRKLAND & ELLIS LLP AND KIRKLAND & ELLIS INTERNATIONAL LLP 601 Lexington Avenue New York, New York 1002 Tel: (212) 446-4800 Fax: (212) 446-4900 Email: joshua.sussberg@kirkland.com aparna.yenamandra@kirkland.com - and - Anup Sathy, P.C. Jeffrey Michalik, Esq. Lindsey Blumenthal, Esq. 333 West Wolf Point Plaza Chicago, Illinois 60654 Tel: (312) 862-2000 Fax: (312) 862-2200 Email: anup.sathy@kirkland.com jeff.michalik@kirkland.com lindsey.blumenthal@kirkland.com Co-Counsel to the Debtors: Patrick J. Reilley, Esq. Stacy L. Newman, Esq. Michael E. Fitzpatrick, Esq. Jack M. Dougherty, Esq. COLE SCHOTZ P.C. 500 Delaware Avenue, Suite 1410 Wilmington, Delaware 19801 Tel: (302) 652-3131 Fax: (302) 652-3117 Email: preilley@coleschotz.com snewman@coleschotz.com mfitzpatrick@coleschotz.com jdougherty@coleschotz.com About Joann Inc. JOANN operates in the fabric and sewing industry with one of the largest assortments of arts and crafts products. JOANN has transformed itself into a fully-integrated, digitally-connected omni-channel retailer. JOANN reported a net loss of $200.6 million for the year ended Jan. 28, 2023. On March 18, 2024, JOANN Inc. and 9 affiliates filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 24-10418). JOANN listed $2,257,700,000 in assets against $2,440,700,000 in liabilities as of Oct. 28, 2023. Judge Craig T. Goldblatt oversees the case. The Debtors tapped Latham & Watkins, LLP as legal counsel; Houlihan Lokey Capital, Inc. as investment banker; and Alvarez & Marsal North America, LLC, as financial advisor. Kroll Restructuring Administration, LLC is the noticing agent. JOANN Inc., on April 30, 2024 successfully emerged from its court-supervised financial restructuring process. 2nd Attempt Joann Inc. sought voluntary Chapter 11 petition for the second time under U.S. Bankruptcy Code (Bankr. D. Del. Case No. 25 10068) on Jan. 15, 2025. Kirkland & Ellis is serving as legal counsel to JOANN, with Centerview Partners LLC serving as financial advisor and Alvarez & Marsal North America, LLC serving as restructuring advisor. KEEP IT GYPSY: Seeks Subchapter V Bankruptcy in Arkansas -------------------------------------------------------- On May 15, 2025, Keep it Gypsy Inc. filed Chapter 11 protection in the U.S. Bankruptcy Court for the Western District of Arkansas. 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 Keep it Gypsy Inc. Keep it Gypsy Inc. is a retailer and wholesaler based in Fort Smith, Arkansas, that offers handcrafted leather goods, jewelry, and graphic tees. The Company operates retail locations and maintains a presence in wholesale markets such as the Dallas World Trade Center and Atlanta apparel trade shows. Keep it Gypsy Inc. sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Ark. Case No. 25-70837) on May 15, 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 Bianca M. Rucker handles the case. The Debtors are represented by Stanley V. Bond, Esq. at BOND LAW OFFICE. KIDZ TYME: Seeks Subchapter V Bankruptcy in Florida --------------------------------------------------- On May 19, 2025, Kidz Tyme Foundation Incorporated filed Chapter 11 protection in the U.S. Bankruptcy Court for the Southern District of Florida. According to court filing, the Debtor reports between $500,000 and $1 million in debt owed to 1 and 49 creditors. The petition states funds will not be available to unsecured creditors. About Kidz Tyme Foundation Incorporated Kidz Tyme Foundation Incorporated operates as a lessor of residential properties in Miami, Florida. The organization manages and leases residential buildings, providing housing solutions within the local community. Kidz Tyme Foundation Incorporated sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 25-15578) on May 5, 2025. In its petition, the Debtor reports estimated assets between $1 million and $10 million and estimated liabilities between $500,000 and $1 million. Honorable Bankruptcy Judge Corali Lopez-Castro handles the case. The Debtors are represented by Christopher Hixson, Esq. at HIXSON LAW GROUP. LAKESHORE LEARNING: Moody's Alters Outlook on 'B3' CFR to Negative ------------------------------------------------------------------ Moody's Ratings affirmed Lakeshore Learning Materials, LLC's (Lakeshore Learning) ratings including the B3 Corporate Family Rating, the B3-PD Probability of Default Rating and the B3 senior secured first lien term loan rating. The outlook changed to negative from stable. The change to a negative outlook reflects ongoing challenges in the operating environment, characterized by persistently lower sales due to the phasing out of benefits from Elementary and Secondary School Emergency Relief (ESSER) stimulus funding, and weakened earnings as tariffs are expected to increase costs and disrupt supply chains. It may be difficult for Lakeshore Learning to enhance earnings and cash generation in 2026 sufficiently to support deleveraging that aligns with the B3 rating over the next 12 months. The negative outlook indicates potential further downward pressure on the ratings if the company's liquidity weakens, such as through sustained negative free cash flow in 2026 or increased reliance on the asset-based lending (ABL) facility to manage cash shortfalls. A deterioration in operating performance over the next few quarters could exert additional negative pressure on the ratings. The affirmation of the ratings is supported by Lakeshore Learning's robust distribution network and strong relationships with school districts. It's high-quality products for early childhood education and elementary school classrooms, along with its excellent brand reputation, provide a competitive edge. Additionally, efforts to optimize its asset footprint and initiatives to gain market share could bolster its financial stability going forward. After a period of expansion funded by substantial capital expenditures, Lakeshore Learning plans to focus on optimizing its asset footprint over the next 12 months. In March 2025, Lakeshore Learning improved its liquidity by upsizing and extending the maturity of its revolving credit facility to March 2030. Other factors constraining the ratings include high leverage, which is expected to increase to 8.7x in 2025 from 4.5x in 2024, on a Moody's adjusted basis, driven by higher trade tariffs, decreased order volumes, and adjustments to operational scale. Furthermore, significant capital expenditures in 2023 and 2024 for an ERP system and a new distribution facility in Utah have increased capital requirements. These projects are anticipated to conclude in the first quarter of 2025, but Moody's now projects that free cash flow will be approximately negative $20 million in 2025, necessitating prudent working capital management, particularly concerning inventory for the 2025-2026 academic year. RATINGS RATIONALE Lakeshore's B3 CFR reflects its diverse and high-quality product portfolio centered on early childhood education, along with a good market position. However, customer demand is returning to more normalized pre-COVID patterns and is anticipated to decline, impacting earnings in 2025 as the company contends with replacing the substantial stimulus-driven orders it received in recent years. Moody's expects earnings pressure will persist as fixed overhead costs have lower absorption due to anticipated lower volumes. Moody's expects spending on Lakeshore's product categories to decrease as ESSER funding ends. Key credit concerns include cyclical product demand, which is vulnerable to reductions when municipal and corporate budgets face constraints. Moody's expects debt-to-EBITDA leverage to increase to the mid-8x range in 2025 before moderating somewhat to mid-7x in 2026, from approximately 4x as of 2024, due to the impact of increased trade tariffs, lower orders, and one-time costs associated with establishing a new distribution facility in Utah and rationalizing its footprint. The company's scale is relatively small compared to the broader universe of rated consumer products companies. Moody's expects free cash flow to be around negative $20 million, necessitating strategic management of working capital, particularly in relation to inventory investment for the 2025-2026 school year. Lakeshore will likely rely on its external facility to cover shortfalls during periods of high utilization. The business is highly seasonal, with the revolver balance peaking during the second quarter and being repaid during the third quarter, when a large portion of accounts receivables is collected as orders are delivered ahead of the new school year. Investment in working capital has led to elevated inventory levels as the company strategically ordered in anticipation of demand that did not materialize, due to long lead times in procurement and efforts to circumvent prior supply chain disruptions. The company's strategies to mitigate potential earnings declines in 2025 involve executing initiatives to replace volume losses driven by ESSER funds, such as capturing market share to support its balance sheet and meet debt service requirements. The integration of a new ERP system and the construction of a distribution center required significant cash investment. With limited options to quickly reduce costs, US tariffs will significantly impact earnings amidst intense competition if they remain in effect for an extended period, though immediate impacts in 2025 may be limited due to current inventory levels. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The negative outlook reflects Moody's expectations that Lakeshore Learning will continue to face operating challenges from lower sales and higher operating costs. A further weakening of credit metrics or deterioration of liquidity could lead to a downgrade. The ratings could be upgraded if Lakeshore demonstrates organic revenue and earnings growth, generates consistent and comfortably positive free cash flow, maintains good liquidity and sustains debt-to-EBITDA below 5.5x. An upgrade would also require confidence that the company is successful in replacing volume driven by ESSER funds through initiatives such as taking market share and expansion of its product portfolio to support its balance sheet and debt service requirements. The ratings could be downgraded if earnings decline due to lower volumes or product prices, deterioration in market share or cost increases beyond current expectations. Negative free cash flow, a deterioration in liquidity such as through increased revolver reliance, or more aggressive financial policy could also lead to a downgrade. The principal methodology used in these ratings was Consumer Durables published in September 2021. Lakeshore Learning Materials, LLC (founded in 1954 and headquartered in Carson, CA) is a developer, distributor, and retailer of educational products and classroom furniture primarily serving the early childhood education and elementary school markets. Lakeshore sells its products through mail order catalogs, e-commerce, a sales force, and retail stores. The company operated 60 retail stores throughout 30 states in the United States (as of March 2025) and has distribution facilities located in Carson, CA, Midway, KY and Garland, Utah. Following a leveraged buyout (LBO) in September 2021, the company is majority owned by private equity firm Leonard Green & Partners, L.P. with the founding Kaplan family retaining minority ownership. Lakeshore generates annual revenue of approximately $946 million. LAZARUS INDUSTRIES: U.S. Trustee Appoints Creditors' Committee -------------------------------------------------------------- The U.S. Trustee for Region 2 appointed an official committee to represent unsecured creditors in the Chapter 11 case of Lazarus Industries, LLC. The committee members are: 1. Skyline Centro, LLC 5315 Lancelot Drive Charlotte, NC 28270 Attn: Timothy Horner Telephone: (704) 619-7223 Tim@SkylineCentro.com 2. Tight Holdings LLC 1312 Fort Lawn Loop The Villages, FL 32162 Attn: Leo Schultz Telephone: (716) 969-0945 leo@tightholdings.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 Lazarus Industries Lazarus Industries, LLC is a construction, fabrication, and manufacturing company based in Buffalo, N.Y. Lazarus Industries sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. N.Y. Case No. 25-10417) on April 16, 2025, listing up to $1 million in assets and up to $10 million in liabilities. Frank Lazarus, managing member of Lazarus Industries, signed the petition. Judge Carl L. Bucki oversees the case. Frederick J. Gawronski, Esq., at Colligan Law, LLP, represents the Debtor as legal counsel. LEFEVER MATTSON: Seeks to Extend Plan Exclusivity to September 5 ---------------------------------------------------------------- Lefever Mattson and its affiliates asked the U.S. Bankruptcy Court for the Northern District of California to extend their exclusivity periods to file a plan of reorganization and obtain acceptance thereof to September 5 and October 31, 2025, respectively. The Debtors and Committee have been in frequent discussions in recent weeks regarding the terms of a plan that would be acceptable to the Debtors' creditors and investors. Both sides and their professionals are working diligently and in good faith toward formulation of a plan that will satisfy all parties. In addition to their negotiations with the Committee, the Debtors have entered into numerous stipulations with various secured lenders for the use of cash collateral and have provided information to them regarding the sale and marketing of their real property collateral. The Debtors are continuing to pay their bills as they come due in the operation of their commercial and residential rental properties. The Debtors explain that the Chapter 11 Cases are large and complex: they involve 61 Debtor entities, nearly 200 diverse pieces of real property, and claims filed by hundreds of defrauded investors, many of whom have asserted claims and interests against multiple Debtors. The web of financial transactions between the Debtors over the years leading to the Chapter 11 Cases presents a challenge to the formulation of separate plans, although the Debtors and Committee have not ruled out any alternatives while their discussions are ongoing. The Debtors claim that they also require additional time to prepare a disclosure statement that provides adequate information regarding the complex history of the Debtors and the claims and interests asserted in these Chapter 11 Cases. Considering their complexity, these Chapter 11 Cases are relatively new: only eight months have passed between the petition date of 58 of the Debtors and the filing of this Motion. Finally, the Involuntary Cases represent a large unresolved contingency in the Debtors' Chapter 11 Cases. If orders for relief are entered in the Involuntary Cases, the Debtors will need to fully consider the impact on any potential plan in these Chapter 11 Cases. Attorneys for the Debtors: Tobias S. Keller, Esq. David A. Taylor, Esq. Thomas B. Rupp, Esq. Keller Benvenutti Kim LLP 425 Market Street, 26th Floor San Francisco, California 94105 Telephone: (415) 496-6723 Facsimile: (650) 636-9251 Email: tkeller@kbkllp.com dtaylor@kbkllp.com About LeFever Mattson LeFever Mattson, a California corporation, manages a large real estate portfolio. Timothy LeFever and Kenneth W. Mattson each owns 50% of the equity in the company. Based in Citrus Heights, Calif., LeFever Mattson manages a portfolio of more than 200 properties, comprised of commercial, residential, office, and mixed-use real estate, as well as vacant land, located throughout Northern California, primarily in Sonoma, Sacramento, and Solano Counties. It generates income from the properties through rents and use the proceeds to fund its operations. LeFever Mattson and its affiliates filed voluntary Chapter 11 petitions (Bankr. N.D. Calif. Lead Case No. 24-10545) on September 12, 2024. At the time of the filing, LeFever Mattson listed $100 million to $500 million in assets and $10 million to $50 million in liabilities. Judge Charles Novack oversees the cases. Thomas B. Rupp, Esq., at Keller Benvenutti Kim LLP represents the Debtors as counsel. Kurtzman Carson Consultants, LLC is the Debtors' claims and noticing agent. LEISURE INVESTMENTS: Xpand Appointed as New Committee Member ------------------------------------------------------------ The U.S. Trustee for Regions 3 and 9 appointed Xpand Staffing, LLC to the official committee of unsecured creditors in the Chapter 11 cases of Leisure Investments Holdings, LLC and its affiliates. The committee is now composed of: 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 3. Xpand Staffing LLC 8870 W. Oakland Park Blvd., Suite 104 Sunrise, FL 33351 Phone: (954) 554-0009 rrojas@xpandstaffing.com 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 cases. 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. The U.S. Trustee for Regions 3 and 9 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. LI-CYCLE HOLDINGS: Glencore Agrees to $10.5M DIP Financing ---------------------------------------------------------- Glencore Canada Corporation (the Company) announced on May 16, 2025 that: (i) the Company has entered into an equity and asset purchase agreement dated May 14, 2025 with Li-Cycle Holdings Corp. and certain of its subsidiaries (the Issuer); and (ii) an affiliate of the Company has entered into a term sheet dated May 14, 2025 with the Issuer that would, subject to approval of the Court and the terms of the DIP Term Sheet, provide the Issuer a USD$10.5 million debtor-in-possession financing facility. The Issuer has: (i) sought and obtained an initial order from the Ontario Superior Court of Justice (Commercial List) that provided the Issuer and certain of its subsidiaries with protection from their creditors and other relief under the Companies' Creditors Arrangement Act (Canada); and (ii) commenced ancillary insolvency proceedings under Chapter 15 of Title 11 of the United States Code in the United States Bankruptcy Court for the Southern District of New York. Under the EAPA, the Company has agreed to serve as the "stalking horse" bid in an anticipated Court-supervised sale and investment solicitation process in the Issuer's CCAA proceeding. The EAPA remains subject to the Court's approval in all respects, including the Court's approval of the EAPA serving as the "stalking horse" in the Anticipated SISP and, if the EAPA is determined to be the "Successful Bid" under the Anticipated SISP, the Court's approval of the EAPA on a final basis. If the Approvals are obtained and the transaction contemplated in the EAPA is consummated in accordance with its terms, the Company and/or its designees would acquire certain shares and assets of the Issuer and its subsidiaries, including its Arizona Spoke, Alabama Spoke, New York Spoke, Germany Spoke, Rochester Hub project, and its intellectual property, as well as assume of certain liabilities of the Issuer and/or its subsidiaries. The precise scope of acquired assets and assumed liabilities under the EAPA is subject to Glencore's final determination in accordance with the terms of the EAPA. Glencore also provided an update with respect to its previously announced investment in unsecured and secured convertible notes by the Company in an aggregate principal amount of USD$327,405,516.54 issued by the Issuer. The Company previously announced that it could become, as of March 14, 2025, the beneficial holder of more than 10% of the issued and outstanding common shares of the Issuer upon conversion of the Convertible Notes. If the Convertible Notes were converted in full at the conversion prices in effect as at March 14, 2025 (including accrued but unpaid interest through March 13, 2025), the Company would hold 84,404,412 Common Shares, representing approximately 66.7% of the outstanding Common Shares on a partially-diluted basis, including 7,423 Common Shares held by a nominee director of the Company for the benefit of the Company, Glencore International AG and/or Glencore plc. If the Convertible Notes were converted in full at the conversion prices in effect as at May 16, 2025 (including accrued but unpaid interest through May 15, 2025), the Company would hold 85,880,091 Common Shares, representing approximately 65.9% of the outstanding Common Shares on a partially-diluted basis, including 7,423 Common Shares held by the Reporting Persons. The Company may in the future, depending on various factors and subject to the terms of the Anticipated SISP, the DIP Term Sheet, orders of the Court under the Issuer's CCAA proceeding, the EAPA and applicable securities laws, increase or decrease its beneficial ownership, control or direction over securities of the Issuer, including the Convertible Notes. Subject to the terms of the Anticipated SISP, the Company may also engage in discussions or negotiations with other debtholders, shareholders and other stakeholders of the Issuer in connection with various matters depending on how the Issuer's CCAA proceeding unfolds as may be appropriate in the circumstances. Each of the Reporting Persons reserves the right to change its plans and intentions regarding the Issuer, at any time, as it deems appropriate. The Company is a wholly-owned indirect subsidiary of Glencore plc, a globally diversified natural resource producer and commodities trading company. An early warning report prepared pursuant to the requirements of National Instrument 62-103 -- The Early Warning System and Related Take-Over Bid and Insider Reporting Issues by Glencore Ltd. will be filed on SEDAR+ at www.sedarplus.com under the Issuer's profile. To obtain more information or to obtain a copy of the early warning report to be filed in respect of this news release, please contact the Company at the contact details noted below. Additional information about the Issuer's CCAA proceeding, including information about the Anticipated SISP, can be found on the website of the Court-appointed Monitor at http://www.alvarezandmarsal.com/LiCycle. Glencore is one of the world's largest global diversified natural resource companies and a major producer and marketer of more than 60 commodities that advance everyday life. Through a network of assets, customers and suppliers that spans the globe, we produce, process, recycle, source, market and distribute the commodities that support decarbonisation while meeting the energy needs of today. With around 150,000 employees and contractors and a strong footprint in over 30 countries in both established and emerging regions for natural resources, our marketing and industrial activities are supported by a global network of more than 50 offices. Glencore's customers are industrial consumers, such as those in the automotive, steel, power generation, battery manufacturing and oil sectors. We also provide financing, logistics and other services to producers and consumers of commodities. Glencore is proud to be a member of the Voluntary Principles on Security and Human Rights and the International Council on Mining and Metals. We are an active participant in the Extractive Industries Transparency Initiative. The Company's head office is located at 100 King Street West, Suite 6900, Toronto, M5X 1E3. About Li-Cycle Holdings Corp. Li-Cycle Holdings Corp. is a Canada-based global lithium-ion battery resource recovery company and pure-play lithium-ion battery recycler. LILLY INDUSTRIES: Claims to be Paid From Asset Sale Proceeds ------------------------------------------------------------ Lilly Industries Inc., d/b/a The Slab Studio, LM, filed with the U.S. Bankruptcy Court for the Central District of California a Chapter 11 Plan dated May 5, 2025. The Debtor is a supplier of natural stone and semi-precious materials used in residential and commercial construction wholly owned by Josiah Lilly. The Debtor sources and supplies some of the world's finest natural stone and tile materials. The Debtor maintains a showroom in a leased space in Santa Ana, California, where the Debtor's customers can experience unique natural stone and semi-precious as well as manufactured materials for use in creating their own unique spaces. Prior to the Petition Date, the Debtor ceased using manufactured quartz, which is the culprit that causes aerosolized silica. After the Petition Date, it will not be using any products that could cause it to incur tort liability to any plaintiffs in any new lawsuits. The Debtor will provide Court-prescribed notice to holders of any claims that arise from the Debtor's activities from prior to the Petition Date will be notified, either with actual notice (for Known Claimants) or with best-possible notice by publication (for Unknown Claimants) pursuant to the Debtor's Motion to Establish Bar Date and Approve Noticing Procedures. Under the Plan, the Debtor will sell its natural stone business (the "Sale"), which carries little to no risk of causing tort liabilities, to The Slab Studio, LLC, a newly formed California limited liability company (the "Purchaser") under the terms of the APA. The Purchaser will be formed, owned, and managed by Josiah Lilly, who is the same as the current owner of the Debtor. Under the Plan, the Debtor proposes to sell its assets, free and clear of all claims and interests, to a newly established company. The newly established company will pay to the estate for distribution to creditors an amount equal to the Debtor's projected disposable income over the five-year period, the present value of which exceeds the amount that the Debtor's assets would fetch in a liquidation. The Debtor's estate will use these funds to pay holders of Allowed Claims in the order of their priority under the Bankruptcy Code and applicable law beginning with Secured Claims, Priority Claims, and, if anything remains, General Unsecured Claims. The purchasing entity will fund its payments to the Debtor through the ongoing operation of the business it is buying, which is sourcing and supplying natural, not man-made, stone used in residential and commercial construction materials. Class 3 consists of General Unsecured Claims. Beginning on the first Business Day that is 60 days after the Effective Date, after payment in full of Class 2 Priority Claims as set forth in Section 5.2 the Debtor will pay in full satisfaction of each holder's Allowed Class 3 General Unsecured Claims their Pro Rata share of distributions from the Remaining Available Cash. The amount of Remaining Available Cash is projected in the Projected Disposable Income/Calculation of Remaining Available Cash. Class 3 is impaired under the Plan. In the event that a Person has become the transferee of a General Unsecured Claim that is Allowed after the Petition Date and before the date set by the Court for determining the identity of the holders of Claims entitled to vote on the Plan, such transferee shall be entitled to a separate vote pursuant to this Section for each such Allowed General Unsecured Claim. In the event that a Person has become the transferee of an Allowed General Unsecured Claim after the Petition Date and before the Distribution Record Date, such transferee shall be entitled to a distribution pursuant to Section 5.3(b) for each such Allowed General Unsecured Claim. Class 4 consists of Insider Claims and Equity Interests. On the Effective Date, all Insider Claims and Equity Interests in Class 4 will be cancelled and will receive no value of any kind on account of their Insider Claim or Equity Interest, provided, however, that the Holder of the Equity Interest, Josiah Lilly, will continue to manage the Debtor for the purpose of effectuating the Plan after the Effective Date. On the Effective Date, the Debtor will sell substantially all of the assets of the Debtor's estate, including all real and personal property related to the Debtor's natural stone business, to the Purchaser in the Sale under the APA. The Debtor will retain the Excluded Assets, as that term is defined in the APA, which include all Avoidance Actions. The Excluded Assets will re-vest in the Debtor, and the Debtor will retain standing to bring all such Avoidance Actions. All other assets will be transferred to the Purchaser, free and clear of all liens (except the lien of the SBA), claims, and interests, including any liabilities associated with any action, inaction, product, contract, sale, or other occurrence by the Debtor prior to the Effective Date. The Sale shall constitute a transfer, sale, and use of property, free and clear, under section 363(f) of the Bankruptcy Code, provided that the SBA will retain a Lien in all of its Collateral Securing the payment provided under Section 5.1(b). A full-text copy of the Chapter 11 Plan dated May 5, 2025 is available at https://urlcurt.com/u?l=FHjnXS from PacerMonitor.com at no charge. Counsel to the Debtor: Brian Rothschild, Esq. Darren Neilson, Esq. Parsons Behle & Latimer 201 S. Main Street, Suite 1800 Salt Lake City, UT 84111 Telephone: (801) 532-1234 Facsimile: (801) 536-6111 Email: Rothschild@parsonsbehle.com About Lilly Industries Inc. Lilly Industries, Inc. (doing business as The Slab Studio) is a trade-only gallery that offers architects, contractors, dealers, and designers access to the finest natural stone and semi-precious slabs, ensuring a sophisticated, one-of-a-kind viewing experience. With discerning standards and a global reach, they act as a trusted partner for those seeking premium materials for high-end design projects. Lilly Industries filed Chapter 11 petition (Bankr. C.D. Calif. Case No. 25-10301) on February 3, 2025, listing between $500,001 and $1 million in assets and between $1 million and $10 million in liabilities. Robert Goe, Esq., a practicing attorney in Irvine, Calif., serves as Subchapter V trustee. Judge Theodor Albert oversees the case. The Debtor tapped Brian M. Rothschild, Esq., at Parsons Behle & Latimer as legal counsel and Rocky Mountain Advisory, LLC, as accounting and financial advisor. MARIN SOFTWARE: Reduces Annual Base Salaries of 3 Execs by 25% -------------------------------------------------------------- Marin Software Incorporated disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that the Board of Directors approved 25% reductions to the annual base salaries of each of: - Christopher Lien, the Company's Chief Executive Officer and principal executive officer; - Robert Bertz, the Company's Chief Financial Officer and principal financial officer; and - Wister Walcott, the Company's Executive Vice President, Product and Technology. In connection with such reductions in the annual base salaries of the NEOs, the Company entered into waivers under the Amended and Restated Change in Control and Severance Agreements that the Company had previously entered into with each of the NEOs and filed to that certain Current Report on Form 8-K filed with the SEC on March 27, 2025. The Waivers provide that each NEO shall consent to the 2025 Base Salary Reduction as a one-time waiver of the NEO's right to assert "Good Reason" for purposes of the CIC and Severance Agreement and that the NEO shall agree that the 2025 Base Salary Reduction shall not constitute "Good Reason" for purposes of the CIC and Severance Agreement. The Waivers also provide that should the Company reduce the NEO's salary again after the 2025 Base Salary Reduction, then the NEO may assert "Good Reason" again subject to all of the conditions set forth in the CIC and Severance Agreement. The Waivers also provide that the Company and the NEO agree that any cash severance payments that the Company may become obligated to pay to the NEO pursuant to Section 2(a) of the CIC and Severance Agreement in connection with any Qualifying Termination (as defined in the CIC and Severance Agreement), or pursuant to Section 3(a) of the CIC and Severance Agreement in connection with any CIC Qualifying Termination (as defined in the CIC and Severance Agreement), shall be calculated using the NEO's monthly base salary or annual target bonus, as applicable, at the rate in effect immediately prior to the 2025 Base Salary Reduction or any increased amounts (provided no less than the Prior Amounts) subsequently agreed to by the Company and NEO, rather than the NEO's monthly base salary or annual target bonus, as applicable, in effect as a result of the 2025 Base Salary Reduction. In addition to the 2025 Base Salary Reductions, the Board also approved, effective as of May 1, 2025, 25% reductions to the annual base salaries of other employees of the Company whose annual base salary exceeds $150,000. The full text of the form of Waiver is available at https://tinyurl.com/2nr42smr About Marin Software Marin Software Incorporated is a provider of digital marketing solutions for search, social, and eCommerce advertising channels, offered as a unified SaaS, advertising management platform for performance-driven advertisers and agencies. The Company's platform is an analytics, workflow, and optimization solution for marketing professionals, enabling them to maximize the performance of their digital advertising spend. The Company markets and sells its solutions to advertisers directly and through leading advertising agencies, and its customers collectively manage billions of dollars in advertising spend on its platform globally across a wide range of industries. San Jose, California-based Grant Thornton LLP, the Company's auditor since 2018, issued a "going concern" qualification in its report dated Feb. 23, 2024, citing that the Company incurred a net loss of $22 million during the year ended Dec. 31, 2023, and as of that date, the Company had an accumulated deficit of approximately $344 million and negative operating cash flows. These conditions, along with other matters, raise substantial doubt about the Company's ability to continue as a going concern. The Company has yet to file its Annual Report on Form 10-K for the fiscal year ended December 31, 2024. MIRION TECHNOLOGIES: S&P Affirms 'B+' ICR, Outlook Stable --------------------------------------------------------- S&P Global Ratings affirmed its 'B+' issuer credit rating on Mirion Technologies Inc. and assigned its 'BB-' issue-level rating and '2' recovery rating to the new proposed $450 million first-lien term loan. The '2' recovery rating indicates its expectation of substantial (70%-90%; rounded estimate: 75%) recovery in the event of a default. S&P also raised its ratings on the company's $175 million revolving credit facility to 'BB-' and a '2' recovery rating from 'B+' with a '3' recovery rating. The stable outlook reflects S&P's view that Mirion will likely sustain leverage below 4x while undertaking modest tuck-in acquisitions as end-market demand remains favorable. S&P said, "We affirmed our 'B+' issuer credit rating on Mirion . At the same time, we assigned our 'BB-' issue-level rating to the company's proposed $450 million first-lien term loan. The company plans to issue the new first-lien term loan along with $300 million five-year convertible notes and use the new term loan and some of the proceeds from the convertible notes to refinance 100% of its outstanding first-lien term debt. Once the transaction closes as planned, Mirion's capital structure will include a $175 million revolving credit facility (RCF) which matures March 2030, $450 million first-lien term loan due June 2032, and $300 million senior convertible notes due June 2030 (unrated). "Mirion's free operating cash flow (FOCF) generation should improve following the refinancing. We expect the company's S&P Global Ratings-adjusted FOCF to debt to improve to about 10%--up from 8% in the last two-years--because of potential interest savings. We believe the combination of the reduced term loan principal and the convertible notes will provide a more than modest reduction to the company's annual interest burden. We believe the convertible notes will be priced at a meaningful discount to a similar size and tenure term loan. "Activity in nuclear power and nuclear medicine will support near-term profitability. We anticipate S&P Global Ratings-adjusted debt to EBITDA in the mid-3x range, as the company's earnings expand across the next 12 months, despite a modest increase in adjusted-debt pro forma the refinancing transaction. Notwithstanding potential near-term volatility in the company's medical segment as a result of shifting U.S. trade policy, demand in its core end markets is likely to remain robust in the near-to-medium term. This is driven by nuclear power's increasing role as an acceptable energy source by major world governments, and advances in cancer care. As a pure play ionizing radiation detection, measurement and analysis company, we believe Mirion is well positioned to benefit from these tailwinds. "Miron's financial policy limits potential ratings upside. We expect Mirion will continue pursuing growth through acquisitions as it looks to capitalize on the tailwinds in its core end markets and hunts economies of scale. This in our view could result in increased debt leverage. As such, we incorporate this view in our current rating on the company by applying our financial policy modifier. "The stable outlook reflects our expectation that Mirion will sustain debt leverage of less than 4x over the next 12 months, with support from favorable end-market demand, while also undertaking modest tuck-in acquisitions." S&P could lower its ratings on Mirion if it expects its debt to EBITDA will rise above 5x on a sustained basis. This could occur if: -- The company takes on debt to fund acquisitions, capital expenditure (capex), or other discretionary spending, such as shareholder returns; or -- Its earnings deteriorate due to sustained weak demand or a loss of market share. While unlikely over the next 12 months, S&P could raise its ratings on Mirion if: -- The company improves the scale and the scope of its operations while maintaining its strong market position and EBITDA margins; and -- It sustains S&P Global Ratings-adjusted FOCF to debt of more than 10% and S&P Global Ratings-adjusted debt to EBITDA of less than 4x after incorporating its future acquisitions, capex spending, and shareholder returns. MP OCTOPUS: Court OKs Pizza Business Sale to JNY OM 2 ----------------------------------------------------- The U.S. Bankruptcy Court for the Middle District of Florida, Tampa Division, has granted MP Octopus Pizza, LLC, and its affiliates, along with its applicable debtors, MP Summerlin LLC, to sell Pizza Stores, free and clear of liens, interest, and encumbrances. The Applicable Debtor is engaged in the ownership of a pizza franchise located at 15880 Summerlin Rd., Unit 304, Ft. Myers, Lee County, Florida 33908. The Court has approved the Debtors to sell MP Summerlin LLC's equipment, personal property, and goodwill. The Debtor is authorized to sell the Debtor's furniture, fixtures, and equipment "as is" and free and clear of any liens, claims, interests, encumbrances and security interests of any kind to JNY OM 2, LLC or assigns, with the purchaser conforming to the Marco's Franchising, LLC's approved franchisee person or entity for a lump sum payment of $125,000 with an adjustment at closing for the value of the food inventory. The Debtor may also assign its lease with Prisa Summerlin FL, LLC to the Purchaser for no additional consideration. The Court ordered that at closing, the Purchaser shall reimburse the Debtor pro rata for any lease payment already made by the Debtor which covers a term in which the Purchaser will be utilizing the leased premises. The Purchaser will also be responsible for all lease payments with Prisa Summerlin FL, LLC post-closing, regardless of whether the lease has been assigned to the Purchaser. The liens of all secured creditors, specifically including ConnectOne Bank, Ameris Bank d/b/a Balboa Capital, and Rewards Network Establishment Services, Inc., will attach to the proceeds from the sale to the same extent, validity, and priority as the liens currently exist against the Purchased Items. The Debtor is also ordered to pay all ordinary and necessary closing expenses normally attributed to a seller of personal property at closing. About MP Octopus Pizza, LLC MP Octopus Pizza LLC, doing business as Marco's Pizza, filed Chapter 11 petition (Bankr. M.D. Fla. Case No. 24-06739) on November 15, 2024, with $50,001 to $100,000 in assets and $500,001 to $1 million in liabilities. Terry Burkholder, manager of MP Octopus Pizza, signed the petition. Judge Catherine Peek McEwen oversees the case. The Debtor is represented by: Buddy D. Ford, Esq., at BUDDY D. FORD, P.A. NAKED JUICE: S&P Cuts ICR to 'D' on Distressed Debt Restructuring ----------------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating and all its issue level ratings on Naked Juice LLC to 'D'. S&P expects to evaluate the company's new capital structure over the next few days, at which time it will likely raise its issuer credit rating to the 'CCC' category. S&P said, "The downgrade reflects the completion of Naked Juice's liability management exercise and debt restructuring. The transaction included the issuance of a $519 million first-lien, first-out term loan, which comprises $400 million of new money and exchanged first-lien debt, along with 10% of its revolving credit facility commitments ($35 million). The vast majority of Naked Juice's existing revolving credit facility commitments and first- and second-lien term loans now have a lower ranking in its capital structure which we expect will also lead to lower recovery in the event of a default. 99% of the company's existing first-lien lenders and 85% of its existing second-lien lenders participated in the exchange, forming two separate ad hoc groups and exchanging at varying discounts to par. This created a new capital structure with first-out ($519 million), second-out ($1.4 billion), and third-out ($635 million) tranches. PepsiCo, PAI, and Naked Juice's revolving credit facility lenders exchanged their debt at par. The non-participating first- and second lien lenders now have effectively fourth- and fifth-out positions, with about $1 million and $72 million left outstanding following the close of the transaction, respectively. Participation in the new money and exchange offer--required to obtain a first-lien, first-out position--was limited to a small group of lenders. "We believe the company's lenders were not adequately compensated for the subordination of their debt and the distressed exchanges. Specifically, Naked Juice's existing first- and second-lien lenders did not benefit from any improvements to their interest rates, maturity dates, or amortization terms. Additionally, the company extended the maturity of its revolving credit facility to December 2028 from January 2027 and eased its financial covenant requirements, while leaving the interest unchanged. Furthermore, a larger portion of Naked Juice's capital structure is now eligible for PIK interest because the $635 million third-out debt allows management to pay PIK interest for up to three years, whereas previously only the $175 million of first-lien shareholder financing from PAI and PepsiCo offered PIK interest. We believe the first lien third-out tranche consists of a majority of existing second lien debt, the shareholder financing and the converted PepsiCo working capital true-up payable. We expect the company will take advantage of the PIK option. "We plan to re-evaluate our ratings on Naked Juice shortly to reflect its new capital structure and liquidity position. Ultimately, we believe the company's deteriorating EBITDA, cash flow, and total liquidity position motivated this transaction. We intend to review Naked Juice's credit profile and reassess our ratings based on its new capital structure. Our review will focus on the company's liquidity position, the long-term viability of its capital structure, and our forward-looking opinion of its creditworthiness." NATIONAL FOOD: Seeks Chapter 11 Bankruptcy in Louisiana ------------------------------------------------------- On May 14, 2025, National Food & Beverage Foundation filed Chapter 11 protection in the U.S. Bankruptcy Court for the Eastern District of Louisiana. 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 National Food & Beverage Foundation National Food & Beverage Foundation, d/b/a Southern Food and Beverage Museum, based in New Orleans, is a nonprofit organization focused on the study and celebration of food, drink, and related cultural traditions in America and globally. Its Southern Food and Beverage Museum houses multiple entities, including the Museum of the American Cocktail, SoFAB Research Center, and Deelightful Roux School of Cooking, among others, and serves as a versatile event venue. National Food & Beverage Foundation sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. La. Case No. 25-10974) on May 14, 2025. In its petition, the Debtor reports estimated assets and liabilities between $1 million and $10 million each. Honorable Bankruptcy Judge Meredith S. Grabill handles the case. The Debtors are represented by Leo D. Congeni, Esq. at CONGENI LAW FIRM, LLC. NEBRASKA BREWING: Gets Interim OK to Use Cash Collateral -------------------------------------------------------- Nebraska Brewing Co. got the green light from the U.S. Bankruptcy Court for the District of Nebraska to use cash collateral. The order penned by Judge Brian Kruse authorized the company's interim use of cash collateral in accordance with its budget for the period from April 28 to July 31. Spending must not exceed 120% of the monthly budget. In case the U.S. Small Business Administration and the Internal Revenue Service have interest in funds that constitute cash collateral, the agencies will be provided with protection in the form of a replacement lien on assets acquired by Nebraska Brewing after the petition date that are similar to their pre-bankruptcy collateral. SBA holds a security interest in Nebraska Brewing's personal property based on a $500,000 loan while the IRS holds a tax lien on the property. A final hearing is scheduled for June 2. About Nebraska Brewing Co. Nebraska Brewing Co. is a craft brewery based in La Vista, Nebraska. The Company produces a variety of beers, including core, seasonal, and barrel-aged offerings, and operates a taproom that hosts public tastings and private events. Founded in 2007, the brewery has earned multiple national awards for its products. Nebraska Brewing Co. sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Neb. Case No. 25-80403) on April 28, 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 Brian S. Kruse handles the case. The Debtor is represented by Patrick R. Turner, Esq., at Turner Legal Group, LLC. NORTH AMERICAN SEALING: Gets Final OK to Use Cash Collateral ------------------------------------------------------------ North American Sealing Solutions, LLC received final approval from the U.S. Bankruptcy Court for the Northern District of Texas, Fort Worth Division, to use cash collateral. The final order penned by Judge Edward Morris authorized the company's use of cash collateral to pay the expenses set forth in its budget. The budget projects total operational expenses of $345,135 for May; $324,135 for June; and $299,135 for July. Secured lenders, including BayFirst National Bank, First Bank of the Lake, Citibank Europe PLC, Intech Funding Corporation, Verdant Commercial Capital, the Internal Revenue Service, and the U.S. Small Business Administration assert interests in the cash collateral. To protect the interests of secured lenders, the court order granted these lenders replacement liens on the company's personal property and other assets. As additional protection, North American Sealing Solutions was ordered to keep the lenders' collateral insured. The company's authorization to use cash collateral will extend until the last day of the last month of the approved budget. About North American Sealing Solutions North American Sealing Solutions, LLC is a manufacturer based in Fort Worth, Texas, specializing in sealing products and machined components for industries like oil and gas. Founded in 2010 by Tom Oswald, the Company produces items such as O-rings, seals, rubber products, and rebuild kits. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Tex. Case No. 25-41374) on April 18, 2025. In the petition signed by Thomas Oswald, president, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Edward L. Morris oversees the case. Joyce W. Lindauer, Esq., at Joyce W. Lindauer Attorney, PLLC, represents the Debtor as bankruptcy counsel. NOVARIA HOLDINGS: S&P Affirms 'B-' ICR, Outlook Positive -------------------------------------------------------- S&P Global Ratings affirmed its 'B-' issuer credit rating on Novaria Holdings LLC (Novaria), a portfolio company of Kohlberg Kravis Roberts & Co. (KKR). At the same time, S&P affirmed its 'B-' issue-level rating on Novaria's proposed term loan and revolving credit facility (RCF). The recovery rating on this debt remains '3', reflecting expectations for meaningful (50%-70%; rounded estimate: 55%) recovery in default. The positive outlook reflects S&P's expectations that Novaria's credit metrics will improve due to the company's strong position within a niche market and favorable market trends. S&P said, "We expect Novaria to benefit from favorable market conditions, though macroeconomic uncertainly exists. In 2024, Novaria's performance was strong despite significant market disruptions caused by major OEM work stoppages, production caps, and supply chain challenges. Consequently, EBITDA growth fell slightly short of our expectations, resulting in the S&P Global Ratings-adjusted debt-to-EBITDA ratio remaining above 5. 0x at the end of the year. Looking ahead, many of the pressures experienced in 2024 have eased though we view tariffs as a risk to the pace of improvement. To date, Novaria has not faced any material impact from tariffs, but the tariff uncertainty regarding inflation and demand. Given the robust backlogs for new commercial aircraft, we anticipate near-term growth in OEM production rates across most platforms, particularly the Boeing MAX and its associated engine platforms, where Novaria holds significant content. Additionally, with a focus on global defense readiness, we expect defense revenue--accounting for approximately 30% of Novaria's overall revenue--to remain stable in the near term, as strong build rates for critical programs are offset by the phase-out of older platforms. Overall, we believe the company is well-positioned to capitalize on production increases, projecting revenue growth of 8%-12% in 2025 and 2026, absent of acquisitions. Furthermore, Novaria may pursue acquisitions to diversify its capabilities while also enhancing its scale. "We expect positive free cash flows as operating margins expand. As the OEMs ramp up their build rates, Novaria is poised to experience a significant improvement in volume. This anticipated increase in production should lead to gradual enhancements in EBITDA margins as fixed cost absorption improves. However, potential for rising costs associated with inflationary pressures stemming from possible tariffs exists. We anticipate that working capital will continue to be cash absorbent in the near term, as higher inventory levels will be necessary to support the production rates. Nevertheless, we expect S&P Global Ratings-adjusted EBITDA margins between 19%-20% throughout the forecast period to translate favorably into positive free operating cash flow (FOCF) in 2025, with further improvements projected in 2026 and subsequent years as production rates approach pre-pandemic levels. We expect the growth in the EBITDA base and margin to have a favorable impact on credit metrics, including funds from operations (FFO) to debt measures between 10%-12.5% in 2025, improving to between 12.5%-15% in 2026, and S&P Global Ratings-adjusted debt to EBITDA measures between 5.0x-5.25x in 2025, improving to between 4.75x-5.0x in 2026. "We expect Novaria's liquidity will remain adequate over the forecast period. We assess the company's liquidity as adequate, bolstered by approximately $40 million in cash on the balance sheet and a fully undrawn RCF as of the end of the first quarter of 2025, along with positive projected FOCF. In the near term, cash requirements remain modest, with expected working capital needs ranging from $15 million to $20 million, capital expenditures also between $15 million and $20 million, and minimal debt amortization of about $4 million. Notably, the company does not face any near term debt maturities with the closest being in 2031. We anticipate that the company will maintain an aggressive financial policy, particularly regarding its growth strategy, which may include acquisitions potentially funded through debt. "The positive outlook on Novaria reflects our view that the company will benefit from better build rates across many platforms as OEMs ramp up production to satisfy high demand. We expect credit metrics will strengthen over the next 12 months as volumes rise. We anticipate leverage will be 5.00x-5.25x in 2025, further improving to below 5.0x in 2026. We also expect the higher volumes will increase margin expansion benefiting cash flows." S&P could revise the outlook on Novaria to stable within the next 12 months if cash flows become pressured such that FOCF reaches breakeven or if debt to EBITDA rises above 6.0x with no expectation of improvement. This could occur if: -- Production rates among key commercial aerospace platforms fail to increase to levels forecast; or -- The company pursues a more aggressive financial policy than we currently expect, inclusive of sizable debt-funded acquisitions and/or dividends. S&P said, "We could raise our rating on Novaria in the next 12 months if the company demonstrates improved scale through earnings and cash flow growth anddebt to EBITDA declines to a level below 5.0x and we expect metrics to remain at such levels, even with possible acquisitions." This could occur if: -- Topline growth exceeds our current forecast, while margins remain at current levels; -- Novaria avoids significant debt-financed acquisitions; and -- The sponsor commits to holding leverage below 5.0x. OUTKAST ELECTRICAL: Unsecureds Will Get 12% over 5 Years -------------------------------------------------------- Outkast Electrical Contractors, Inc., and David B. Madoff, the duly-appointed Subchapter V operating trustee, submitted a Second Amended Joint Subchapter V Plan of Reorganization dated May 5, 2025. Outkast Electrical provides full-service commercial electrical construction and renovation services throughout the greater Boston area with a team of 25 employees that is still growing. Under the Plan, the Debtor intends to: (i) repay its administrative and priority (non-tax) claims in accordance with terms agreed upon by the creditors or as otherwise authorized by Section 1191(e) of the Code; (ii) repay its priority tax claims in accordance with Section 1129(a)99)(C) and (D) of the Code; (iii) restructure and repay in full the remaining debt of its two senior lenders, BDC Community Capital and Lowell Community Loan Fund, Inc., d/b/a Mill Cities Community Investments; (iv) bring current, to the extent they are behind, and continue to pay in accordance with their terms, all auto loans; and (v) pay a reasonable dividend, based on future net profits, to general unsecured creditors, including the wholly undersecured claim of the SBA. The Plan contemplates that the Debtor will remain in business and continue to grow with new contracts. The Debtor believes demonstrate a likelihood that it will be successful in winning project bids necessary to complete the budget, including: (1) purchase orders for two new projects and a letter of intent for a third project; (2) a letter of support from NEI General Contracting, a general contractor currently working on a large job at Columbia Crossing in Dorchester. The electrical subcontracting work has gone out to bid and acceptance of a bid is expected in April 2025. Based on the letter, the Debtor is confident it will win the bid and thus has included it in the Plan. The Plan contemplates that the Debtor will remain in business and continue to grow with new contracts. The Debtor believes demonstrate a likelihood that it will be successful in winning project bids necessary to complete the budget, including: (1) purchase orders for two new projects and a letter of intent for a third project; (2) a letter of support from NEI General Contracting, a general contractor currently working on a large job at Columbia Crossing in Dorchester. Class 3 is comprised of all holders of Allowed general unsecured claims against the Debtor. Based upon the proofs of claim that have been filed and the Debtor's Schedules, there is approximately $1.5 million in Class 3 claims, including a substantial claim by Dimeo for overpayments on a prepetition contract with the Debtor that the Debtor continued to work under during the Chapter 11 case. Based on the Budget appended hereto as Exhibit B, in full and complete settlement, satisfaction and release of all Allowed Class 3 Claims, each holder of an Allowed Class 3 Claim shall receive the Debtor's projected net disposable income over the five-year period following the Effective Date, which amount is expected to be no less than $179,000. Payments will be made in twenty quarterly installments beginning in the second quarter of 2025. The Debtor projects that the total distribution to Class 3 Claimants will be approximately 12 percent (179,000 divided by 750,000) of such Allowed Class 3 Claims. Class 3 is impaired. The holders of Class 4 Interests will retain such Interests in the Debtor. Class 4 is unimpaired. Upon the entry of a Confirmation Order confirming this Plan, the Reorganized Debtor shall be deemed authorized, without further order of the Bankruptcy Court, to take any and all actions and to execute any and all documents which the Reorganized Debtor reasonably believe are necessary or appropriate to carry out the purposes and intent of this Plan. Upon achieving substantial consummation of the confirmed Plan and resolution of any pending adversary proceeding, the Subchapter V Trustee shall promptly file a notice of substantial consummation of the Plan and a motion for a final decree. The Plan will be funded from the Debtor's future earnings and income. Upon the Effective Date, the Debtor is authorized to take all action permitted by law, including, without limitation, to use its cash and other assets for all purposes provided for in the Plan and in its business operations, and to borrow funds and to transfer funds for any legitimate purpose. A full-text copy of the Second Amended Plan dated May 5, 2025 is available at https://urlcurt.com/u?l=uWgCUu from PacerMonitor.com at no charge. Counsel to the Trustee: David B. Madoff, Esq. Steffani M. Pelton, Esq. MADOFF & KHOURY LLP 124 Washington Street Foxboro, MA 02035 Telephone: (508) 543-0040 Email: madoff@mandkllp.com About Outkast Electrical Contractors Outkast Electrical Contractors, Inc. provides full-service commercial electrical construction and renovation services throughout the greater Boston area. The company is based in Dorchester Center, Mass. Outkast filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D. Mass. Case No. 24-10272) on February 13, 2024, with $500,000 to $1 million in assets and $1 million to $10 million in liabilities. Paul Gray, president, signed the petition. Judge Janet E. Bostwick oversees the case. John Sommerstein, Esq., at John F. Sommerstein, represents the Debtor as legal counsel. PARTIDA HOLDINGS OF FAYETTEVILLE: US Trustee Unable to Form Panel ----------------------------------------------------------------- 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 Partida Holdings of Fayetteville, LLC. About Partida Holdings of Fayettville Partida Holdings of Fayettville, LLC sells and services generators under a franchise agreement with Generator Supercenter Franchising, LLC. The Debtor filed Chapter 11 petition (Bankr. W.D. Okla. Case No. 25-11045) on April 10, 2025, listing up to $50,000 in assets and up to $10 million in liabilities. Austin Partida, chief executive officer, signed the petition. Judge Sarah A. Hall oversees the case. Amanda R. Blackwood, Esq., at Blackwood Law Firm, PLLC, represents the Debtor as bankruptcy counsel. PARTIDA HOLDINGS OF LAWTON: US 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 Partida Holdings of Lawton, LLC. About Partida Holdings of Lawton Partida Holdings of Lawton, LLC sells and services generators under a franchise agreement with Generator Supercenter Franchising, LLC. The Debtor filed Chapter 11 petition (Bankr. W.D. Okla. Case No. 225-11043) on April 10, 2025, listing up to $50,000 in assets and up to $10 million in liabilities. Austin Partida, chief executive officer, signed the petition. Judge Sarah A. Hall oversees the case. Amanda R. Blackwood, Esq., at Blackwood Law Firm, PLLC, represents the Debtor as bankruptcy counsel. PARTIDA HOLDINGS OF LITTLE ROCK: U.S. Trustee Unable to Form Panel ------------------------------------------------------------------ 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 Partida Holdings of Little Rock, LLC. About Partida Holdings of Little Rock Partida Holdings of Little Rock, LLC sells and services generators under a franchise agreement with Generator Supercenter Franchising, LLC. The Debtor filed Chapter 11 petition (Bankr. W.D. Okla. Case No. 25-11041) on April 10, 2025, listing up to $50,000 in assets and up to $10 million in liabilities. Austin Partida, chief executive officer, signed the petition. Judge Sarah A. Hall oversees the case. Amanda R. Blackwood, Esq., at Blackwood Law Firm, PLLC, represents the Debtor as bankruptcy counsel. PARTIDA HOLDINGS OF TULSA: U.S. Trustee Unable to Form 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 Partida Holdings of Tulsa, LLC. About Partida Holdings of Tulsa Partida Holdings of Tulsa, LLC sells and services generators under a franchise agreement with Generator Supercenter Franchising, LLC. The Debtor filed Chapter 11 petition (Bankr. W.D. Okla. Case No. 25-11038) on April 10, 2025, listing up to $50,000 in assets and up to $10 million in liabilities. Austin Partida, chief executive officer, signed the petition. Judge Sarah A. Hall oversees the case. Amanda R. Blackwood, Esq., at Blackwood Law Firm, PLLC, represents the Debtor as bankruptcy counsel. PARTY EMPORIUM: Unsecureds to Get .04 Cents on Dollar in Plan ------------------------------------------------------------- Party Emporium, LLC filed with the U.S. Bankruptcy Court for the Western District of Arkansas a Small Business Plan of Reorganization under Subchapter V dated May 5, 2025. The Debtor is an Arkansas corporation in good standing and is a going concern engaged in commerce as a provider of retail party and event supplies in Fort Smith, Arkansas. The Debtor has 3 full-time employees and approximately 5 part-time employees. The Debtor's has two shareholders, Melody Sanford and Edward "Pepper" Sanford. Melody Sanford is the Managing member of the Debtor, and one of the three full-time employees of the Debtor. Between 2023 and 2024, the Debtor closed its Rogers location and worked to reduce its expenses, but the Debtor was sued by the prior Fort Smith landlord, which resulted in the Debtor seeking bankruptcy relief. Since filing bankruptcy, the Debtor has further streamlined its operations by closing its Conway location to reduce overhead and to enable the Debtor's manager, Melody Sanford, to focus on growing the sales for the flagship store in Fort Smith. This Plan of Reorganization proposes to pay creditors of the Debtor from operation of the Debtor's business. Non-priority unsecured creditors holding allowed claims will receive distributions, which the proponent of this Plan has valued at approximately 00.04 cents on the dollar. This Plan also provides for the payment of administrative and priority claims. Class 7 consists of Unsecured Non-priority Claims. The claims of this class will receive $7,879.56 per year under this plan, or .04 cents on the dollar. The Liquidation Analysis found in the Appendix indicates that after payment of all administrative and secured claims there will be no dividend available to any unsecured creditor. This class of claims is impaired. Class 8 consists of Interests of the Equity Security Holder of the Debtor. The Debtor has two equity security holders, Melody & Edward Sanford. Melody and Edward Sanford shall continue to manage the Debtor's business and Melody shall be paid a salary, but in no event will any equity security holder receive any dividend or capital distribution on account of their equity. At the time of the proposal of this Plan Melody Sanford is paid a wage of $78,000 per year gross. The Debtor will continue to engage in the retail party supply business. Despite the Debtor's financial struggles over the past 3 years, the Debtor maintains solid and consistent sales at its flagship Fort Smith store. The Debtor is working hard to continue reducing overhead and costs to ensure it can make its proposed plan payments. A full-text copy of the Plan of Reorganization dated May 5, 2025 is available at https://urlcurt.com/u?l=c6LVAO from PacerMonitor.com at no charge. About Party Emporium, LLC Party Emporium, LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Ark. Case No. 24-72049) on Dec. 7, 2024. In the petition filed by Melody Sanford, managing member, the Debtor disclosed $390,191 in assets and $1,259,574 in liabilities. Judge Bianca M. Rucker oversees the case. Stanley V. Bond, Esq., at Bond Law Office serves as the Debtor's counsel. PATCHELL HOLDINGS: S&P Upgrades ICR to 'B', Outlook Positive ------------------------------------------------------------ S&P Global Ratings raised its issuer credit rating on London, Ont.-based fitness solutions provider Patchell Holdings Inc. (PHI) to 'B' from 'B-' and its issue-level rating on its C$625 million term loan to 'B' from 'B-'. S&P's '3' recovery rating on the term loan is unchanged, indicating its expectation for meaningful (50%-70%; rounded estimate: 65%) recovery in the event of a default. S&P said, "The positive outlook reflects the potential that we will raise our ratings on PHI in the next 12 months if it successfully navigates the slowing macroeconomic environment while expanding its membership levels and maintaining steady EBITDA growth and positive FOCF. "The upgrade reflects our expectation that PHI will sustain its membership gains while continuing to increase its revenue and EBITDA through fiscal year 2026. The company operates in Canada under its key operating subsidiary GoodLife Fitness Centres Inc., through which it offers services under three banners: GoodLife Fitness (a mid/upper-tier, full-service banner) and Fit4Less and Econofitness (its low-price banners). PHI has a strong defensible position as the largest fitness operator in Canada, given that it has the highest market share among the top fitness providers and clubs in the country. As of March 2025, the company's paying member count was 1.48 million, which reflects a significant improvement relative to its 1.38 million members in March 2024 and is only marginally lower than its member count in 2019 despite having fewer club counts in 2024. We expect PHI will sustain its membership levels through fiscal year 2025 (ending June 2025) and continue to increase its membership rolls by the low single-digit percent area in fiscal year 2026. Based on this level of expected membership growth, we anticipate the company will likely recover to its pre-pandemic membership levels in fiscal year 2026 and at the same time growth average revenue per member. Consumer demand for fitness club memberships has remained robust through 2024 and early 2025. Furthermore, the relatively high barriers to entry for U.S. operators limit competitive intensity in the fitness space in Canada. In our view, these are the key factors underpinning our forecast for a sustained low- to mid-single digit percent increase in its membership count through 2026. Furthermore, PHI operates under different banners offering different price points, which broadens its value proposition for consumers based on their income and spending capacity." The company has increased the pricing for its members through fiscal year 2025, which is reflected in the 2% year-over-year improvement in its average revenue per member (ARPM). The combination of improving ARPM and membership gains supported good year-over-year improvement in PHI's revenue and EBITDA on a LTM basis as of March 2025. S&P said, "We expect the company will continue to increase its revenue by the mid- to high-single-digit percent range as it exits fiscal year 2025 (ending June 30, 2025) and expand its revenue by at least the mid-single digit percent area in fiscal year 2026. We anticipate PHI will focus on completing a modest level of new club openings through 2026, which will likely also contribute to the increase in its revenue. Given our expectation for increasing revenue and improving operating leverage, we expect the company will continue to improve its EBITDA such that it sustains leverage of about 3x and healthy EBITDA interest coverage in the 2.5x-3.0x range. "We expect PHI will continue to generate modest positive FOCF. We estimate the company will exit fiscal year 2025 with reported EBITDA (unadjusted for leases) of about C$210 million-C$215 million. This indicates a material improvement relative to PHI's EBITDA of C$158 million in fiscal year 2024, supported by its increasing revenue, improving cost efficiencies, and the absence of one-time compensation-related costs. Furthermore, we anticipate the company will realize modest debt interest cost savings in fiscal year 2025, relative to 2024, on lower benchmark rates. Finally, we note that PHI's business features minimal working capital requirements (C$5 million-C$10 million), thus we anticipate its increasing EBITDA will translate to incremental FOCF. "We forecast the company's cash lease costs will be modestly higher in 2025, relative to 2024, at C$125 million-C$130 million. Including PHI's maintenance and growth capex, we expect its capex spending will total about C$80 million-C$85 million in fiscal year 2025, which compares with C$65 million in 2024. Considering the company's improved EBITDA and minimal working capital requirements, we forecast it will generate positive FOCF (including lease payments) of about C$20 million-C$30 million. PHI's reported FOCF for the nine-months ended March 2025 period stood at C$18 million, which reflects an improvement from the FOCF deficit it generated in 2024. Even though we forecast positive FOCF, owing to its relatively small EBITDA scale, we still characterize the company's absolute FOCF as lackluster when compared (EBITDA to FOCF conversion) with that of its peers in the U.S. fitness industry. "We consider macroeconomic softness, the high fixed-cost nature of its business, as well as its heavy reliance on membership gains and high capex needs, as PHI's key risk factors. S&P Global economists forecast subdued economic conditions and lackluster Canadian GDP for 2025 due to the adverse impact of U.S. tariffs and ongoing trade tensions. Furthermore, consistent with the conditions of the past few years, Canadian consumers remains stretched and cautious with their discretionary spending. Therefore, because spending on fitness memberships is somewhat discretionary in nature, we believe worsening macroeconomic conditions and tightening consumer affordability could lead to increased membership churn for the company. In addition, slowing immigration and population growth in Canada, relative to past years, could hinder PHI's new member additions. Furthermore, the company's business entails high fixed costs such as rent, occupancy expenses, and labor. Therefore, declines in PHI's revenue could disproportionately affect its EBITDA, leading to elevated volatility. Finally, similar to its peers in the fitness sector, the company's business is capital intensive. PHI also has high capex requirements and may continuously invest in its facilities to maintain its membership level and support its expansion, albeit with discretion. In our opinion, the company's FOCF could deteriorate due to small shifts in its EBITDA amid the high interest rate and uncertain macroeconomic environment. The positive outlook reflects the potential that we will raise our ratings on PHI in the next 12 months if it successfully navigates the slowing macroeconomic environment while expanding its membership levels and maintaining steady EBITDA growth and positive FOCF. “We could revise our outlook on PHI to stable if its operating performance weakens, leading to lower-than-expected FOCF and EBITDA interest coverage of less than 2x. This could occur if weakening consumer affordability leads to a slowdown in the company's membership growth or an elevated level of membership cancellations that significantly weakens its EBITDA and FOCF." S&P could raise its ratings on PHI if it sustains its growth trajectory, maintains leverage of about 3x, and generates a greater-than-anticipated level of FOCF despite its growth capex. This could occur if: -- The company sustains its membership growth trajectory, strategically expands its club portfolio, and executes pricing actions such that it increases its revenue by the mid-single digit percent area through 2026; -- It develops a disciplined cost profile that supports stronger operating leverage and EBITDA growth; and -- Management implements a prudent financial policy with respect to its capex and dividends such that it maintains S&P Global Ratings-adjusted leverage of about 3x. PAWLUS DENTAL: Seeks Subchapter V Bankruptcy in Indiana ------------------------------------------------------- On May 14, 2025, Pawlus Dental Inc. filed Chapter 11 protection in the U.S. Bankruptcy Court for the Southern District of Indiana. According to court filing, the Debtor reports $1,119,328 in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. About Pawlus Dental Inc. Pawlus Dental Inc. provides comprehensive dental services in Columbus, Indiana, focusing on preserving natural teeth and enhancing smile aesthetics. The practice offers treatments including dental implants, sleep apnea management, clear aligners, periodontal and cosmetic care, preventive and restorative dentistry, wisdom teeth extraction, root canal therapy, and sedation dentistry. Pawlus Dental Inc. sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Ind. Case No. 25-02780) on May 5, 2025. In its petition, the Debtor reports total assets of $890,156 and total liabilities of $1,119,328. Honorable Bankruptcy Judge James M. Carr handles the case. The Debtors are represented by John Allman, Esq. at HESTER BAKER KREBS LLC. PHOENIX ROSE: Hires Lefkovitz & Lefkovitz as Bankruptcy Counsel --------------------------------------------------------------- Phoenix Rose LLC seeks approval from the U.S. Bankruptcy Court for the Middle District of Tennessee to hire Lefkovitz & Lefkovitz, PLLC as counsel. The firm's services include: a. advising the Debtor(s) as to its rights, duties, and powers as Debtor(s)-in Possession; b. preparing and filing statements and schedules, plans, and other documents and pleadings necessary to be filed by the Debtor(s) in this proceeding; c. representing the Debtor(s) at all hearings, meetings of creditors, conferences, trials, and any other proceedings in this case; and d. performing such other legal services as may be necessary in connection with this case. The firm will be paid at these rates: Attorneys $475 per hour Paralegals $200 per hour The firm has received a total of $18,262 as a retainer, plus $1,738 in Court filing fees. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Lefkovitz & Lefkovitz is a "disinterested person" as defined in Bankruptcy Code Secs 101(14) and 327, according to court filings. The firm can be reached through: Jay R. Lefkovitz, Esq. LEFKOVITZ & LEFKOVITZ, PLLC 908 Harpeth Valley Place Nashville, TN 37221 Tel: (615) 256-8300 Fax: (615) 255-4516 Email: jlefkovitz@lefkovitz.com About Phoenix Rose LLC Phoenix Rose LLC is a limited liability company. Phoenix Rose LLC sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Tenn. Case No. 25-01893) on May 2, 2025. In its petition, the Debtor reports estimated assets between $10,000 and $50,000 and estimated liabilities between $100,000 and $500,000. Honorable Bankruptcy Judge Nancy B. King handles the case. The Debtor is represented by Jay Lefkovitz, Esq. PRIVATE LENDER: Voluntary Chapter 11 Case Summary ------------------------------------------------- Debtor: Private Lender Network, LLC f/k/a Noble Capital Servicing, LLC 9050 N Capital of Texas Hwy Bldg. 3, Ste 260 Austin TX 78759 Business Description: Private Lender Network, LLC operates in the credit intermediation sector, providing financing solutions for fix-and-flip, new construction, and multifamily projects, along with bridge loan services. Headquartered in Austin, Texas, the Company primarily functions as a wholesale lender, partnering with brokers and leveraging investor capital to fund loans. Chapter 11 Petition Date: May 20, 2025 Court: United States Bankruptcy Court Western District of Texas Case No.: 25-10742 Debtor's Counsel: Ron Satija, Esq. HAYWARD PLLC 7600 Burnet Road, Suite 530 Austin TX 78757 Tel: (737) 881-7100 E-mail: rsatija@haywardfirm.com Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Grady Collins as manager. The petition was filed without the Debtor's list of its 20 largest unsecured creditors. A full-text copy of the petition is available for free on PacerMonitor at: https://www.pacermonitor.com/view/MZHEJHI/Private_Lender_Network_LLC__txwbke-25-10742__0001.0.pdf?mcid=tGE4TAMA PROJECT PIZZA LLC: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: Project Pizza, LLC d/b/a Fiorella Clement 2339 Clement Avenue San Francisco, CA 94121 Business Description: Project Pizza, LLC operates Fiorella Clement, a neighborhood Italian restaurant in San Francisco known for wood-fired pizzas, handmade pastas, and seasonal dishes. The restaurant serves customers through dine-in, takeout, and delivery. Chapter 11 Petition Date: May 20, 2025 Court: United States Bankruptcy Court Northern District of California Case No.: 25-30397 Judge: Hon. Hannah L Blumenstiel Debtor's Counsel: Chris Kuhner, Esq. KORNFELD, NYBERG, BENDES, KUHNER & LITTLE, P.C. 1970 Broadway, Ste 600 Oakland, CA 94612 Tel: 510-763-1000 Fax: 510-273-8669 Email: c.kuhner@kornfieldlaw.com Total Assets: $78,855 Total Liabilities: $1,001,045 Boris Nemchenok, in his role as managing member, signed the petition. 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/PMW62YQ/Project_Pizza_LLC__canbke-25-30397__0001.0.pdf?mcid=tGE4TAMA PROMENADE NORTH: Claims Will be Paid from Property Sale/Refinance ----------------------------------------------------------------- Promenade North, LLC, filed with the U.S. Bankruptcy Court for the Northern District of Georgia a Disclosure Statement for Plan of Reorganization dated May 5, 2025. The Debtor is a Georgia limited liability company that was organized on or about March 10, 2023. The Debtor's principal office is located at 410 Peachtree Parkway, Suite 4245, Cumming, Georgia 3004. The Debtor's sole member, manager, and registered agent is Hamidou Sacko, who is a resident of the State of Florida. Mr. Sacko and a partner formed the Debtor in March 2023 for the purpose of purchasing and operating a shopping center. The Debtor entered into an agreement with iBorrow Credit, LP on April 17, 2023 for the purchase and sale of that shopping center. The shopping center is located at 10930 Crabapple Road, Roswell, Georgia 30074 (the "Real Property"). Shortly after closing, Mr. Sacko bought out his partner and, since then, has been the 100% owner of the Debtor. In the Plan, the Debtor proposes a potentially consensual reorganization option and a potentially non-consensual reorganization option for iBorrow Credit LP, the Debtor's primary secured creditor. As of the date of the Plan and the Disclosure Statement, the Debtor has not solicited iBorrow on the proposal and iBorrow has not agreed with it. Under the consensual proposal, the Reorganized Debtor would have until December 31, 2025 to (i) refinance its debt to iBorrow so that it can reorganize and remain in business and pay its remaining debts as provided in the Plan or (ii) market and sell all of its assets, either directly in a sale transaction or indirectly through a sale of some or all of its sole member's membership interest in the Company, and pay its remaining debts as provided in the Plan. And if the Reorganized Debtor cannot refinance or sell on or before September 30, 2025, then it is proposing that it must engage a real estate professional on or before October 15, 2025, on sale and bidding procedures approved by iBorrow or the Bankruptcy Court, with such sale (or any intervening refinance) to occur on or before December 31, 2025. If there is no sale or refinance by that date, then iBorrow would be permitted to foreclose as early as January 6, 2026 in accordance with applicable non-bankruptcy law. To encourage consent, the consensual proposal, as more particularly stated in the Plan and Disclosure Statement, (i) limits iBorrow's credit bid to $16,500,000; (ii) provides for the waiver of iBorrow's deficiency claim and its guaranty claim against the Debtor's sole member if there are no Plan defaults; (iii) provides for the payment of certain of the Debtor's and Reorganized Debtor's unpaid legal fees and expenses; (iv) provides for a prohibition on subsequent bankruptcy filings through and including at least June 30, 2026 by the Debtor, the Reorganized Debtor, and their respective successors and assigns; and (v) provides for a bankruptcy automatic stay waiver by those parties. Under the non-consensual proposal, the reorganization proposal is exactly the same except that (i) the refinance and sale period runs through June 30, 2026 (rather than December 31, 2025); (ii) the mandatory sale period starts on April 1, 2026 (rather than October 1, 2025); (iii) the potential foreclosure would occur on July 1, 2026 rather than January 6, 2026; (iv) there would be no credit bid limit, no deficiency waiver, no guaranty waiver, and no payment of attorneys' fees an expenses; and (v) there would be no bankruptcy filing prohibition and no waiver of the automatic stay. Under both proposals, the Debtor's primary goal and preferred outcome is to refinance its debt to iBorrow and then continue operations of the Reorganized Debtor and pay Allowed Claims pursuant to the terms of the Plan. In any event, the Company will continue as a separate legal entity and its management will continue in place following confirmation. Class 2 consists of Allowed Convenience Class of Creditors with Claims of $5,000 or Less and Claims Voluntarily Reduced To $5,000. Allowed Claims in Class 2 will be paid by the Reorganized Debtor the lesser of (i) 100% of the Allowed Amount of such claims and (ii) $5,000.00, without Plan Interest, within fourteen days following the Effective Date, in full satisfaction of such claims. Creditors with Allowed Unsecured Claims in excess of $5,000 may opt into Class 2 provided that they agree to accept $5,000 in full satisfaction of their Allowed Claims. This Class is impaired. Class 3 consists of General Unsecured Claims Other Than Unsecured Claims in Classes 2, 4, and 5. Holders of Allowed General Unsecured Claims in Class 3 will be paid in a manner that depends on whether the Reorganized Debtor sells the Real Property under the Plan or refinances the Real Property under the Plan. * Sale-Related Distribution: If the Reorganized Debtor sells the Real Property under the Plan (in a cash sale or through a credit bid) on or before, as applicable, December 31, 2025 (for the consensual proposal in Class 1) or June 30, 2026 (for the non consensual proposal in Class 1), and, following the Closing of such sale, iBorrow Credit, LP and its successors and assigns are no longer creditors of the Debtor, of the Reorganized Debtor, and of Hamidou Sacko, then, within thirty days after the Closing of such sale (the "Final Distribution Date"), the Reorganized Debtor shall distribute to the Holders of Allowed Unsecured Claims that have not been already satisfied or waived, the lesser of (i) the total of such Allowed Unsecured Claims and (ii) the Reorganized Debtor's remaining cash on hand, if any, after paying in full all Allowed Secured Claims, Allowed Administrative Expense Claims, Allowed Priority Tax Claims, and all other higher priority claims in accordance with the Bankruptcy Code's priority scheme (the "Remaining Cash"). If the Remaining Cash is or is projected to be $0.00 as of the Final Distribution Date, then the Reorganized Debtor's Equity Interest Holder shall, on or before the Final Distribution Date, pay directly to such Holders of Allowed Unsecured Claims the sum of $10,000.00. All Sale-Related Distributions under this paragraph shall be made on a Pro Rata basis, based on such Holders' percentage share of the total of such Allowed Unsecured Claims. * Refinance-Related Distribution: If the Reorganized Debtor refinances the Real Property under the Plan on or before, as applicable, December 31, 2025 (for the consensual proposal in Class 1) or June 30, 2026 (for the nonconsensual proposal in Class 1), and, following the Closing of such refinance transaction, iBorrow Credit LP and its successors and assigns are no longer creditors of the Debtor, then the Reorganized Debtor will pay the Holders of Allowed Unsecured Claims that have not been already satisfied or waived in full, with Plan Interest, over five years, via annual payments. The first annual payment shall be due on or before December 31, 2026, with four additional annual payments each being made on or before December 31 of each year thereafter until such Holders of Allowed Unsecured Claims have been paid in full. The Reorganized Debtor can prepay its obligations under this paragraph, without penalty and in lieu of future Plan Interest. Class 4 consists of Allowed Unsecured Deficiency Claim of the Holder of the Allowed Secured Claim in Class 1. Under the consensual proposal in Class 1, if the Reorganized Debtor sells, refinances, or concludes a compliant (even if unsuccessful) sale process for the Real Property on or before December 31, 2026 in accordance with the consensual proposal for Class 1, then the Unsecured Deficiency Claim of the Holder of the Allowed Secured Claim in Class 1 is waived, will be deemed satisfied, and will receive nothing on account of the Plan. Otherwise, the treatment of such Deficiency Claim shall be in accordance with, as applicable, Special Note #1, Special Note #2, or Special Note #3 described for Class 3. In other words, the Holder of the Deficiency Claim shall, if such Deficiency Claim is not waived and deemed satisfied under the Plan (i) participate Pro Rata in the liquidation distributions described for Class 3 if there is a foreclosure or sale whereby the Holder remains a creditor of the Reorganized Debtor or (ii) be paid as agreed by such Holder and the Reorganized Debtor if there is a refinance whereby the Holder remains a creditor of the Reorganized Debtor. Class 6 consists of Existing Equity Security Holders of the Debtor. The Equity Interest Holders of the Debtor will not receive or retain any property on account of the Plan, and Equity Interests shall be extinguished, under this Plan. Following the Effective Date, only the New Equity Security to be held by Hamidou Sacko shall have rights under the Debtor's Operating Agreement, which shall be deemed amended accordingly by the Confirmation Order. Class 6 is deemed to reject the Plan. The price of the New Equity Security for Sacko or his successor or assign shall be $50,000.00, to be paid as follows: (i) $10,000.00 will be paid on or before the Effective Date and (ii) the balance of $40,000.00 shall be paid in four equal monthly installments of $10,000, with the first such installment being due on the fifth day of the month that follows the Effective Date. The Plan will be administered by the Reorganized Debtor. As of Confirmation, the Reorganized Debtor will be vested with power and authority over all Assets of the Reorganized Debtor, with the obligation to manage its affairs and make distributions in accordance with the Plan. Reorganized Debtor shall also have standing to pursue Causes of Action on behalf of the Estate as provided under the Bankruptcy Code. The Reorganized Debtor shall be indemnified by the Estates for fees and costs, including attorneys' fees, for any actions taken or not taken, except for those done with gross negligence or malicious intent. The Plan provides that Reorganized Debtor shall or may, as applicable, establish the Disputed Claims Reserve and the Plan Expense Reserve as further provided in the Plan, and any other funds or accounts/ that the Reorganized Debtor deems necessary or desirable to implement the Plan. The Reorganized Debtor may establish a Plan Expense Reserve for the purpose of funding and implementing the Plan. On the Effective Date, or as soon thereafter as reasonably practicable, the Reorganized Debtor may create a reserve for Plan expenses, including Litigation Costs necessary to adequately fund litigation which the Reorganized Debtor in its business judgment determines is likely to produce a recovery in excess of the costs of pursuing the Cause of Action, which will be called the Plan Expense Reserve. The Reorganized Debtor may transfer an appropriate amount of Cash into such plan accounts as the Reorganized Debtor deems necessary and desirable to fund pay Plan expenses efficiently and promptly. A full-text copy of the Disclosure Statement dated May 5, 2025 is available at https://urlcurt.com/u?l=I09Ai4 from PacerMonitor.com at no charge. Counsel to the Debtor: David L. Bury, Jr., Esq. Thomas B. Norton, Esq. E. Tate Crymes, Esq. STONE & BAXTER, LLP 577 Mulberry Street, Suite 800 Macon, GA 31201 Telephone: (478) 750-9898 Facsimile: (478) 750-9899 Email: dbury@stoneandbaxter.com tnorton@stoneandbaxter.com tcrymes@stoneandbaxter.com About Promenade North Promenade North, LLC, a company in Cumming, Ga., filed Chapter 11 petition (Bankr. N.D. Ga. Case No. 25-51152) on February 3, 2025, listing between $10 million and $50 million in both assets and liabilities. Hamidou Sacko, managing member of Promenade North, signed the petition. Judge Paul Baisier oversees the case. David L. Bury, Jr., Esq., at Stone & Baxter, LLP, represents the Debtor as legal counsel. iBorrow Credit, LP, as secured creditor, is represented by: Sean Kulka, Esq. Arnall Golden Gregory, LLP 171 17th Street, N.W., Suite 2100 Atlanta, GA 30363-1031 (404) 873-7004 Email: Sean.Kulka@agg.com PUERTO RICO: New Fortress Energy Barred from Power Auction ---------------------------------------------------------- Ruth Liao and Jim Wyss of Bloomberg News report that New Fortress Energy has been excluded from a Puerto Rican government auction to provide temporary power generation, representing another blow to billionaire Wes Edens' struggling company. In a letter to the governor's office, the liquefied natural gas and logistics firm asked to be reconsidered for the 800-megawatt contract, which is intended to stabilize the U.S. territory's fragile power grid. The company claimed it could offer the most affordable electricity, using clean fuel with quick deployment capabilities, and emphasized its existing turbine operations on the island. About Puerto Rico Puerto Rico is a self-governing commonwealth in association with the United States. The chief of state is the President of the United States of America. The head of government is an elected Governor. There are two legislative chambers: the House of Representatives, 51 seats, and the Senate, 27 seats. The governor-elect is Ricardo Antonio "Ricky" Rossello Nevares, the son of former governor Pedro Rossello. In 2016, the U.S. Congress passed PROMESA, which, among other things, created the Financial Oversight and Management Board and imposed an automatic stay on creditor lawsuits against the government, which expired May 1, 2017. The members of the oversight board are: (i) Andrew G. Biggs, (ii) Jose B. Carrion III, (iii) Carlos M. Garcia, (iv) Arthur J. Gonzalez, (v) Jose R. Gonzalez, (vi) Ana. J. Matosantos, and (vii) David A. Skeel Jr. On May 3, 2017, the Commonwealth of Puerto Rico filed a petition for relief under Title III of the Puerto Rico Oversight, Management, and Economic Stability Act ("PROMESA"). The case is pending in the United States District Court for the District of Puerto Rico under case number 17-cv-01578. A copy of Puerto Rico's PROMESA petition is available at http://bankrupt.com/misc/1701578-00001.pdf On May 5, 2017, the Puerto Rico Sales Tax Financing Corporation (COFINA) commenced a case under Title III of PROMESA (D.P.R. Case No. 17-01599). Joint administration has been sought for the Title III cases. On May 21, 2017, two more agencies -- Employees Retirement System of the Government of the Commonwealth of Puerto Rico and Puerto Rico Highways and Transportation Authority (Case Nos. 17-01685 and 17-01686) -- commenced Title III cases. U.S. Chief Justice John Roberts named U.S. District Judge Laura Taylor Swain to preside over the Title III cases. The Oversight Board has hired as advisors, Proskauer Rose LLP and O'Neill & Borges LLC as legal counsel, McKinsey & Co. as strategic consultant, Citigroup Global Markets as municipal investment banker, and Ernst & Young, as financial advisor. Martin J. Bienenstock, Esq., Scott K. Rutsky, Esq., and Philip M. Abelson, Esq., of Proskauer Rose LLP; and Hermann D. Bauer, Esq., at O'Neill & Borges LLC are onboard as attorneys. Prime Clerk LLC is the claims and noticing agent. Prime Clerk maintains the case Web site https://cases.primeclerk.com/puertorico Jones Day is serving as counsel to certain ERS bondholders. Paul Weiss is counsel to the Ad Hoc Group of Puerto Rico General Obligation Bondholders. Q TECHNOLOGY: Seeks Chapter 11 Bankruptcy in California ------------------------------------------------------- On May 16, 2025, Q Technology Direct LLC 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 Q Technology Direct LLC Q Technology Direct LLC is a limited liability company. Q Technology Direct LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Cal. Case No. 25-01994) on May 16, 2025. In its petition, the Debtor reports estimated assets between $10 million and $50 million and estimated liabilities between $1 million and $10 million. The Debtors are represented by Michael Jay Berger, Esq. at LAW OFFICES OF MICHAEL JAY BERGER. RITE AID: To Close Baker City and Ontario Stores After Ch.11 Filing ------------------------------------------------------------------- Garrett Christensen of Elkhorn Media Group reports that earlier in May 2025, Rite Aid Corporation filed for Chapter 11 bankruptcy. The company announced it would continue operating and seek buyers for its stores but would close any locations that cannot be sold. In a recent update, Rite Aid confirmed the closure of fourteen additional stores in Oregon, including the Baker City and Ontario locations, the report states. The full list of stores scheduled to close in Oregon is as follows: * 1900 McLoughlin Blvd., Oregon City * 16261 South Highway 101, Harbor * 1400 West 6th Street, The Dalles * 514 NE 181st Avenue, Portland * 2521 South Sixth Street, Klamath Falls * 700 SE 3rd Street, Bend * 728 Southwest 4th Avenue, Ontario * 4041 NW Logan Road, Lincoln City * 2049 West Cascade Avenue, Hood River * 178 West Ellendale Avenue, Dallas * 1217 Campbell Street, Baker City * 44 Michigan Avenue NE, Bandon * 313 South Roosevelt Drive, Seaside * 626 McClaine St., Silverton About Rite Aid Corp. Rite Aid -- http://www.riteaid.com-- is a full-service pharmacy that improves health outcomes. Rite Aid is defining the modern pharmacy by meeting customer needs with a wide range of vehicles that offer convenience, including retail and delivery pharmacy, as well as services offered through our wholly owned subsidiaries, Elixir, Bartell Drugs and Health Dialog. Elixir, Rite Aid's pharmacy benefits and services company, consists of accredited mail and specialty pharmacies, prescription discount programs and an industry leading adjudication platform to offer superior member experience and cost savings. Health Dialog provides healthcare coaching and disease management services via live online and phone health services. Regional chain Bartell Drugs has supported the health and wellness needs in the Seattle area for more than 130 years. Rite Aid employs more than 6,100 pharmacists and operates more than 2,100 retail pharmacy locations across 17 states. The Debtors sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Lead Case No. 23-18993) on Oct. 15, 2023. In the petition signed by Jeffrey S. Stein, chief executive officer and chief restructuring officer, Rite Aid disclosed $7,650,418,000 in total assets and $8,597,866,000 in total liabilities. Judge Michael B. Kaplan oversees the cases. The Debtors tapped Kirkland & Ellis LLP and Kirkland & Ellis International LLP as general bankruptcy counsel, Cole Schotz, P.C., as local bankruptcy counsel, Guggenheim Partners as investment banker, Alvarez & Marsal North America, LLC as financial, tax and restructuring advisor, and Kroll Restructuring Administration as claims and noticing agent. 2nd Attempt Rite Aid Corp. and subsidiaries sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.N.J. Lead Case No. 25-14861) on May 5, 2025. In its petition, the Debtor reports estimated assets and liabilities between $1 billion and $10 billion each. Honorable Bankruptcy Judge Michael B. Kaplan oversees the case. The Debtor is represented by Michael D. Sirota, Esq., Warren A. Usatine, Esq., Felice R. Yudkin, Esq., and Seth Van Aalten, Esq. at COLE SCHOTZ P.C. and Andrew N. Rosenberg, Esq., Alice Belisle Eaton, Esq., Christopher Hopkins, Esq., and Sean A. Mitchell, Esq. at PAUL, WEISS, RIFKIND, WHARTON & GARRISON LLP. Advisors to the Company include Paul, Weiss, Rifkind, Wharton & Garrison LLP (legal), Guggenheim Securities, LLC (investment banking), Alvarez & Marsal (financial), and Joele Frank, Wilkinson Brimmer Katcher (strategic communications). A&G REALTY PARTNERS, LLC is the Debtor's Real Estate Advisory Services Provider and KROLL RESTRUCTURING ADMINISTRATION LLC as Claims & Noticing Agent. RITE AID: 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 cases of New Rite Aid, LLC and its affiliates. The committee members are: 1. RAD Sub-Trust A c/o Emmet, Marvin & Martin LLP 120 Broadway, 32nd Floor New York, NY 10271 Attn: Thomas A. Pitta, Trustee 212-238-2148 tpitta@emmetmarvin.com 2. RAD Sub-Trust B c/o Halperin Battaglia Benzija, LLP 40 Wall St., 37th Fl. New York, NY 10005 Attn: Alan D. Halperin, Trustee 212-765-9100 ahalperin@halperinlaw.net 3. AmerisourceBergen Drug Corporation 1 West First Street Conshohocken, PA 19428 Attn: L. Brian Abbot 610-727-7000 brian.abbott@cencora.com 4. Pension Benefit Guaranty Corporation 445 12th Street SW Washington, DC 20024 Attn: Carl Charlotin 202-229-6611 charlotin.carl@pbgc.gov 5. Realty Income Corporation 11995 El Camino Real San Diego, CA 92130 Attn: Kyle Campbell 858-284-5215 kcampbell@realtyincome.com 6. United Food and Commercial Workers International Union 1775 K Street NW Washington, DC 20006 Attn: Brian Wynn 202-728-1801 bwynn@ufcw.org 7. Iron Mountain Information Management, LLC 1101 Enterprise Drive Royersford, PA 19468 Attn: Barry Hytinen 215-301-1872 barry.hytinen@ironmountain.com 8. U.S. Bank Trust Company, N.A. as Indenture Trustee West Side Flats St. Paul 111 Fillmore Avenue Saint Paul, MN 55107 Attn: David Diaz 952-681-8239 dave.diaz@usbank.com 9. Evergreen-Partners, LLC d/b/a Evergreen Trading 233 Spring St., 5th Fl. New York, NY 10013 Attn: Viktoria Glincman 917-379-4891 vglincman@evergreentrading.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 Rite Aid Rite Aid is a full-service pharmacy committed to improving health outcomes. Rite Aid is defining the modern pharmacy by meeting customer needs with a wide range of solutions that offer convenience, including retail and delivery pharmacy, as well as services offered through the Company's wholly owned subsidiary Bartell Drugs. On the Web: http://www.riteaid.com/ Rite Aid and certain of its subsidiaries previously filed for chapter 11 bankruptcy in October 2023 and emerged from bankruptcy in August 2024. On May 5, 2025, New Rite Aid, LLC and its subsidiaries, including Rite Aid Corporation, commenced voluntary Chapter 11 proceedings (Bankr. D.N.J. Lead Case No. 25-14861). As of the 2025 bankruptcy filing date, Rite Aid operates 1,277 stores and 3 distribution centers in 15 states and employs approximately 24,500 people. Rite Aid is using the Chapter 11 process to pursue a sale of its prescriptions, pharmacy and front-end inventory, and other assets. The cases are being administered by the Honorable Michael B. Kaplan. Paul, Weiss, Rifkind, Wharton & Garrison LLP is serving as legal advisor, Guggenheim Securities, LLC is serving as investment banker, and Alvarez & Marsal is serving as financial advisor to the Company. Joele Frank, Wilkinson Brimmer Katcher is serving as strategic communications advisor to the Company. Kroll is the claims agent and maintains the page https://restructuring.ra.kroll.com/RiteAid2025 Bank of America, N.A., as DIP Agent, is represented by lawyers at Greenberg Traurig, LLP; and Choate Hall & Stewart LLP. RYMAN HOSPITALITY: S&P Raises ICR to 'BB-' on Asset Diversification ------------------------------------------------------------------- S&P Global Ratings raised our issuer credit rating on U.S. lodging REIT Ryman Hospitality Properties Inc. to 'BB-' from 'B+'. S&P raised the issue-level ratings on the company's debt one notch, in line with the issuer credit rating. S&P also assigned its 'BB' issue-level rating to the company's proposed $600 million unsecured notes due 2033. S&P said, "The stable outlook reflects our forecast for EBITDA coverage of interest expense in the mid-3x area through 2026, which is favorable compared with our 2.5x coverage downgrade threshold and partly offsets adjusted net debt to EBITDA of around 5x, which is just under our upwardly revised 5.0x leverage downgrade threshold through 2026. Despite potential macroeconomic headwinds over the next year we are comfortable at the 'BB-' rating despite minimal cushion compared to our leverage downgrade threshold because Ryman benefits from visibility in its forward group bookings. In addition, we expect that capital expenditures will decline as the company completes significant renovations at some of its properties in 2025, which will result in higher free cash flow in 2026. The stable outlook also reflects Ryman's long-term financial target to sustain its measure of net leverage of 4.0x-4.5x, which would typically sustain our measure of net leverage below our 5.0x downgrade threshold. "The upgrade reflects our belief that recent acquisitions and renovation investments have strengthened Ryman's hotel portfolio and good EBITDA coverage of interest expense in the mid-3x area through 2026. Pro forma for its acquisition of the JW Marriott Desert Ridge, including its proposed $600 million unsecured notes issuance, we forecast Ryman's S&P Global Ratings-adjusted leverage will increase to approximately 5.0x in 2025, compared with 4.6x in our previous forecast. This is because Ryman plans to use approximately 70% debt and 30% equity to fund the acquisition. By comparison, when Ryman purchased the JW Marriott Hill Country in 2023 it financed the transaction with 50% debt and 50% equity. We expect leverage will improve to under 5x in 2026 as the company reduces capital expenditures (capex) once it completes significant renovations at some of its Gaylord branded properties and renovations at the Desert Ridge in 2025. "We are raising our rating despite incremental leverage associated with the proposed acquisition because we believe Ryman has strengthened its portfolio over the last several years and will have good EBITDA coverage of interest expense through 2026. Ryman has increased its rooms base through acquisitions and select renovations since 2022 from 9,917 to approximately 12,500 rooms pro forma for the acquisition of the Desert Ridge hotel. Ryman has maintained its long forward booking curve and high total RevPAR focused on large group and association travel, which it estimates was 74% of room nights in 2024. Furthermore, 52% of new group room nights in 2024 were part of multiyear agreements and Ryman estimated 49% of its total revenue is recurring because of such agreements. While events and reservations can be cancelled, Ryman's group forward bookings and client multiyear agreements provide a revenue visibility advantage compared with other rated lodging REITs." The Desert Ridge will add approximately 950 rooms and in 2024 the property generated total RevPAR of $595, partially driven by an average daily rate of $349, which compare favorably to even Ryman's above-average ADR and RevPAR at its existing properties. The Desert Ridge also provides Ryman with incremental geographic diversity and seasonal diversity given the property's strongest results are in the first quarter. As such, S&P raised its leverage threshold at the 'BB-' rating to 5.0x, which is in line with similarly rated peers in the lodging and leisure sector. Ryman is undergoing an approximate $1 billion capex cycle that began in 2023, under which it invested heavily in room renovations and adding meeting spaces at its properties. Additionally, the Desert Ridge hotel is currently undergoing meeting space renovations. S&P said, "While we expect these projects to disrupt EBITDA in 2025, we believe Ryman's revenue visibility and occupancy levels will minimize the impact it will benefit from incremental EBITDA from these projects in future years." In addition, we expect Ryman's capex to normalize to around $200 million-$250 million in 2026 compared with Ryman's budget for $400 million-$450 million in 2025. From 2017 to 2022, Ryman spent on average about $150 million annually in capex to improve the asset quality of its portfolio by adding and renovating rooms, upgrading food and beverage options, and other value enhancing amenities. S&P believes the improvement in Ryman's asset quality and its all-under-one-roof operating model has improved its competitive position compared with peers in the large group travel business. Ryman consistently attracts high-value group customers and provides attractive out-of-room guest spending options, leading to high out-of-room spend and a premium in total RevPAR. This success substantially increased the company's revenue and EBITDA base, and it reported the highest S&P Global Ratings-adjusted EBITDA margin among rated lodging REIT peers. Ryman reported strong operating performance in the first quarter of 2025, with RevPAR and total RevPAR up 10.2% and 9.1% respectively. However, the company recently revised its guidance for RevPAR and total RevPAR down 1% at the midpoint to 1.25%-3.75% and .75%-3.25%, respectively, due to macroeconomic uncertainty, a potential slowdown in group business, and lower government-related business under the new administration. While cancellations increased substantially in the first quarter, primarily due to government spending cuts, Ryman reported strong bookings at record average daily rate (ADR). As of April 1, 2025, the company had approximately $1.5 billion in room revenue on the books over the next five years, 14% higher than booking levels at the same point last year. S&P said, "Furthermore, the company reaffirmed its adjusted EBITDA guidance to $749 million to $801 million, excluding, the Desert Ridge acquisition, as it has managed costs despite softening group demand. In 2025, we expect Ryman to organically grow adjusted EBITDA in the low- to mid-single-digit percent area and keep margins in the low-30% area. We assume the addition of the JW Desert Ridge add approximately $60 million of incremental pro forma EBITDA in 2025." Ryman is well-positioned because of its high asset quality and group forward bookings, which provide good revenue visibility. The company owns high-quality properties targeting groups and convention customers. The increased demand for this type of lodging has been outpacing the increase in supply since before the COVID-19 pandemic, which allowed Ryman to increase its total RevPAR at a faster rate than the overall industry. S&P assumes the supply growth in the U.S. large convention hotel market will be limited over the next couple of years, which could benefit the company's occupancy and rates when demand is strong. In addition, the customers for these properties typically book far in advance, with the company reporting about 50% occupancy at the start of each year, which provides it with good revenue visibility under normal economic conditions. Ryman generates about 70% of its room nights from group customers, which generally account for the majority of its outside-the-room spending. In 2023, Ryman purchased JW Marriott Hill Country hotel in San Antonio, Texas. The acquisition added about 1,000 guest rooms and two PGA-approved golf courses to Ryman's portfolio. In addition, the JW Marriott modestly increased Ryman's exposure to leisure transient as it typically has about 60% of room nights from group and 40% from leisure transient and some brand and geographic diversification. The hotel exposes Ryman to the San Antonio market, a fast-growing city with a well-established convention customer base. S&P expects there will be opportunities to improve occupancy during winter months at the JW Marriott that historically has been below occupancy levels at Ryman's Gaylord Properties. S&P said, "We add the fair value of the put option, stemming from the 2022 Atairos and NBCUniversal strategic investment in Opry Entertainment Group (OEG), to Ryman's S&P Global Ratings-adjusted debt because its redemption is outside of the issuer's control. On June 16, 2022, Atairos and NBCUniversal acquired a 30% equity stake in OEG for $296 million. Following its investment, Atairos retains a put right that allows it to put its shares in OEG back to Ryman at 1.5x its initial investment after four years, in 2026, if Atairos requests an IPO of OEG and Ryman declines. In 2029, it also has the right to put the shares back to Ryman after seven years if OEG has not completed an IPO, sale, or spinoff. Ryman has the option to settle in cash or stock at its sole discretion. The put rights expire if Atairos increases its investment above the original 30% stake. Ryman reports a "non-controlling interest" line item on its balance sheet, which equals the net present value of the IPO put until year four, and fair-market value of the put between years four and seven as long as the put rights remain outstanding. We add this balance to our measure of Ryman's debt because the redemption is outside of its control. To calculate our credit measures, we consolidate Ryman and OEG because Ryman has a majority stake and control of the board. "The stable outlook reflects our forecast for EBITDA coverage of interest expense in the mid-3x area through 2026, which is good compared with our 2.5x downgrade threshold and partly offsets adjusted net debt to EBITDA just under our upwardly revised 5.0x leverage downgrade threshold through 2026. Despite potential macroeconomic headwinds over the next year we are comfortable at the 'BB-' rating despite minimal cushion compared to our leverage downgrade threshold because Ryman benefits from visibility in its forward group bookings. In addition, we expect capex will decline as the company completes significant renovations at some of its properties in 2025, which will result in higher free cash flow in 2026. The stable outlook also reflects Ryman's long-term financial target to sustain its measure of net leverage of 4.0x-4.5x, which would typically sustain our measure of net leverage below our 5.0x downgrade threshold. "We could lower our rating if we expect group and business travel to meaningfully deteriorate due to macroeconomic pressure or an unexpected recession that results in a decline in RevPAR and margin, and Ryman sustains S&P Global Ratings-adjusted leverage above 5x or EBITDA coverage of interest expense below 2.5x. We could also lower our rating if Ryman completes incremental leveraging acquisitions that further increase adjusted leverage over the next 12 months. "While unlikely given Ryman's financial policy and appetite for debt financed acquisitions, we could raise our rating if we believe Ryman will sustain our measure of adjusted leverage below 4.0x over the cycle incorporating investment and development spending." S3 GROUP: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------- Debtor: S3 Group, LLC 1750 N. Siskiyou Ave. Kerman, CA 93630 Business Description: S3 Group, LLC operates as part of Sran Family Orchards, a California-based almond grower and processor. The Company is located in Kerman, California, and is involved in sustainable almond farming practices. Chapter 11 Petition Date: May 20, 2025 Court: United States Bankruptcy Court Northern District of California Case No.: 25-50765 Debtor's Counsel: Jane Kim, Esq. KELLER BENVENUTTI KIM LLP 425 Market Street, 26th Floor San Francisco CA 94105 Tel: (415) 496-6723 Email: jkim@kbkllp.com Estimated Assets: $100 million to $500 million Estimated Liabilities: $100 million to $500 million The petition was signed by Lakhvir Sran as member. A full-text copy of the petition is available for free on PacerMonitor at: https://www.pacermonitor.com/view/MOQKW5I/S3_Group_LLC__canbke-25-50765__0001.0.pdf?mcid=tGE4TAMA List of Debtor's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount 1. Beehero Inc. Trade Payable $1,630,678 4225 S Highland Ave Del Rey, CA 93616 Tel: (559) 515-1301 2. Holland Hulling Company, Inc. Trade Payable $555,776 PO Box 99 Kerman, CA 93630 Tel: (559) 655-8538 3. Merced County Tax Collector Tax Obligation $507,457 2222 M Street Merced, CA 95340-3780 Tel: (209) 385-7631 4. Fresno County Tax Collector Tax Obligations $498,017 PO Box 1192 Fresno, CA 93715-1192 Tel: (559) 600-3482 5. Jayne Avenue Huron, LP Land Lease $350,201 1521 Westbranch Drive Obligation Suite 100 McLean, VA 22102 Attn: Rebecca Mao 6. Central Ave Kerman, LP Land Lease $309,949 1521 Westbranch Drive Obligation Suite 100 McLean, VA 22101 Tel: (805) 377-7701 7. Buttonwillow Warehouse Company Trade Payable $272,080 (conv) PO Box 744634 Los Angeles, CA 90074-4634 Tel: (661) 764-5234 Email: tvanderlei@techag.com 8. PG&E Utilities $244,637 PO Box 997300 Sacramento, CA 95899-7300 Tel: 1-877-311-3276 9. Madera County Tax Collector Tax Obligations $203,681 200 W. 4th Street Madera, CA 93637 Tel: (559) 675-7713 10. Streamline Systems LLC Trade Payable $180,950 306-N West El Norte Pkwy #91 Escondido, CA 92026 Tel: (760) 621-3805 11. Advanced Growth & Trade Payable $175,000 Protection 4 Formula 7000 Setter Ct. Bakersfield, CA 93309 Tel: (559) 289-8818 Email: desousar@sbcglobal.net 12. Butonwillow Warehouse Trade Payable $170,277 Company (Org) PO Box 744634 Los Angeles, CA 90074-4634 Tel: (661) 764-5234 Email: tvanderlei@techag.com 13. Farmitrix, Inc. Trade Payable $111,980 3683 W. Ascroft Ave Fresno, CA 93722 Tel: (559) 776-8502 14. Pebet Family Trust Land Lease $110,920 1342 Desoto Ave Obligation Burlingame, CA 94010 15. Apollo Ag Technologies Trade Payable $91,098 7600 Quattro Dr Chanhassen, MN 55317 Tel: (952) 227-6600 Email: orderadmin@apollooagtech.com 16. Marcel & Christine Land Lease $65,460 Elicagaray Trust Obligation 341 Quintara Street San Francisco, CA 94116 Tel: (559) 994-5239 17. Performance Grading Inc. Trade Payable $63,701 6582 W. Shields Fresno, CA 93723 Tel: (559) 318-7087 Email: performancegradinginc@gmail.com 18. Prubjot Farms Land Lease $63,097 P.O. Box 105 Obligation Kerman, CA 93630 19. County of Fresno Land Lease $61,655 2220 Tulare Street 6th Floor Obligation Fresno, VA 93721 Tel: (559) 600-4287 20. 3H Ag Services Inc. Trade Payable $54,554 14262 Road 23 1/2 Madera, CA 93637 Tel: (559) 507-6841 SALEM 46-48: To Sell Salem Property to Kent 22 for $195K -------------------------------------------------------- Salem 46-48 Market LLC seeks permission from the U.S. Bankruptcy Court for the District of New Jersey, to sell Property, free and clear of liens, interests, and encumbrances. The Debtor's Property is located at 242 Grant Street, Salem City, New Jersey. The Debtor wants to sell the Property to Kent 22 LLC with the purchase price $195,000 payable in cash. The Buyer is not obligated to purchase the Property unless the Debtor can convey good and marketable title. Any objection to the relief being sought must be filed in accordance with the applicable provisions of Rule 9013-1 of the Local Bankruptcy Practice of the United States Bankruptcy Court, District of New Jersey. About Salem 46-48 Market LLC Salem 46-48 Market, LLC filed its voluntary Chapter 11 petition (Bankr. D.N.J. Case No. 25-13445) on April 1, 2025, listing under $1 million in both assets and liabilities. Judge Mark Edward Hall presides over the case. The Debtor tapped Robert C. Nisenson LLC as counsel. SEBASTIAN HABIB: Hires Merbaum Law Group as Special Counsel ----------------------------------------------------------- Sebastian Habib, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Georgia to employ Merbaum Law Group as special counsel. The Debtor needs the firm's legal assistance in connection with a case (Case No. No. 25-D-33) the dispossessory action captioned as Sebastian Habib, LLC v. Shannon Smithson et al., pending in the State Court of Cobb County. The firm will be paid at these rates: Attorneys $350 to $440 per hour Legal assistants $150 to $225 per hour The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. David Merbaum, a partner at Merbaum Law Group, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: David Merbaum Merbaum Law Group 5755 North Point Pkwy Ste 284 Alpharetta, GA 30022 Tel: (678) 393-8232 About Sebastian Habib, LLC Sebastian Habib LLC is a domestic limited liability company headquartered in Woodstock, Georgia. Sebastian Habib LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 25-50148) on January 6, 2025. In its petition, the Debtor reports estimated assets and liabilities between $1 million and $10 million each. Honorable Bankruptcy Judge Lisa Ritchey Craig handles the case. Adam E. Ekbom, Esq. of Jones & Walden LLC represents the Debtor as counsel. SIRENS SONG: Gets Final OK to Use Cash Collateral ------------------------------------------------- Sirens Song Marketing, LLC received final approval from the U.S. Bankruptcy Court for the Southern District of Alabama to use cash collateral. The final order penned by Judge Jerry Oldshue authorized the company to use cash collateral, including receivables and proceeds on its budget, with a 10% permitted variance. Sirens projects total operational expenses of $319,398 for the period from April to June. Creditors with interests in the cash collateral will be provided with protection in the form of a replacement lien on the company's assets similar to their pre-bankruptcy collateral. Sirens intends to use cash collateral to fund essential business operations as detailed in its budget. Expenses to be paid include wages, contractor payments, rent, utilities, laundry supplies, equipment loans, and other standard operating costs, along with administrative expenses associated with the bankruptcy. About Sirens Song Marketing Sirens Song Marketing, LLC provides cleaning and laundry services for vacation properties in Alabama's Gulf Coast and Gatlinburg, Tenn. Sirens filed Chapter 11 petition (Bankr. S.D. Ala. Case No. 25-11041) on April 17, 2025, listing up to $500,000 in assets and up to $1 million in liabilities. Shields W. Smith, Jr., company owner, signed the petition. Judge Jerry C. Oldshue oversees the case. Alexandra K. Garrett, Esq., at Silver Voit Garrett & Watkins, represents the Debtor as legal counsel. SPECIALTY CARTRIDGE: Gets Interim OK to Use Cash Collateral ----------------------------------------------------------- Specialty Cartridge, Inc. got the green light from the U.S. Bankruptcy Court for the Northern District of Georgia to use cash collateral. The order penned by Judge Paul Bonapfel authorized the company's interim use of cash collateral to fund its operations through the date of the final hearing. The final hearing is scheduled for June 12, at 11:00 a.m. Specialty Cartridge claims it owes Pinnacle Bank approximately $6.18 million under various loan and lease agreements. As protection for the use of its cash collateral, Pinnacle Bank was granted a replacement lien on assets acquired by the company after the petition date. These assets do not include Chapter 5 proceeds. A copy of the court's order and the budget is available at https://shorturl.at/HyM7J from PacerMonitor.com. Pinnacle Bank is represented by: Michael B. Pugh, Esq. Thompson, O'Brien, Kappler & Nasuti, P.C. 2 Sun Court, Suite 400 Peachtree Corners, GA 30092 Telephone: (770) 925-0111 Fax: (770) 925-8597 mpugh@tokn.com About Specialty Cartridge Inc. Specialty Cartridge, Inc., doing business as Atlanta Arms, manufactures precision ammunition for handguns and rifles. Based in Covington, Ga., 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 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 reported total assets of $15,065,301 and total liabilities of $8,137,719. The Debtor is represented by G. Frank Nason, IV, Esq., at Lamberth, Cifelli, Ellis & Nason, P.A. STRATHCONA RESOURCES: S&P Places 'B+' ICR on Watch Positive ----------------------------------------------------------- S&P Global Ratings placed its 'B+' issuer credit rating on Strathcona Resources Ltd. on CreditWatch with positive implications. At the same time, S&P affirmed its 'BB-' issue-level rating on its unsecured notes. On May 14, 2025, Strathcona Resources Ltd., an Alberta-based oil and gas exploration and production company, announced it would sell its assets in the Montney through three separate transactions for total proceeds of about C$2.84 billion, becoming a pure-play oil sands producer. S&P said, "The CreditWatch placement reflects the likelihood that we will raise our ratings on Strathcona by one notch following the close of the Montney transactions and assuming debt paydown. Subsequently, the company announced its intention to make a formal offer to acquire MEG Energy Corp., an Alberta-based pure-play oil sands producer, at an implied deal value of about C$5.9 billion, using about 82% common equity and 18% cash, which would bolster its scale while maintaining strong credit measures. "Our placement of our 'B+' issuer credit rating on CreditWatch with positive implications reflects the likelihood that we will raise our rating on Strathcona by one notch following the close of its Montney asset sales given our expectation of debt repayment and improved credit measures." Strathcona announced it has entered into definitive agreements to sell its Montney assets for combined proceeds of C$2.84 billion. The sales have been agreed to in three separate transactions with ARC Resources Ltd., Tourmaline Oil Corp., and an unnamed third buyer. The proceeds comprise C$2.4 billion of cash, C$292 million of common shares of Tourmaline, and C$145 million of assumed lease obligations. The Montney assets produced about 70,000 barrels of oil equivalent (boe) per day in the first quarter of 2025, out of Strathcona's total production of about 195,000 boe/d. Pro forma for the sales, Strathcona will become a pure-play Canadian oil sands producer with production of about 120,000 barrels of oil (bbl) per day, including 95,000 bbl/d from its thermal oil projects in the Cold Lake region and 25,000 bbl/d of conventional heavy oil production in the Lloydminster region. S&P said, "Our positive CreditWatch placement assumes the company will use proceeds for debt reduction, resulting in improved credit measures following the transactions. We expect Strathcona will primarily use the cash to repay borrowings on its C$3 billion revolving credit facility (RCF), which had about C$1.95 billion drawn as of March 31, 2025. The facility size was increased to C$3 billion from C$2.5 billion effective April 25, 2025, and matures on March 28, 2028. In addition, we expect the company will address its August 2026 notes well ahead of maturity, as the notes become callable at par in August 2025. We anticipate average funds from operations (FFO) to debt will improve from the 50%-60% range in 2025 and 2026, to comfortably above 100% pro forma for the Montney divestments, supporting the higher rating despite the company's smaller scale." The potential MEG Energy acquisition would bolster scale and maintain strong credit measures. Following the above announcements, Strathcona disclosed it had acquired a more than 9% stake in MEG Energy (BB-/Stable/--) through open market purchases, and announced it planned to launch a formal takeover bid for the company in the coming weeks. Current expected offer terms value the acquisition at about C$5.9 billion and Strathcona would fund the transaction with about 82% equity and 18% cash. MEG Energy is a pure-play oil sands producer with about 100,000 bbl/d of production in the Christina Lake region. In a scenario where the MEG takeover offer is accepted and under the current proposed terms, we would continue to expect to raise our rating on Strathcona by one notch; this also assumes the company reduces debt and maintains appropriate credit measures. The combined company would be a pure-play oil sands producer with current production of about 220,000 bbl/d and 1.8 billion boe of net proved reserves as of Dec. 31, 2024. S&P said, "Our issue-level rating on Strathcona's senior unsecured notes remains 'BB-'. We affirmed our 'BB-' issue level rating on the company's senior unsecured notes, given our expectation that the '2' recovery rating--which currently provides a one-notch uplift from our current 'B+' issuer credit rating--would be capped at a '3' recovery rating if the issuer credit rating was raised to 'BB-', and thus would not be raised as a result of a higher issuer credit rating. We cap issue-level ratings at '3' when the issuer credit rating is in the 'BB' category because we assume, based on empirical analysis, the size and ranking of debt claims will change prior to a hypothetical default. "The CreditWatch placement reflects the likelihood that we will raise our ratings on Strathcona by one notch following the close of the Montney transactions and assuming subsequent debt paydown. We would not expect the rating to to initially change if the company is successful in its takeover attempt of MEG Energy, assuming appropriate debt measures are maintained. We expect to resolve the CreditWatch around the time of the close of the Montney transactions, which we anticipate in the third quarter 2025." STS RENEWABLES: Chapter 15 Case Summary --------------------------------------- Lead Debtor: STS Renewables Ltd. 365 Bloor St. E Suite 400 Toronto, Ontario, Canada M4W 1H7 Canada Business Description: Subterra is a vertically integrated developer of geothermal energy systems that supplies renewable heating and cooling solutions to multi-residential building developers. It operates two core segments: a utility development business using an energy-as-a-service model and a drilling business that supports geothermal and resource exploration. Subterra operates across Canada and the U.S. and is wholly owned by STS Renewables, a private Canadian company. Chapter 15 Petition Date: May 15, 2025 Court: United States Bankruptcy Court District of Delaware Nine affiliates that concurrently filed voluntary petitions for relief under Chapter 15 of the Bankruptcy Code: Debtor Case No. ------ -------- STS Renewables Ltd. (Lead Case) 25-10884 Earth Drilling Co. Ltd. 25-10885 On Track Drilling Inc. 25-10886 Subterra Capital Partners Inc. 25-10887 Subterra Development Ltd. 25-10888 STS Renewables Earth USA Acquisition Co. Ltd. 25-10889 Earth Drilling Co. Ltd. 25-10890 Subterra Capital Partners US Inc. 25-10891 Harris Exploration Drilling & Associates, Inc. 25-10892 Judge: Hon. Karen B Owens Foreign Representative: STS Renewables Ltd. 365 Bloor St. E, Suite 400 Toronto, Ontario, Canada M4W 1H7 Canada Signatory: Matthew Tokarik, President of Subterra Capital Partners Inc. Foreign Proceeding: Ontario Superior Court of Justice (Commercial List), Court File No. CV- 25-00743275-00CL Foreign Representative's Counsel: Steven W. Golden, Esq. Colin R. Robinson, Esq. Brooke E. Wilson, Esq. PACHULSKI STANG ZIEHL & JONES LLP 919 North Market Street, 17th Floor Wilmington, Delaware 19899-8705 Tel: 302-652-4100 212-561-7715 Fax: 302-652-4400 Email: sgolden@pszjlaw.com crobinson@pszjlaw.com bwilson@pszjlaw.com Estimated Assets: Unknown Estimated Debt: Unknown A full-text copy of the Lead Debtor's Chapter 15 petiton is available for free on PacerMonitor at: https://www.pacermonitor.com/view/46LWTIA/STS_Renewables_Ltd_and_STS_Renewables__debke-25-10884__0001.0.pdf?mcid=tGE4TAMA SWAIN LANDING: Seeks Subchapter V Bankruptcy in D.C. ---------------------------------------------------- On May 15, 2025, Swain Landing LaPlata JC LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the District of Columbia. According to court filing, the Debtor reports $1,785,000 in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. About Swain Landing LaPlata JC LLC Swain Landing LaPlata JC LLC operates as a land subdivider and developer and holds an interest in the property at 10524 La Plata Road, La Plata, Maryland, valued at $1.3 million. The Company has lost this singular real estate asset due to rescission but believes it may be able to avoid the rescission through rights under Chapter 5 of Title 11 of the U.S. Bankruptcy Code. If successful, Swain Landing aims to develop the property and use the proceeds to pay creditors. Swain Landing LaPlata JC LLCsought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.C. Case No. 25-00184) on May 15, 2025. In its petition, the Debtor reports total assets of $1,299,500 and total liabilities of $1,785,000. Honorable Bankruptcy Judge Elizabeth L. Gunn handles the case. The Debtors are represented by Maurice Verstandig, Esq. at THE BELMONT FIRM. SYNTHEGO CORP: 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 Synthego Corporation. About Synthego Corp. Synthego Corp. is a supplier of gene-editing tools to drug developers and researchers. It is based in Redwood City, Calif. Synthego sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 25-10823) on May 5, 2025. In its petition, the Debtor reported assets between $50 million and $100 million and liabilities between $100 million and $500 million. Judge Mary F. Walrath handles the case. James E O'Neill, Esq., at Pachulski Stang Ziehl & Jones, LLP is the Debtor's legal counsel. Perceptive Credit Holdings III, LP, as DIP Lender, is represented by: Christopher M. Samis, Esq. Brett M. Haywood, Esq. Shannon A. Forshay, Esq. Potter Anderson & Corroon, LLP 1313 N. Market Street, 6th Floor Wilmington, DE 19801 Telephone: (302) 984-6000 Facsimile: (302) 658-1192 csamis@potteranderson.com bhaywood@potteranderson.com sforshay@potteranderson.com -- and -- James A. Newton, Esq. Miranda K. Russell, Esq. Ilayna Guevrekian, Esq. Morrison & Foerster, LLP 250 West 55th Street New York, NY 10019-9601 Telephone: (212) 468-8000 Facsimile: (212) 468-7900 jnewton@mofo.com mrussell@mofo.com iguevrekian@mofo.com THUNDER INTERNATIONAL: Seeks Chapter 11 Bankruptcy in New Jersey ---------------------------------------------------------------- On May 15, 2025, Thunder International Group Inc. filed Chapter 11 protection in the U.S. Bankruptcy Court for the District of New Jersey. According to court filing, the Debtor reports between $1 million and $10 million in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. About Thunder International Group Inc. Thunder International Group Inc. is a fifth-party logistics (5PL) provider specializing in omni-channel logistics solutions for commerce and e-commerce sellers. The Company operates nine warehouses across six U.S. states, offering services including nationwide fulfillment, drop shipping, air and ocean freight, global shipping, industrial inspection and maintenance, bonded zones, reverse logistics, and cross-border e-commerce branding. Thunder International Group Inc. and affiliates sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.N.J. Lead Case No. 25-15229) on May 15, 2025. In its petition, the Debtor reports estimated assets and liabilities between $1 million and $10 million each. Honorable Bankruptcy Judge John K. Sherwood handles the case. The Debtors are represented by James C. Vandermark, Esq. and Jeremiah J. Vandermark, Esq. at WHITE AND WILLIAMS LLP TOWN LOUNGE: Seeks Subchapter V Bankruptcy in Nevada ---------------------------------------------------- On May 14, 2025, Town Lounge Centennial LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the District of Nevada. According to court filing, the Debtor reports between $1 million and $10 million in debt owed to 50 and 99 creditors. The petition states funds will be available to unsecured creditors. About Town Lounge Centennial LLC Town Lounge Centennial LLC operates the Born and Raised Centennial bar and grill located in Las Vegas, Nevada. The establishment offers American cuisine and a full-service bar, featuring dishes like sliders, burgers, and Tex-Mex specialties. Town Lounge Centennial LLC sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Nev. Case No. 25-12758) on May 14, 2025. In its petition, the Debtor reports estimated assets and liabilities between $1 million and $10 million each. The Debtors are represented by Mitchell Stipp, Esq. at LAW OFFICE OF MITCHELL STIPP, P.C. TZADIK SIOUX FALLS III: Seeks Chapter 11 Bankruptcy in Florida -------------------------------------------------------------- On May 14, 2025, Tzadik Sioux Falls Portfolio III LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the Southern District of Florida. According to court filing, the Debtor reports $13,794,805 in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. About Tzadik Sioux Falls Portfolio III LLC Tzadik Sioux Falls Portfolio III LLC owns and manages multifamily residential properties. The Company operates under Tzadik Management, which focuses on apartment buildings, primarily in Sioux Falls and Rapid City, South Dakota. Tzadik Sioux Falls Portfolio III LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 25-15387) on May 14, 2025. In its petition, the Debtor reports total assets of $28,200,000 and total liabilities of $13,794,805. Honorable Bankruptcy Judge Scott M. Grossman handles the case. The Debtors are represented by Brett Liberman, Esq. at EDELBOIM LIEBERMAN PLLC. UNIFIED SCIENCE: Seeks Chapter 11 Bankruptcy in Wisconsin --------------------------------------------------------- On May 19, 2025, Unified Science LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the Western District of Wisconsin. According to court filing, the Debtor reports between $10 million and $50 million in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. About Unified Science LLC Unified Science LLC, d/b/a United Science, provides services, consulting, and manufacturing for the pharmaceutical and nutraceutical industries. The Company offers product development, process engineering, analytical development, and compliance services. It positions itself as a scientific partner supporting clients from development through to product launch. Unified Science LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Wis. Case No. 25-11162) on May 19, 2025. In its petition, the Debtor reports estimated assets between $1 million and $10 million and estimated liabilities between $10 million and $50 million. Honorable Bankruptcy Judge Catherine J. Furay handles the case. The Debtors are represented by Evan M. Swenson, Esq. at SWENSON LAW GROUP, LLC. URBAN ONE: Zazove Associates Holds 11.5% Equity Stake ----------------------------------------------------- Zazove Associates LLC, Zazove Associates, Inc., and Gene T. Pretti disclosed in a Schedule 13G (Amendment No. 1) filed with the U.S. Securities and Exchange Commission that as of May 1, 2025, they beneficially owned 752,693 shares of Urban One, Inc.'s common stock. The shares are held with sole voting and dispositive power, representing approximately 11.5% of the outstanding common stock. Zazove may be reached through: Sam Ginocchio, Chief Compliance Officer 1001 Tahoe Blvd., Incline Village, NV 89451 775-2989-7500 A full-text copy of Zazove's SEC report is available at: https://tinyurl.com/52rx7z3j About Urban One Urban One, Inc., formerly known as Radio One, Inc., headquartered in Silver Spring, Md., is an urban-oriented multimedia company that operates or owns interests in radio broadcasting stations (32% of revenue as of LTM Q4 2022) generated by 66 stations in 13 markets, cable television networks (43% of revenue), an 80% ownership in Reach Media (9% of revenue), and ownership of Interactive One, its digital platform, as well as other internet-based properties (16% of revenue), largely targeting an African-American and urban audience. The Chairperson, Catherine L. Hughes, and President, Alfred C. Liggins III (Chairperson's son), maintain voting control and hold a significant ownership position. The Company reported consolidated revenue of $485 million as of LTM Q4 2022. As of September 30, 2024, Urban One had $962.6 million in total assets, $747.2 million in total liabilities, $10.6 million in redeemable non-controlling interests, and $204.8 million in total stockholders' equity. * * * In April 2025, Moody's Ratings downgraded Urban One, Inc.'s Corporate Family Rating to Caa2 from B3, Probability of Default Rating to Caa2-PD from B3-PD and senior secured notes rating to Caa2 from B3. The Speculative Grade Liquidity Rating (SGL) remains unchanged at SGL-2. The outlook remains negative. The downgrade of the CFR reflects Urban One's operating performance, which fell short of Moody's expectations due to sustained challenges in the broadcast radio and cable TV segments, such as subscriber attrition and lower audience engagement. These risks raise the possibility of distressed debt exchanges, especially given elevated leverage, Urban One's weak equity valuation (market capitalization of $36 million) and low debt trading levels. There is limited visibility into the pace of future subscriber losses and whether radio advertising demand will stabilize. "Although Moody's expects Urban One to maintain good liquidity, the company's cable TV segment faces significant pressures due to consistent declines in cable subscribers, leading to reduced affiliate revenues. As a result, Moody's expects adjusted debt to EBITDA to increase to the mid to high 6x range over the next 12 months" said Alison Chisuhl Jung, a Moody's Ratings VP-Senior Analyst. US COATING: Gets Extension to Access Cash Collateral ---------------------------------------------------- US Coating Specialists, LLC received another extension from the U.S. Bankruptcy Court for the Southern District of Florida, West Palm Beach Division, to use cash collateral. The interim order penned by Judge Mindy Mora authorized the company's continued use of 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 its lenders. This authorization will continue until further order of the court. US Coating Specialists projects total operational expenses of $250,442.74 for May. The U.S. Small Business Administration and Leaf Capital Funding, LLC may assert an interest in the cash collateral. As protection for the use of their cash collateral, both lenders were granted a post-petition lien on the cash collateral to the same extent and with the same validity and priority as their pre-bankruptcy lien. As additional protection to the lenders, US Coating Specialists was ordered to keep its property insured as per their loan and security agreements. The next hearing is scheduled for May 29. About US Coating Specialists US Coating Specialists, LLC is a licensed commercial roofing company in Florida, offering services like SPF spray foam, silicone, and metal roofing. It also provides roof repairs, maintenance, and emergency services for commercial and industrial buildings. The company works with trusted partners and offers financing options for new roofing systems. US Coating Specialists filed Chapter 11 petition (Bankr. S.D. Fla. Case No. 25-11972) on February 25, 2025, listing up to $10 million in both assets and liabilities. Anthony Flett, chief executive officer of US Coating Specialists, signed the petition. Judge Mindy A. Mora oversees the case. Mark F. Robens, Esq., at Stichter, Riedel, Blain, & Postler P.A., represents the Debtor as legal counsel. Leaf Capital Funding, LLC, as lender, may be reached at: Brian Kestenbaum Manager 110 S. Poplar Street, Suite 101 Wilmington, DE 19108 Email: sbarnett@leafnow.com VISTRA CORP: S&P Alters Outlook to Positive, Affirms 'BB+' ICR -------------------------------------------------------------- S&P Global Ratings revised the outlook to positive from stable and affirmed its ratings on Vistra Corp. (Vistra), including its 'BB+' issuer credit rating, its 'BBB-' rating on the senior secured debt, and its 'BB+' rating on the senior unsecured debt. The '1' recovery rating on the senior secured debt and '3' recovery rating on the senior unsecured debt are unchanged. The positive outlook reflects the possibility of an upgrade over the next six-12 months if Vistra appears to be on track to sustain leverage near 2.75x, while maintaining its capital-allocation priorities and strong operational performance. Vistra is proposing to acquire natural gas assets from Lotus Infrastructure Partners (Lotus) for a total cost of about $1.9 billion. The acquired assets are a portfolio of seven natural gas-fired assets totaling 2.6 gigawatts (GW). At the same time, Vistra continues to benefit from robust performance in its home market, the Electric Reliability Council of Texas (ERCOT), strong retail performance, and improved Pennsylvania-New Jersey-Maryland (PJM) base residual auction results. S&P said, "Credit metrics are projected to improve to about 2.6x-2.8xby 2026, which we view as commensurate with an investment-grade rating. We now expect leverage of about 3.4x-3.5x for 2025, falling to 2.6x-2.8x by 2026, largely driven by EBITDA expansion. The rapid improvement in Vistra's credit metrics is due to strong fundamentals in the company's main market, ERCOT, improved PJM auctions, and robust retail results. We project S&P Global Ratings-adjusted EBITDA above $7 billion for 2026, increasing from the high $5 billion area in 2025. The company is highly hedged at about 99% of total generation in 2025 and 90% in 2026, which should provide good revenue visibility. "We view the proposed financing of the transaction as largely credit neutral. Vistra will use a mix of debt and cash on the balance sheet to finance about $950 million. The company will assume the debt outstanding at the acquired assets. We project that the term loan B outstanding at closing (late 2025 or early 2026) will be about $950 million. "We anticipate the company will maintain leverage at about 2.75x. Vistra's strong free cash flow conversion rate, at about 50%-60% of EBITDA, results in large discretionary cash flows. As a result, the company has ample flexibility when making capital-allocation decisions, such as proceeding with the proposed acquisition, while continuing its share-repurchase program and investing in its fleet. We believe the company can maintain leverage at levels we view as commensurate with an investment-grade rating, at about 2.75x debt to EBITDA and 15% free operating cash flow (FOCF) to debt. FOCF is projected to increase to about 20%-23% by 2026 from about 14% in 2025. We view FOCF metrics as particularly relevant for companies that have nuclear assets in their fleet, given that nuclear fuel costs are typically capitalized." The proposed transaction modestly strengthens Vistra's footprint in PJM. With this acquisition, about 35% of Vistra's capacity will be in PJM (up from about 30% currently). The portfolio consists of seven natural gas-fired assets totaling 2.6 GW, including a mix of baseload and peaking assets. The 1.3 GW Fairless Power Station is an efficient combined cycle gas turbine in Pennsylvania within the PJM power market. The facility has a track record of high dispatch, given that it is not subject to the Regional Greenhouse Gas Initiative (RGGI), but can export to neighboring RGGI states. The acquisition also increases Vistra's exposure to capacity markets. Peaking assets such as Garrison typically generate most of their revenues from capacity prices. The agreement reached between Pennsylvania and PJM, which sets a price cap of $325 per megawatt-day (/MW-day) and a floor price of $175/MW-day for the next two auctions (2026-2027 and 2027-2028), improves future cash flow visibility. The addition of this portfolio could add about $150 million of capacity revenues to Vistra's currently projected $1 billion for 2026, which S&P views as credit positive. Vistra continues to add to its fleet through new projects. The company has a robust pipeline of projects, which should further strengthen its fleet. Vistra has largely procured most of the equipment for its ongoing projects, which should mitigate the impact from tariffs or other disruptions. The company's renewable development pipeline is composed of 14 projects, which will add about 871 megawatts (MW) of solar assets and 206 MW of energy storage capacity, once completed. S&P views a more robust renewable fleet as credit positive, given that renewable assets are typically well contracted. S&P views the fire that occurred at the Moss Landing (ML) Phase 1 battery project as an isolated incident and not reflective of Vistra's performance as a developer. This unit is one of Vistra's earlier battery energy storage system (BESS) projects, with a different technology than its subsequent BESS assets. ML Phase 2 and 3, which were not damaged during the incident, remain offline, but we expect Phase 3 should resume operations this year. The company expects to receive $500 million in insurance coverage, which will cover the full writeoff the ML Phase 1 unit. Vistra also plans to add to its dispatchable power position in ERCOT. The company could build up to 2,000 MW of dispatchable natural gas-fueled generation in Texas. This would include up to 860 MW of advanced simple-cycle peakers, the repowering of the Coleto Creek Power plant to a gas-fueled plant, and up to 500 MW of upgrades at existing plants. The company also anticipates receiving some low-cost funding from the Texas Energy Fund (TEF), which will help support its underlying economics. Fundamentals in ERCOT remain supportive and highlight the need for reliable generation. The projected load growth in ERCOT is supportive of robust power prices, which is meaningful for Vistra because it generates about half its revenue in Texas. This growing demand has resulted in robust around-the-clock prices in ERCOT, which are projected to be about $55 per megawatt hour (/MWh) by 2026. Load from data centers, cryptocurrency miners, broader electrification, expanding population, and growth in the Permian is increasing. Uncertainty remains regarding ultimate load growth: ERCOT projects 138 GW load by 2030 (from 87 GW in 2025), with 22 GW of that demand from data centers. Although S&P doesn't have full visibility, most market participants anticipate a supply gap, with real load growth ranging from 10 GW to 35 GW. Regulators are very aware of this gap and the need to maintain grid resiliency while facing increased renewable penetration and more extreme weather events. The Public Utility Commission of Texas is offering low-cost, long-term funding for up to 10 GW of dispatchable generation under the TEF loan program. The Texas Senate has also passed bills recently, including Senate Bill (SB) 6, which aims to establish transmission standards for large-load customers; and SB 388, which favors non-BESS dispatchable generation. S&P will continue monitoring the progress of those initiatives and their potential impact on ERCOT. S&P said, "The positive outlook reflects the possibility that we will raise our rating on Vistra if it maintains leverage at about 2.75x and FOC to debt above 15%. We also expect that deleveraging will be driven by EBITDA expansion given the positive secular trends, as well as robust operational and retail performance. We could also take a positive rating action if we view the company as having strengthened its competitive position relative to that of peers." S&P could revise the outlook to stable if leverage increases above 2.75x and FOCF to debt falls below 15% and remains at that level. This could occur if: -- Vistra revises its financial policies, which results in higher-than-expected debt financing or share buybacks; -- The company's performance in the wholesale or retail segments is below expectations; or -- Vistra experiences material operational issues that negatively affect its ability to generate power and settle its hedges. S&P could raise its ratings if it forecasts that Vistra will sustain leverage at about 2.75x and FOCF to debt above 15% or S&P views the company as having strengthened its competitive position relative to that of peers. S&P's revision of its business risk profile could be driven by a combination of the following factors: -- Sustained cash flow visibility, driven either by contractedness and/or continued regulatory support, ratable hedging strategy -- A track record of the retail segment acting as a countercyclical hedge to wholesale volatility -- Diversified fleet and fuel, that mitigates the impact of any specific market disruptions VIVA LIBRE: Gets Interim OK to Use Cash Collateral Until July 15 ---------------------------------------------------------------- Viva Libre Restaurant Concepts, Inc. got the green light from the U.S. Bankruptcy Court for the Central District of California, Santa Ana Division to use cash collateral. The order authorized the company's interim use of cash collateral through July 15 to pay the expenses set forth in its budget. The U.S. Small Business Administration, a secured creditor, is owed $547,000, which stemmed from a Covid business loan it provided to Viva Libre. While other creditors may allege security interests, there is no available assets exceeding the value of SBA's estimated claim. As protection for the use of its cash collateral, SBA will be granted a replacement lien and will continue to receive contractual payments. A final hearing is scheduled for July 15. About Viva Libre Restaurant Concepts Viva Libre Restaurant Concepts Inc. operates Blue Agave Southwest Grill, a Mexican and Southwestern fusion restaurant based in Yorba Linda, California. The restaurant offers dishes like Mahi Mahi, Mazatlan Mango Wrap and Montego Bay Coconut Shrimp. Viva Libre filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. C.D. Calif. Case No. 25-11186) on May 1, 2025. In its petition, the Debtor reported between $500,000 and $1 million in assets and between $1 million and $10 million in liabilities. Judge Theodor Albert handles the case. The Debtor is represented by Christopher James Langley, Esq., at Shioda Langley & Chang, LLP. WARNER BROS: S&P Downgrades ICR to 'BB+' on Weak Credit Metrics --------------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating on to 'BB+' on Warner Bros. Discovery Inc. (WBD). The stable outlook reflects S&P's expectations that WBD's linear networks revenue and EBITDA declines will offset growth at its streaming and studio segments such that its S&P Global Ratings-adjusted EBITDA remains about $9 billion. As a result, the company will modestly reduce leverage to 4.3x by the end of 2025 and to 3.9x in 2026, primarily through cash flow generation. S&P said, "We lowered our 2025 and 2026 forecast due to continued challenges in WBD's linear television networks segment, which we forecast will offset growth at its studio and streaming segments. WBD's challenges at its global networks segment is offsetting growth at its streaming and studio segments. We now forecast EBITDA at global networks will decline 20% to $6.5 billion due to accelerating revenue declines and elevated content costs from newly acquired sports rights content coupled with its last year of NBA rights in 2025. We expect linear advertising to decline 11% due to continued pressure on audience ratings and less sports than peers. We also anticipate linear distribution will decline 8% due to slower rates of price increases and more of the subscription fees being allocated to streaming in its distribution deals that were renewed in 2024. WBD's total advertising and distribution performance has lagged peers due to its higher exposure to general entertainment content, weaker portfolio of domestic sports rights, which is further exacerbated by the loss of the NBA broadcast rights after the 2024/2025 season, and a smaller base of ad-supported streaming subscribers." Advertising revenue growth (%) 3/31/2024 6/30/2024 9/30/2024 12/31/2024 3/31/2025 WBD (6.5) (3.5) (6.3) (12.3) (7.8) Paramount 16.8 (6.0) 1.9 (1.3) (18.8) Fox (34.1) (0.1) 10.8 21.0 64.9 Disney 6.1 7.8 3.1 (3.2) 1.2 AMC (10.1) (0.4) (6.5) (5.0) (12.1) Comcast 0.0 (1.8) 75.0 0.4 (6.9) Sources: S&P Global Ratings and company reports. Distribution revenue growth (%) 3/31/2024 6/30/2024 9/30/2024 12/31/2024 3/31/2025 WBD (3.4) (5.0) (2.1) 0.1 (2.0) Paramount 5.6 1.2 (1.4) (1.1) 1.2 Fox 4.4 5.0 5.9 6.3 3.5 Disney 3.8 4.8 4.9 4.3 2.6 AMC (7.6) (4.8) (6.1) (3.1) (4.1) Comcast 7.3 5.7 19.1 5.0 0.6 Sources: S&P Global Ratings and company reports. S&P said, "As a result of our flat EBITDA expectations in 2025 and 2026, we now forecast WBD's S&P Global Ratings-adjusted leverage will only improve to 4.3x in 2025 and 3.9x in 2026 from 4.8x as of the end of 2024. This improvement will come from approximately $4 billion of annual free operating cash flow (FOCF). This pace of leverage reduction is significantly slower than we had previously expected. "We do not expect WBD to materially accelerate deleveraging through asset sales, but to instead prioritize investment in its growth businesses, which will extend the deleveraging path. Since we changed the outlook to negative in August 2024, the company has not completed any inorganic deleveraging actions to accelerate the pace of deleveraging. Given our expectations for higher leverage at the end of 2025, we no longer think the company will be able to undertake sufficient inorganic deleveraging actions like asset sales or issue equity or equity-like instruments that could reduce leverage to our 3.5x threshold for the rating. "We view it as more likely that the company will seek to maximize its long-term growth opportunities, particularly at its streaming segment, which may slow the pace of deleveraging. The company has seen healthy EBITDA growth at its streaming segment--EBITDA increased to $677 million in 2024 from $103 million in 2023--and we expect further growth to over $1.3 billion in 2025. However, we expect the pace of EBITDA growth to moderate in 2026 as the company seeks to balance EBITDA growth with reinvestment in content, marketing, and international growth as it launches in key markets like the U.K. While this strategy may maximize its long-term growth potential, it signals a tolerance to maintain leverage above the 3.5x threshold for the rating beyond 2026. "A potential separation of WBD is not factored into our current rating, but any separation of the company into a growth company (Streaming & Studios) and a Global Linear Networks company would be a credit negative. The company announced in December 2024 that it was undertaking an internal reorganization that would align it into two distinct operating divisions (Global Linear Networks and Streaming & Studios). Management stated the purpose of this reorganization was to align the growth businesses (Studios & Streaming) to effectuate its growth strategy and to focus the networks business to maximize profitability and allow the company to enhance its strategic flexibility and create potential opportunities to unlock additional shareholder value. The company further announced in May 2025 that it completed the reorganization. A potential split of the company is not factored into our current rating as it has not announced any specific plans or a formal transaction. While we are not aware that WBD has made a decision on a potential split of the company, a separation would likely pressure ratings because it would weaken our view on the individual businesses, particularly the Global Linear Networks company, due to ongoing secular pressure in the linear television ecosystem. "The stable outlook reflects our expectations that WBD's linear networks revenue and EBITDA declines will offset growth at its streaming and studio segments such that EBITDA is relatively flat. As a result, the company will modestly reduce leverage to 4.3x by the end of 2025 and 3.9x in 2026, primarily through cash flow generation." S&P could lower its ratings if: -- The company faces sustained EBITDA declines that result in leverage remaining above 4.25x beyond 2026; or -- FOCF weakens such that FOCF to debt declines below 5% on a sustained basis. S&P said, "Alternatively, we could tighten our 4.25x leverage or 5% FOCF to debt thresholds for the rating, or even lower the rating, if the company's business trends weaken significantly and its ability to monetize content in a changing media ecosystem materially declines. "We could raise the rating if WBD sustains growing revenue and EBITDA while reducing leverage to 3.5x and maintaining FOCF to debt above 10% on a sustained basis." WINTHROP STREET: Seeks Chapter 11 Bankruptcy in Massachusetts ------------------------------------------------------------- On May 18, 2025, Winthrop Street-Morra Solar LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the District of Massachusetts. 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 Winthrop Street-Morra Solar LLC Winthrop Street - Morra Solar LLC is a limited liability company. Winthrop Street - Morra Solar LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Mass. Case No. 25-11014) on May 18, 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 Christopher J. Panos handles the case. The Debtors are represented by D. Ethan Jeffery, Esq. at MURPHY & KING, PROFESSIONAL CORPORATION. WOLFSPEED INC: Prepares Chapter 11 Bankruptcy Filing ---------------------------------------------------- The Wall Street Journal reports that semiconductor supplier Wolfspeed is reportedly preparing to file for bankruptcy within weeks as it struggles to manage its increasing debt, according to sources cited by the Wall Street Journal. The company plans to file for Chapter 11 bankruptcy with the backing of most of its creditors, after rejecting several out-of-court debt restructuring offers, the report stated. Following the news, the company's shares dropped more than 57% in after-hours trading. Wolfspeed has been facing weak demand in the industrial and automotive sectors, along with uncertainties caused by tariffs, according to report. Wolfspeed declined to comment when approached by Reuters. Specializing in silicon carbide chip production, Wolfspeed recently raised concerns about its ability to continue operating and forecasted lower-than-expected annual revenue, the report states. The company anticipates revenue of $850 million in 2026, below analysts’ estimate of $958.7 million, the report relays. About Wolfspeed Inc. Wolfspeed, Inc. is an innovator of wide bandgap semiconductors, focused on silicon carbide materials and devices for power applications. Its product families include silicon carbide materials and power devices targeted for various applications such as electric vehicles, fast charging and renewable energy and storage. WT REPAIR: Seeks Subchapter V Bankruptcy in Kansas -------------------------------------------------- On May 15, 2025, WT Repair LLC filed Chapter 11 protection in the U.S. Bankruptcy Court for the District of Kansas. According to court filing, the Debtor reports $3,196,953 in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. About WT Repair LLC WT Repair LLC is an independently owned used equipment dealer and service shop based in Beloit, Kansas. The Company specializes in buying, selling, and servicing farm machinery, including tractors, harvesters, and used trucks. WT Repair is also a full-line dealer for Bush Hog, Farm King, MacDon, Geringhoff, Quicke, Kelly Ryan, and HyGrade. WT Repair LLC sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Kan. Case No. 25-20636) on May 15, 2025. In its petition, the Debtor reports total assets of $3,084,713 and total liabilities of $3,196,953. Honorable Bankruptcy Judge Dale L. Somers handles the case. The Debtors are represented by Colin Gotham, Esq. at EVANS & MULLINIX, P.A. ZMETRA LAND: Gets Extension to Access Cash Collateral ----------------------------------------------------- Zmetra Land Holdings, LLC received interim approval from the U.S. Bankruptcy Court for the District of Massachusetts to continue to use the cash collateral of Newtek Small Business Finance, LLC. The company was authorized to use up to $107,861.37 in cash collateral in accordance with its budget pending further order of the bankruptcy court. As protection, Newtek was granted a replacement lien and security interest in all assets of Zmetra in which it held a security interest as of the petition date. In addition, Newtek will continue to receive a monthly payment of $25,823. The next hearing is set for June 12, with objections due by June 11. About Zmetra Land Holdings Zmetra Land Holdings, LLC specializes in property management, overseeing the operations, maintenance, and leasing of real estate assets. It owns a 35,000-square-foot industrial facility located at 2 Old Worcester Road, Webster, Mass. The property is valued at $2.5 million. Zmetra filed Chapter 11 petition (Bankr. D. Mass. Case No. 25-40127) on February 4. In its petition, Zmetra reported total assets of $2,962,284 and total debts of $3,085,001. James L. 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In re Amber Jean Gustafson and Eric Wayne Gustafson Bankr. W.D. Ark. Case No. 25-70844 Chapter 11 Petition filed May 19, 2025 represented by: Lisa Williams, 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. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers public debt and equity securities about which we report. 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